N00024-19-C-2226_Fully_Executed_06Nov18.pdf

SEE ADDENDUM

(No Collect Calls)

N0002418R2226 06-Mar-2018

b. TELEPHONE NUMBER

(202) 781-0435

8. OFFER DUE DATE/LOCAL TIME

02:00 PM 06 Apr 2018

5. SOLICITATION NUMBER 6. SOLICITATION ISSUE DATE

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

STANDARD FORM 1449 (REV. 2/2012)

Prescribed by GSA – FAR (48 CFR) 53.212

(TYPE OR PRINT)

(SIGNATURE OF CONTRACTING OFFICER)

ADDENDA ARE

26. TOTAL AWARD AMOUNT (For Gov t. Use Only )

23.

CODE 10. THIS ACQUISITION IS

SUCH ADDRESS IN OFFER

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT

BELOW IS CHECKED

TELEPHONE NO.

N000249. ISSUED BY

18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a. UNLESS BLOCK

N0002419C2226 06-Nov-2018

7. FOR SOLICITATION

INFORMATION CALL:

a. NAME

FELISHA M MORSELL

2. CONTRACT NO. 3. AWARD/EFFECTIVE DATE 4. ORDER NUMBER

(TYPE OR PRINT)

30b. NAME AND TITLE OF SIGNER 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a.UNITED STATES OF AMERICA

27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1. 52.212-4. FAR 52.212-3. 52.212-5 ARE ATTACHED.

25. ACCOUNTING AND APPROPRIATION DATA

1. REQUISITION NUMBER

20.

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED.

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, AND 30

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

1300751471

ARE NOT ATTACHED

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA ARE ARE NOT ATTACHED

FELISHA M MORSELL / CONTRACT SPECIALIST GS-09

See Schedule $3,462,927.31

(BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE

SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS:

. YOUR OFFER ON SOLICITATION

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN

% FOR:SET ASIDE:UNRESTRICTED OR X

SMALL BUSINESSX

17a.CONTRACTOR/ CODE 0NNZ7 FACILITY

OFFEROR CODE

NAVAL SEA SYSTEMS COMMAND (HQ)

1333 ISAAC HULL AVE SE

WASHINGTON NAVY YARD DC 20376-2020

UNITED STATES MARINE, INC.

10011 LORRAINE RD

GULFPORT MS 39503-6001

DFAS CLEVELAND

P.O. BOX 998022

CLEVELAND OH 44199

18a. PAYMENT WILL BE MADE BY CODE N68732

RATED ORDER UNDER

DPAS (15 CFR 700)

13a. THIS CONTRACT IS A

13b. RATING

CODE

SEE ITEM 9

15. DELIVER TO CODE 16. ADMINISTERED BY

12. DISCOUNT TERMS11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

X SEE SCHEDULE

14. METHOD OF SOLICITATION

RFQ IFB RFPX

UNITED STATES MARINE, INC.

10011 LORRAINE RD

GULFPORT MS 39503-6001

FAX:

TEL: SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

8(A)

HUBZONE SMALL

BUSINESS

SIZE STANDARD:

NAICS:

336611

X

OFFER DATED

29. AWARD OF CONTRACT: REF.

DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

EMAIL: felisha.morsell@navy.mil

(202) 781-0435TEL:

31c. DATE SIGNED

06-Nov-2018

SEE SCHEDULE

SCHEDULE OF SUPPLIES/ SERVICESITEM NO. QUANTITY UNIT UNIT PRICE AMOUNT

24.22.21.19.

WOMEN-OWNED SMALL BUSINESS (WOSB)

ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

(CONTINUED)

ACCEPTED, AND CONFORMS TO THE CONTRACT, EXCEPT AS NOTED: ______________________________________________________

32a. QUANTITY IN COLUMN 21 HAS BEEN

RECEIVED INSPECTED

32b. SIGNATURE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32c. DATE 32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE 32f . TELEPHONE NUMBER OF AUTHORIZED GOVERNMENT REPRESENTATIVE

37. CHECK NUMBER

FINALPARTIALCOMPLETE

36. PAYMENT35. AMOUNT VERIFIED

CORRECT FOR

34. VOUCHER NUMBER

FINAL

33. SHIP NUMBER

PARTIAL

38. S/R ACCOUNT NUMBER 39. S/R VOUCHER NUMBER 40. PAID BY

41a. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT 41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER 41c. DATE

42a. RECEIVED BY (Print)

42b. RECEIVED AT (Location)

42c. DATE REC'D (YY/MM/DD) 42d. TOTAL CONTAINERS

STANDARD FORM 1449 (REV. 2/2012) BACK

Prescribed by GSA – FAR (48 CFR) 53.212

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

SEE SCHEDULE

20.

SCHEDULE OF SUPPLIES/ SERVICES

21.

QUANTITY UNIT

22. 23.

UNIT PRICE

24.

AMOUNT

19.

ITEM NO.

