N0002418R2300-0002_Conformed_Copy.docx

N0002418R2300

Section B - Supplies or Services and Prices

CLIN Number 0001

Design Development & Production Planning

FFP

See NOTE C FOB: Destination

NET AMT

CLIN Number 0002

DATA

FFP

See Note A Data for ITEM 0001(and if Options are exercised, ITEMs 0003 and 0004) See DD Form 1423, Attachment J-5, CDRL Exhibits A and B (and if Options are exercised, Exhibits C and D)

NOT SEPARATELY PRICED

NET AMT

CLIN Number 0003

FFG(X) Design Development I (Option)

FFP

NET AMT

CLIN Number 0004

FFG(X) Design Development II (Option)

FFP

NET AMT

CLAUSES INCORPORATED BY FULL TEXT

NOTE A - Offeror shall complete the "Price Group" and "Estimated Total Price" blocks of each data item on the Contract Data Requirements List(s), attached hereto.

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 - In accordance with Section L.1.5.2.3.1.2.1, the proposed value for ITEM 0001 shall not exceed $15,000,000.00, and the proposed value for Option ITEM 0003 and Option ITEM 0004 shall not exceed $4,000,000.00 each. This Note will be marked RESERVED upon contract award.

HQ B-2-0022 CONTRACT SUMMARY FOR PAYMENT OFFICE (FIXED PRICE) (FEB 1997)

This entire contract is fixed price.

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.

Section C - Descriptions and Specifications

STATEMENT OF WORK

C.1 STATEMENT OF WORK

C.1.1 GENERAL

C.1.1.1 The Contractor shall perform design development and production planning activities, using Attachment J-1, FFG(X) System Specification and Attachment J-2, Government Furnished Information (GFI), to address technical solutions for the future FFG(X) in support of the program goal of cost effectively providing all the capabilities required for FFG(X).

C.1.1.2 The Government intends to use the deliverables from this contract to identify potential design concepts to meet FFG(X) requirements.

C.1.1.4 Integrated Digital Environment (IDE)

C.1.1.4.1 The Government has established an IDE for use on this contract. The Government IDE provides a secure data repository for data exchange and storage with the necessary access control for data protection in conjunction with a collaborative environment. The Contractor shall post all contract data requirements list (CDRL) submissions to the Government IDE. The Government IDE will require public key infrastructure (PKI) certificates for access. For information on how to request an FFG(X) IDE account, please send an e-mail with the subject: "FFG(X) IDE Registration Form Request" to Kenneth Spooner at kenneth.spooner1@navy.mil.

The Contractor shall have the capability to send, receive, handle, generate, and store classified information.

C.1.1.5 The Contractor shall place emphasis on the use of commercially available, non-developmental and proven technologies. Component commonality with other U.S. Navy ships is desirable.

C.1.1.6 Throughout the period of performance, questions or the identification of issues shall be provided to the Government via Attachment J-4, Question Submittal Form.

C.1.2 ITEM 0001 - DESIGN DEVELOPMENT & PRODUCTION PLANNING

C.1.2.1 Objective The Government is interested in proposed ship designs and approaches that meet Attachment J-1, FFG(X) System Specification.

C.1.2.2 Project Management Services The