N0002419C2226

Section B - Supplies or Services and Prices

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

CLIN

Number

3 Each $643,749.83 $1,931,249.49

11 Meter NSW RIB with UID

FFP

11 Meter Naval Special Warfare Rigid Inflatable Boats (NSW RIB) with Unique Item Identification (UID) See Attachment J-1 and J-4

FOB: Origin (Shipping Point)

PURCHASE REQUEST NUMBER: 1300751471

PSC CD: 1940

NET AMT $1,931,249.49

ACRN AA

CIN: 130075147100001

$1,931,249.49

3 Each $490,647.00 $1,471,941.00

Accessory Equipment

FFP

Accessory Equipment for Item 0001 See Attachment J-2 and J-4

FOB: Origin (Shipping Point)

NET AMT $1,471,941.00

CIN: 130075147100002

$1,471,941.00

3 Each $10,363.00 $31,089.00

Pre-Delivery Inspection and Trials(PDIT)

FFP

FOB: Origin (Shipping Point)

NET AMT $31,089.00

CIN: 130075147100003

$31,089.00

1 Each $28,647.82 $28,647.82

Reactivation

FFP

FOB: Origin (Shipping Point)

NET AMT $28,647.82

ACRN AB

CIN: 130075147100004

$28,647.82

Section C - Descriptions and Specifications

Item 0001: 11 meter NSW RIBs – Quantity three (3) each – The Contractor shall construct and deliver three (3) 11 meter RIBs complete with basic boat equipment listed in the Standard Equipment List 2018 attached hereto as Attachment J-1 (prices shown are for one (1) complete standard boat). The Contractor shall comply with the Unique Item Identification (UID) requirements in compliance with DFARs 252.211- 7003, Item Identification and Valuation. The Contractor shall submit for approval a Progress Report to the Governemnt program Office (PMS325F) indicating the start of production of the ordered boats . The Progress Report shall include invoices for the engines, water jets, radar and and associated components for each boat. The Contractor shall also deliver each boat in accordance with the Statement of Work agreed between the Israeli Navy and PMS325 as identified in Attachment J-4.

RIGHTS IN TECHNICAL DATA

1. Non-commercial Technical Data and computer software: The Government desires at a minimum Government Purpose Rights (GPR) in non-commercial technical data (including drawings, manuals, etc.

developed by the builder or their sub-contractor) and computer software to be delivered under the contract.

Hull lines drawings and other proprietary details of the boat/system design may be marked with Limited Rights Legend per DFARS 252.227-7013.

2. The Government shall not release or disclose any non-commercial technical data, commercial technical data, and computer software delivered under the contract unless A) Prior to release or disclosure, the intended recipient is subject to the non-disclosure agreement at DFARS 227.7103-7; or B) the recipient is a Government contractor receiving access to the data for performance of a Government contract that contains the clause at DFARS 252.227-7025, Limitations on the Use or Disclosure of Government-Furnished Information Marked with Restrictive Legends.

3. The builder shall submit Data Rights Attachments (Attachment 7 - Identification of Commercial Data Rights and Attachment 8 – Identification of Non-commercial Data Rights) fully completed.

Item 0002: Accessory Equipment for Item 0001 – The Contractor shall provide and/or install (as applicable) for each boat, one (1) set of Accessory items listed in the Accessory Equipment List 2018 attached hereto as Attachment J-2. Accessories shall be installed during construction of the NSW RIBs delivered under Item 0001. The Contractor shall also deliver each boat in accordance with the Statement of Work agreed between the Israeli Navy and PMS325 as identified in Attachment J-4.

Item 0003: Pre-Delivery Inspection and Trials (PDIT) for Item 0001 – The Contractor shall perform one Pre-Delivery Inspection and Trials (PDIT) for each item delivered under Item 0001. PDIT shall be completed in two evolutions. The first trial shall be for the first delivered 11m RIB and the second evolution shall be the second and third delivered 11m RIBs.

(Note: If upon arrival, the Government and the Contractor are unable to satisfactorily perform PDIT as outlined in Attachment J-1, J-2, and J-4, the Contractor may be held financially responsible for cost reimbursement of Government and/or Government representative's travel and labor associated with PDIT.

Notification of delayed PDIT date shall occur prior to planned arrival of Government staff. Written notice of PDIT delay shall be accompanied by a request of extension. If as a result of this or other delays resulting from this action, the Contractor cannot meet the Delivery Order delivery date, consideration for late delivery shall also be required.)

Item 0004: Reactivation - The Contractor shall provide one personnel for in-country boat reactivation for a period of five (5) working days. Requirements for Reactivation of all three boats are as follows:

The contractor shall reactivate all crafts to fully operational state to include:

A) Offload, Inspect, Open and Inventory

1. Boat Walk Through And Outfitting inventory

2. Spare Parts Inventory

3. Refuel Boats

4. Power Boats B) Systems Reactivation (electrical, propulsion, electronic)

1. Fresh water wash down

2. Re-install all antennas and other equipment removed and stored for transit

3. Demonstrate each system as functional to a USG representative C) Post Reactivation Trials

1. Underway testing/trials of boats to demonstrate systems are operational at sea to a USG representative

The contractor shall price lodging and per diem rates as specified in the Joint Travel Regulations (http://www.defensetravel.dod.mil/site/perdiemCalc.cfm). The contractor shall obtain multiple quotes for airfare and local transportation and use the lowest available rates as approved by the Contracting Officer at time of placement of Order. Travel costs will be considered reasonable and allowable only to the extent that they do not exceed on a daily basis, the maximum per diem rates in effect at the time of the travel. When traveling to a CENTCOM area of responsibility, the CENTCOM Theater Business Clearance Process (TBC) approval is required, and all CENTCOM TBC clauses will be incorporated in the award. The contractor shall complete all individual pre-deployment training and medical requirements as specified in the clauses in Section I.

Item 0005: NSW RIB Spare Parts – the Contractor shall provide spare parts for the NSW RIBs as identified in Attachment J-3 – 2018 List of NSW RIB Spare Parts.

C-1 NOTICE OF ACCESS TO TECHNICAL DATA

It is agreed and understood that in signing the Delivery Order, the Contractor acknowledges that they have in their possession, or have access to, all the technical data needed to build, outfit and deliver all the products and services required in this delivery order. The term “technical data” as used in this clause means “technical data” as defined in DFARS 252.227-7013 and 252.227-7015, and includes items such as, but not limited to, drawings, sketches, specifications, wiring diagrams, process descriptions, manufacturing procedures, etc. Accordingly, other than discussed herein in Section D, the Contractor is not relying on any Government Furnished Information to complete the requirements of this delivery order.

C-2 REQUEST FOR DEVIATIONS AND WAIVERS

In the event that a baseline design related requirement or a performance requirement cannot be met, and a change to the baseline design requirement or performance requirement is inappropriate, the Contractor shall prepare a request for deviation (RFD) or waiver (RFW).

RFDs/RFWs describe proposed departures from configuration documentation. The request for deviation shall provide detailed justification and consequences of approval, to include technical details explaining the degree of non-compliance or effect on craft equipment or system operation constraints. The request for waiver shall document an “As-Built” configuration that departs from baseline documentation and should include any proposed corrections or modifications to better the meet the intent of the baseline document. RFDs/RFWs shall contain the following information: submittal date; originator name and address; designation for deviation/waiver including deviation/waiver number, deviation/waiver title, model/type, CAGE code, and system designation; need for deviation/waiver; description of deviation/waiver; specification/test plan affected; drawings affected; contract http://www.defensetravel.dod.mil/site/perdiemCalc.cfm number and line item; procuring contracting officer; effect on cost/price/delivery schedule; class applicability;

recurring deviation/waiver; and an authorized signature. If any of this information is not applicable, so state.

C-3 DISCHARGE OF LIENS AND ENCUMBRANCES AND WARRANTY OF TITLE

(a) The Contractor shall immediately discharge or cause to be discharged any lien or right in rem of any kind, other than in favor of the Government, which at any time exists or arises with respect to the craft, the machinery, fittings, equipment, furnishings, or materials for the craft. If any such lien or right in rem is not immediately discharged, the Government may discharge or cause to be discharged said lien or right in rem, at the expense of the Contractor.

(b) Upon acceptance of the craft by the Government, the Contractor warrants clear and unencumbered title to the craft. Furthermore, the Contractor indemnifies and holds harmless the Government against any and all (1) liens and claims of ownership against the craft, and (2) liens, claims, encumbrances, and claims or rights in rem, against the craft, including claims for personal injury and property damage, maritime liens, mechanics liens, and tax liens, which arose prior to acceptance of the craft by the Government, or which are based on events which occurred prior to acceptance of the craft by the Government. If any lien, claim, or encumbrance resulting from, or arising out of, any event which occurred prior to acceptance of the craft, is brought against the craft or against the Government, the Contractor will be responsible for resolution of such claim, lien, or encumbrance, and in no event will the craft or the Government be responsible for resolving the claim, lien, or encumbrance, or for compensating any person or entity for the claim, lien, or encumbrance. If such claim, lien, or encumbrance is brought against the craft or against the Government, the Contractor hereby agrees to take all necessary steps to resolve the claim, lien, or encumbrance without impact to the craft or the Government. The warranty and indemnification under this clause survive the close-out of the contract.

This clause shall not be construed to abrogate or diminish any of the Government’s title-vesting rights under the “Contract Financing Payment” or the “Progress Payments” clause of the contract.

CLAUSES INCORPORATED BY FULL TEXT

HQ C-2-0013 CONTRACTOR PROBLEM IDENTIFICATION REPORTS (NAVSEA) (MAY 1993)

(a) Contract Problem Identification Reports (CPIRs) shall be used by the Contractor for the purpose of alerting the Government to actual or potential contract problems and of establishing an early dialogue between the Contractor and the Government with regard thereto.

(b) A "contract problem" is a fact or circumstance of which the Contractor is aware that does, will or reasonably is anticipated to (1) have a significant or substantial impact on the delivery schedule or completion of contract performance or the cost of performance of the contract (increase or decrease) or (2) requires modification to the contract or specification(s). The terms "significant" and "substantial" shall be interpreted in the same manner as they would be interpreted by a reasonably prudent business person under the relevant circumstances.

(c) The Contractor shall report each contract problem promptly and in no event later than ten (10) calendar days, after the Contractor identifies such contract problem. A written CPIR shall be transmitted via the Administrating Contracting Officer (ACO) to the Procuring Contracting Officer and to the cognizant technical code. Each CPIR shall be entitled "Contract Problem Identification Report", shall be dated, numbered sequentially and shall set forth the following based on the best and most complete information then known or available to the Contractor:

(1) The nature of the contract problem;

(2) The date on which the contract problem arose and the date on which the contract problem was identified as such;

(3) The anticipated direct and consequential effects of the contract problem upon the delivery schedule or completion of contract performance or the cost of performance of the contract;

(4) Identification of the supplies and/or services which are or may be affected; and

(5) The Contractor's recommended solution to the reported contract problem.

(d) Follow up status reports of each contract problem, identified by the original CPIR number, shall be furnished monthly or more frequently as required by the Contracting Officer. A final follow up report shall be furnished immediately following resolution of each contract problem.

(e) CPIRs shall not be submitted when notice of the same contract problem is required to be furnished to the Government pursuant to any other requirement of this contract. The submission of a CPIR, however, does not relieve the Contractor of its obligations to provide notice required under any other requirement of this contract.

HQ C-2-0063 USE OF NAVY SUPPORT CONTRACTORS FOR OFFICIAL CONTRACT FILES (NAVSEA)

(APR 2004)

(a) NAVSEA may use a file room management support contractor, hereinafter referred to as "the support contractor", to manage its file room, in which all official contract files, including the official file supporting this procurement, are retained. These official files may contain information that is considered a trade secret, proprietary, business sensitive or otherwise protected pursuant to law or regulation, hereinafter referred to as “protected information”. File room management services consist of any of the following: secretarial or clerical support; data entry; document reproduction, scanning, imaging, or destruction; operation, management, or maintenance of paper-based or electronic mail rooms, file rooms, or libraries; and supervision in connection with functions listed herein.

(b) The cognizant Contracting Officer will ensure that any NAVSEA contract under which these file room management services are acquired will contain a requirement that:

(1) The support contractor not disclose any information;

(2) Individual employees are to be instructed by the support contractor regarding the sensitivity of the official contract files;

(3) The support contractor performing these services be barred from providing any other supplies and/or services, or competing to do so, to NAVSEA for the period of performance of its contract and for an additional three years thereafter unless otherwise provided by law or regulation; and,

(4) In addition to any other rights the contractor may have, it is a third party beneficiary who has the right of direct action against the support contractor, or any person to whom the support contractor has released or disclosed protected information, for the unauthorized duplication, release, or disclosure of such protected information.

(c) Execution of this contract by the contractor is considered consent to NAVSEA's permitting access to any information, irrespective of restrictive markings or the nature of the information submitted, by its file room management support contractor for the limited purpose of executing its file room support contract responsibilities.

(d) NAVSEA may, without further notice, enter into contracts with other contractors for these services. Contractors are free to enter into separate non-disclosure agreements with the file room contractor. (Please contact Director, E

Business Division for contractor specifics.) However, any such agreement will not be considered a prerequisite before information submitted is stored in the file room or otherwise encumber the government.

Section D - Packaging and Marking

PACKAGING AND MARKING

Items 0001 and 0002 shall be prepared for shipment with the contractor's best commercial practice. The contractor shall be responsible for the condition of all deliverables until receipt inspection and final acceptance at the prescribed below destination by a U.S. Government representative is completed.

HQ D-1-0007 WARRANTY NOTIFICATION FOR ITEM(S) 0001 and 0002 - ALTERNATE I (NAVSEA) (APR 2015)

The Contractor shall apply a permanent warranty notification stamping or marking on each warranted deliverable end item and its container in accordance with MIL-STD-129R dated 18 February 2014 and MIL-STD-130N(1) dated 16 November 2012. The notification shall be placed in close proximity to other required stamping or markings so as to be easily readable by personnel. The warranty notification shall read:

THIS ITEM WARRANTED UNDER CONTRACT N00024-

19-C-2226 TO CONFORM TO DESIGN,

MANUFACTURING, AND PERFORMANCE REQUIREMENTS

AND BE FREE FROM DEFECTS IN MATERIAL AND

WORKMANSHIP FOR ONE YEAR FROM

THE DATE OF REACTIVATION IN COUNTRY. IF ITEM IS DEFECTIVE

NOTIFY PMS325F AND PCO.

HQ D-2-0003 ADDITIONAL MARKING REQUIREMENTS FOR FMS ITEMS (NAVSEA) (SEP 1992)

(a) The following identifying marks shall appear on the outside of each box, parcel and/or crate and all shipping papers included in each shipment:

NAVY

FMS CASE IS-P-SCC

REQUISITION NO. N00024-19-C-2226

ITEM DESCRIPTION 11 Meter Rigid-hull Inflatable Boat

If a consolidated shipment of several items in one container is forwarded, add to the above information

"CONSOLIDATED SHIPMENT, CONTAINS ITEMS".

(b) The inscription "UNITED STATES OF AMERICA" shall be affixed in a suitable size indelible stencil, label or printed form on all external shipping containers or the exterior surface of uncrated items.

(c) All invoices, correspondence, reports and other documents shall be identified with the appropriate FMS case designator, requisition number(s), and item description(s).

HQ D-2-0004 IDENTIFICATION MARKING OF PARTS (NAVSEA) (NOV 1996)

Identification marking of individual parts within the systems, equipments, assemblies, subassemblies, components, groups, sets or kits, and of spare and repair parts shall be done in accordance with applicable specifications and drawings.

To the extent identification marking of such parts is not specified in applicable specifications or drawings, such marking shall be accomplished in accordance with the following:

(1) Parts shall be marked in accordance with generally accepted commercial practice.

(2) In cases where parts are so small as not to permit identification marking as provided above, such parts shall be appropriately coded so as to permit ready identification.

Section E - Inspection and Acceptance

INSPECTION AND ACCEPTANCE

Two (2) Pre-Delivery Inspection and Trials (PDIT) will be conducted at the contractor’s facility on all three boats.

One for the first delivered 11m RIB and one for the second and third delivered 11m RIBs. Testing shall demonstrate the correctness of the design of systems, subsystems, components and interfaces, the workmanship, the installation and alignment of machinery, strength, rigidity, tightness, safety and suitability for the purpose intended. The tests shall include, at a minimum:

1) Functionality of the system

2) Visual inspection

3) Console and hatches verified water tight

4) Speed and maneuver trials, backing performance, fuel consumption trial, endurance trial

The contractor is responsible for correcting any deficiencies discovered during PDITs prior to boat delivery.

Receipt inspection and final acceptance to be performed as described below. The contractor’s “Delivery Ticket” or “Bill of Lading” shall be used as confirmation of delivery and receipt by the Government. Receipt inspection and final acceptance is performed by a NAVSEA representative. Receipt inspection primarily consists of the Government noting apparent shipping damage and/or apparent shortages.

Upon receipt, an acceptance inspection is performed and the contractor is notified of any discrepancies in a Post- Delivery Inspection Report (PDIR) typically within 15 work days (i.e., exclusive of weekends and Federal holidays) of receipt. Contractor is to document correction or plan of action for resolution of discrepancies in response to the PDIR. Final acceptance is dependent upon delivery in accordance with Section F, acceptance inspection, Post- Delivery discrepancy resolution notification (i.e., correction or acceptable plan of action).

ITEM NO INSPECT AT INSPECT BY ACCEPT AT ACCEPT BY

0001 and 0002

(3) 11m RIBs w/trailers

Builders Facility NAVSEA Representative

Spare Parts

WARRANTY

The Contractor will correct defects in accordance with the warranty provided in Section J, Attachment J-5, Warranty Terms.

CLAUSES INCORPORATED BY REFERENCE

52.246-2 Inspection Of Supplies--Fixed Price AUG 1996 52.246-16 Responsibility For Supplies APR 1984 252.246-7000 Material Inspection And Receiving Report MAR 2008

Section F - Deliveries or Performance

DELIVERIES OR PERFORMANCE

Items 0001, 0002, and 0005 shall be delivered FOB Origin.

Delivery Dates for Items 0001 and 0002 are as follows:

Boat No. 1: 300 Days ADC Boat No. 2: 360 Days ADC Boat No. 3: 360 Days ADC

Earlier delivery of the above items is acceptable and encouraged.

Item 0003 shall be performed in accordance with Section C

Item 0004 period of performance is 60 days after delivery of all three craft in-country

Item 0005 shall be delivered 360 Days ADC

ADC: After Date of Contract

The contractor shall be responsible for the condition of Items 0001, 0002 and 0004 until receipt inspection and all items are picked up by Israel’s’ Freight Forwarder.

Section G - Contract Administration Data

ACCOUNTING AND APPROPRIATION DATA

AA: 97-11X8242 2829 000 74292 0 065916 2D PISP4N

COST CODE: 820660020SCC

AMOUNT: $3,434,279.49

AB: 97-11X8242 2829 000 74292 0 065916 2D PISP4N

COST CODE: 319380030SCC

AMOUNT: $28,647.82

ACRN CLIN/SLIN CIN AMOUNT

AA 0001 130075147100001 $1,931,249.49

0002 130075147100002 $1,471,941.00 0003 130075147100003 $31,089.00

AB 0004 130075147100004 $28,647.82

252.204-0001 Line Item Specific: Single Funding SEP 2009 252.204-7006 Billing Instructions OCT 2005 252.232-7003 Electronic Submission of Payment Requests and Receiving

Reports

JUN 2012

252.246-7000 Material Inspection And Receiving Report MAR 2008

252.232-7006 WIDE AREA WORKFLOW PAYMENT INSTRUCTIONS (MAY 2013)

(a) Definitions. As used in this clause--

Department of Defense Activity Address Code (DoDAAC) is a six position code that uniquely identifies a unit, activity, or organization.

Document type means the type of payment request or receiving report available for creation in Wide Area WorkFlow (WAWF).

Local processing office (LPO) is the office responsible for payment certification when payment certification is done external to the entitlement system.

(b) Electronic invoicing. The WAWF system is the method to electronically process vendor payment requests and receiving reports, as authorized by DFARS 252.232-7003, Electronic Submission of Payment Requests and Receiving Reports.

(c) WAWF access. To access WAWF, the Contractor shall--

(1) Have a designated electronic business point of contact in the System for Award Management at https://www.acquisition.gov; and

(2) Be registered to use WAWF at https://wawf.eb.mil/ following the step-by-step procedures for self-registration available at this Web site.

(d) WAWF training. The Contractor should follow the training instructions of the WAWF Web-Based Training Course and use the Practice Training Site before submitting payment requests through WAWF. Both can be accessed by selecting the “Web Based Training” link on the WAWF home page at https://wawf.eb.mil/.

(e) WAWF methods of document submission. Document submissions may be via Web entry, Electronic Data Interchange, or File Transfer Protocol.

(f) WAWF payment instructions. The Contractor must use the following information when submitting payment requests and receiving reports in WAWF for this contract/order:

(1) Document type. The Contractor shall use the following document type(s).

Invoice and Receiving Report Combo

(Contracting Officer: Insert applicable document type(s). Note: If a “Combo” document type is identified but not supportable by the Contractor's business systems, an “Invoice” (stand-alone) and “Receiving Report” (stand-alone) document type may be used instead.)

(2) Inspection/acceptance location. The Contractor shall select the following inspection/acceptance location(s) in WAWF, as specified by the contracting officer.

Origin

(Contracting Officer: Insert inspection and acceptance locations or “Not applicable”.)

(3) Document routing. The Contractor shall use the information in the Routing Data Table below only to fill in applicable fields in WAWF when creating payment requests and receiving reports in the system.

Routing Data Table* Field Name in WAWF Data to be entered in WAWF Pay Official DoDAAC N68732 Issue By DoDAAC N00024 Admin DoDAAC N00024 Inspect By DoDAAC N00024 Ship To Code See Section F Ship From Code See Section F Mark For Code N/A Service Approver (DoDAAC) N00024 Service Acceptor (DoDAAC) N00024 Accept at Other DoDAAC N00024 LPO DoDAAC N00024 DCAA Auditor DoDAAC N/A Other DoDAAC(s) N/A_

(*Contracting Officer: Insert applicable DoDAAC information or “See schedule” if multiple ship to/acceptance locations apply, or “Not applicable.”)

(4) Payment request and supporting documentation. The Contractor shall ensure a payment request includes appropriate contract line item and subline item descriptions of the work performed or supplies delivered, unit price/cost per unit, fee (if applicable), and all relevant back-up documentation, as defined in DFARS Appendix F, (e.g. timesheets) in support of each payment request.

(5) WAWF email notifications. The Contractor shall enter the email address identified below in the “Send Additional Email Notifications” field of WAWF once a document is submitted in the system.

bridget.mcclerking@navy.mil

(Contracting Officer: Insert applicable email addresses or “Not applicable.”)

(g) WAWF point of contact. (1) The Contractor may obtain clarification regarding invoicing in WAWF from the following contracting activity's WAWF point of contact.

Margaret Morgan at (202) 781-4815 or margaret.morgan@navy.mil

(Contracting Officer: Insert applicable information or “Not applicable.”)

(2) For technical WAWF help, contact the WAWF helpdesk at 866-618-5988.

(End of clause)

HQ G-2-0002 Enter below the address (street and number, city, county, state and zip code) of the Contractor's facility which will administer the contract if such address is different from the address shown on the SF 26 or SF 33, as applicable.

PURCHASING OFFICE COMMANDER

REPRESENTATIVE: ATTN: FELISHA MORSELL

NAVAL SEA SYSTEMS COMMAND 0222

1333 ISAAC HULL AVENUE SE STOP 2020

WASHINGTON NAVY YARD DC 20376 -2020

Telephone No. 202/781-0435 Fax No. N/A Email Address: FELISHA.MORSELL@NAVY.MIL

Section H - Special Contract Requirements

INTERIM FINANCE PAYMENTS (Applicable to ITEMS 0001 and 0002)

Interim finance payments for the Items Listed shall be made upon occurrence of each event described below. There are four events described below, each having its own associated interim payment.

EVENT #1

Upon delivery to the WAWF primary POC of the complete purchase orders that have been sent to the respective vendors, materialmen, subcontractors, etc. for the engines, water jets, radar and associated components for the boat, the Government will provide a single interim payment, 5% of the contract value for the following ITEMS, $170,159.53, payable as follows:

BOATS 1-3

ITEM AMOUNT

0001 $ 96,562.47 0002 $ 73,597.05 Total $ 170,159.52

*Please note: All conditions of Interim Payment Event # 1 must be met before submission of invoice for payment.

Failure to satisfy any condition will result in rejection of invoice. Submission of invoices for partial payments will not be accepted.*

EVENT #2

Upon completion and acceptance of a Progress Report (proving the start of production of the ordered boats) by the Government program office (PMS 325F) and submitting invoices from major components and raw material suppliers identified in Event #1 above to the WAWF primary POC, the Government will provide a single interim payment, 25% of contract value for the following ITEMS, $850,797.63, payable as follows:

BOATS 1-3

0001 $ 482,812.37 0002 $ 367,985.25 Total $ 850,797.62

*Please note: All conditions of Interim Payment Event #2 must be met before submission of invoice for payment.

Failure to satisfy any condition will result in rejection of invoice. Submission of invoices for partial payments will not be accepted.*

EVENT #3

Upon successful completion and acceptance of the second PDIT by Government program office (PMS 325F), the Government will provide a single interim payment, 60% of the total contract value for ITEMS 0001 and 0002.

Thirty (30) days after receipt and inspection of the boat and satisfactory closeout of any trail and/or post deliver inspection discrepancies, the contractor may submit an invoice of $2,041,914.30 payable as follows:

Total Amount for Payment #3

0001 $ 1,158,749.70

0002 $ 883,164.60

Total $ 2,041,914.30

*Please note: All conditions of Interim Payment Event #3 must be met before submission of invoice for payment.

Failure to satisfy any condition will result in rejection of invoice. Submission of invoices for partial payments will not be accepted.*

EVENT #4

The remaining 10% balance of the total contract value for ITEMS 0001 and 0002 is payable sixty (60) days after delivery in country and completion of reactivation/crew familiarization.

Total Amount for Payment #4

0001 $ 193,124.95 0002 $ 147,194.10 Total $ 340,319.05

*Please note: All conditions of Interim Payment Event #4 must be met before submission of invoice for payment.

Failure to satisfy any condition will result in rejection of invoice. Submission of invoices for partial payments will not be accepted.*

Any and all payments made hereunder shall be secured when made, by a paramount lien in favor of the Government upon boat, articles, and items contracted for on account of all payments so made and on all material, equipment and other property acquired for or allocated to the performance of this contract, except to the extent that the Government, by virtue of any other requirements of this contract, or otherwise shall have valid title to such articles, things materials, or other property as against other creditors of the Contractor. If such property is not identified by marking or segregation, the Government shall be deemed to have a lien upon a proportionate part of any mass of property with which such property is commingled. Any lien provided for by virtue of this paragraph is paramount to all other liens under the provisions of 10 U.S.C. § 2307.

Title to the boat under construction shall vest in the Government and title to all materials and equipment acquired for the performance of the contract shall vest in the Government upon delivery thereof to the place of the Contractor or other place of storage selected by the Contractor whichever of said events shall first occur; provided however, that notwithstanding the foregoing requirements concerning title, in the event of loss, theft or destruction of or damage to any such property before acceptance by the Government, the Contractor shall bear the risk of any such loss, theft, destruction or damage.

The Contractor shall also maintain adequate accounting control over such property on its books and records which shall be subject to examination by the Contracting Officer at all reasonable times to assure compliance with these requirements.

5252.202 9101 ADDITIONAL DEFINITIONS (FT) - ALTERNATE II (MAY 1993)

As used throughout this contract, the following terms shall have the meanings set forth below:

(a) DEPARTMENT means the Department of the Navy.

(b) COMMANDER, NAVAL SEA SYSTEMS COMMAND means the Commander of the Naval Sea Systems Command of the Department of the Navy or his duly appointed successor or duly authorized representative.

(c) NAVSEA 08 means the Deputy Commander, Nuclear Propulsion Directorate, Naval Sea Systems Command of the Department of the Navy.

(d) SUPERVISOR means the cognizant Supervisor of Shipbuilding, Conversion and Repair, Department of the Navy.

(e) PROJECT MANAGER (SHAPM)(PMS) means the (List appropriate PM) Program Manager, or his duly appointed successor or duly authorized representative, of the Naval Sea Systems Command of the Department of the Navy.

(f) LEAD SHIPBUILDER, LEAD YARD OR LEAD SHIPYARD mean (List contractor) in its capacity as Contractor under Contract No. (List Contract) for the construction of the (List first ship of the class).

(g) FOLLOW SHIPBUILDER, FOLLOW YARD OR FOLLOW SHIPYARD mean a prime contractor performing a contract for the construction of follow ships of the (List ship class) Class.

(h) LEAD SHIP OR FIRST SHIP OF THE CLASS mean the (List first ship.)

(i) FOLLOW SHIP means any ship of the (List class) Class other than the first ship.

(j) ADJUSTMENT IN CONTRACT PRICE means adjustment in target cost, target profit, target price and ceiling price or fixed price, as appropriate under the circumstances and except as otherwise provided in the contract.

(k) DESIGN AGENT means (List contractor) in its capacity as Design Agent, not in its capacity as shipbuilding contractor.

(l) NATIONAL STOCK NUMBERS Whenever the term Federal Item Identification Number and its acronym FIIN or the term Federal Stock Number and its acronym FSN appear in the contract, order or their cited specifications and standards, the terms and acronyms shall be interpreted as National Item Identification Number (NIIN) and National Stock Number (NSN) respectively which shall be defined as follows:

1. National Item Identification Number (NIIN). The number assigned to each approved Item Identification under the Federal Cataloging Program. It consists of nine numeric characters, the first two of which are the National Codification Bureau (NCB) Code. The remaining positions consist of a seven digit non significant number.

2. National Stock Number (NSN). The National Stock Number (NSN) for an item of supply consists of the applicable four position Federal Supply Class (FSC) plus the applicable nine position National Item Identification Number (NIIN) assigned to the item of supply.

(m) NAVY REORGANIZATION Pursuant to the reorganization within the Department of the Navy, effective 1 July 1974, the Naval Sea Systems Command has become the successor to the Naval Ship Systems Command and the Naval Ordnance Systems Command. The Naval Ship Systems Command was the successor to the Bureau of Ships. The Naval Ordnance Systems Command and the Naval Air Systems Command were the successors to the Bureau of Naval Weapons, which was the successor to the Bureau of Ordnance and the Bureau of Aeronautics.

Accordingly, as appropriate in view of the foregoing, reference in the contract and in the documents referenced therein to the Naval Ship Systems Command, the Bureau of Ships, the Naval Ordnance Systems Command, the Naval Air Systems Command, the Bureau of Naval Weapons, the Bureau of Ordnance or the Bureau of Aeronautics shall be deemed to refer to the Naval Sea Systems Command.

(n) REFERENCES TO ARMED SERVICES PROCUREMENT REGULATION OR DEFENSE ACQUISITION REGULATION All references in this document to either the Armed Services Procurement Regulation (ASPR) or the Defense Acquisition Regulation (DAR) shall be deemed to be references to the appropriate sections of the Federal Acquisition Regulation (FAR) and the Defense FAR Supplement (DFARS).

(o) REFERENCES TO THE FEDERAL ACQUISITION REGULATION (FAR) All references to the FAR in this contract shall be deemed also to include the Defense FAR Supplement (DFARS), unless clearly indicated otherwise.

(p) CONSTRUCTION OF THE VESSEL means conversion of the vessel (except where it is used in paragraphs

(f) and (g) of this requirement).

5252.245-9109 GOVERNMENT-FURNISHED PROPERTY (INCORPORATION) (APR 2015)

The Government will provide only that property identified in an attachment to Section J, notwithstanding any term or condition of this contract to the contrary. Upon Contractor's written request to the cognizant Technical Program Manager, via the cognizant Contract Administration Office, the Government will furnish the identified government property for incorporation in the equipment to be delivered under Item(s) 0002 of this contract.

5252.245-9124 LIENS AND TITLE (FP) - ALTERNATE I (MAY 1998)

(a) Any and all partial and progress payments made hereunder on account of the vessels and the materials and equipment therefor shall be secured, when made, by a lien in favor of the Government upon such material and equipment on account of all payments so made, except to the extent that the Government, by virtue of any other requirement of this contract, or otherwise, shall have valid title to such material and equipment as against other creditors of the Contractor. If such property is not identified by marking or segregating, the Government shall be deemed to have a lien upon a proportionate part of any mass of property with which such property is commingled.

Any lien provided for by virtue of this requirement is paramount to all other liens under the provisions of 10 U.S.C.

Sec 2307. Upon completion and delivery of the vessels, said lien shall be discharged as to any materials and equipment which have not been included in the vessels and which are no longer required therefor.

(b) The Contractor shall immediately discharge or cause to be discharged any lien or rights in rem of any kind, other than in favor of the Government, which at any time exists or rises with respect to the machinery, fittings, equipment or materials for the vessels. If any such lien or right in rem is not immediately discharged, the Government may discharge or cause to be discharged said lien or right in rem at the expense of the Contractor.

(c) Title to the vessels under construction shall be in the Government and title to all materials and equipment acquired for each vessel shall vest in the Government upon delivery thereof to the plant of the Contractor or other place of storage selected by the Contractor, whichever of said events shall first occur; provided, that the Supervisor may, by written direction, require that title shall vest in the Government upon delivery of such materials and equipment to the carrier for transportation to the plant of the Contractor or other place of storage selected by the Contractor. The amount of any freight charges, transportation, taxes or other costs which would have been paid by the Contractor, either directly or as an element of any subcontract cost, and which the Contractor shall not be required to pay as a result of such earlier vesting of title and any use of Government bills of lading, shall be determined and treated as though resulting from a change order and the contract price reduced accordingly. Upon completion of the vessels, or with the approval of the Supervisor at any time during the construction of the vessels, all such materials and equipment which have not been included therein and which are agreed between the Contractor and the Supervisor to be no longer required therefor, except materials and equipment which were furnished by the Government or the cost of which has been reimbursed by the Government to the Contractor, shall become the property of the Contractor; provided, however, that models, mockups, plans and other items which the Contractor is expressly required to construct, prepare, or furnish shall remain the property of the Government. Upon completion of the contract, or at such earlier date as may be fixed by the Contracting Officer, the Contractor shall submit, in a form acceptable to the Contracting Officer, inventory schedules covering all items of property not consumed in the performance of this contract (including any resulting scrap) or not theretofore delivered to the Government, the cost of which has been reimbursed by the Government to the Contractor apart from the fixed price. The Contractor shall deliver or make such other disposal of such property as may be directed or authorized by the Contracting Officer.

Recoverable scrap from such property shall be reported in accordance with such procedure and in such form as the Contracting Officer may direct. The net proceeds of any such disposal shall be credited to the Government and shall be paid in such manner as the Contracting Officer may direct. For the purpose of this requirement, "net proceeds" means actual amount collected from such sale of disposal less sales, collection fees and other reasonable related expenses.

5252.245-9127 ADDITIONAL PROVISIONS RELATING TO GOVERNMENT PROPERTY (FT) (APR 2015)

(a) The Contracting Officer may increase the amount of property to be furnished under this contract and the contract shall be equitably adjusted to reflect such increase in accordance with procedures of the "CHANGES" clause of the contract.

(b) (1) As to all equipments listed in NAVSEA Form 4205/19 or Schedule A, as applicable, which will be permanently installed or otherwise will be built into the vessel(s), the AN nomenclature or other model designations given therein are to indicate only the basic description of equipments to be furnished and do not indicate the specific model or manufacturer's equipment that will be furnished. The Government may furnish, without issuing a change under the "CHANGES" clause of the contract, other equipments bearing nomenclature and model designations which further define the specific equipment to be furnished and to further substitute other equipments with different nomenclature or model designations as long as they are geometrically congruent dimensionally, and mechanically and electrically interchangeable with the equipment identified in NAVSEA Form 4205/19 or Schedule A, as applicable.

(2) As to all equipments listed in NAVSEA Form 4205/19 or Schedule A, as applicable, which are portable in nature and require only means for stowage in the vessel(s), the AN nomenclature or other model designations given therein are to indicate only the basic description of the equipments to be furnished. The Government may furnish, without issuing any change under the "CHANGES" clause of the contract, other equipments bearing different AN nomenclature or other model designations as long as the equipments furnished are functionally interchangeable with the equipments specified in NAVSEA Form 4205/19 or Schedule A, as applicable, and no changes in ship stowage provisions are required.

(c) Unless otherwise specifically directed by the Supervisor, nonreusable crates and other nonreusable packaging in which Government Property is delivered to the Contractor shall become the property of the Contractor upon removal of the packaged or crated material, in which event such crates and other packaging shall not be subject to the provisions of the clause of this contract entitled "GOVERNMENT PROPERTY" (FAR 52.245-1).

(d) Any packaging or preparation for delivery or for other disposal of Government Property by the Contractor at the direction or authorization of the Contracting Officer pursuant to paragraph (j) of the clause of this contract entitled "GOVERNMENT PROPERTY" shall be provided for by change order and an appropriate adjustment shall be made in the contract price in accordance with the clause of the contract entitled "CHANGES".

(e) (1) In addition to the equipments listed on NAVSEA Form 4205/19 or Schedule A, as applicable, the Government may provide installation and checkout (I&C) spares. The Contractor shall provide segregated stowage and inventory management for Government furnished I&C spares. These I&C spares will be pre-positioned by the Government at the shipyard for use by Contractor or Government personnel for the installation and checkout of Government Furnished Equipment (GFE). The Contractor shall maintain these spares in a suitable warehouse accessible 24 hours per day during GFE installation and checkout, in accordance with the ship construction test program. I&C spares do not include parts to support installation and checkout of reactor plant equipment. Requirements governing such reactor plant repair parts, known as Shipyard Load List (SLL) parts, are defined in the ship specification.

(2) The Contractor shall provide proposed I&C storage, inventory management and issue procedures for Government review and approval. These procedures shall address the Contractor's methods for receipt inspection, identification of damage, control of sensitive material, special environmental capabilities, security and availability of timely status information. The procedures must take into consideration any special requirements associated with electronic components such as electrostatic discharge precautions. The procedures should reference applicable military or commercial standards used in management of I&C spares. A list of planned I&C spares, estimated volume, and special requirements will be provided by the Government to allow for warehouse planning.

(f) The Contractor is required to maintain control of Government property in accordance with Federal Acquisition Regulation (FAR) Part 45 and Defense FAR Supplement (DFARS) Part 245. In addition to the requirements of FAR 45 and DFARS 245, the Contractor shall have an automated system for controlling Government property and the automated records shall constitute the official Government property control records. The automated system shall be sufficient to identify the location, quantity and hull assignment of all items of Government property from the time of receipt through issue for installation or disposition of the property from the Contractor's facility. The automated system shall be equivalent, as a minimum, to the automated systems the Contractor uses to control Contractor-owned property and material.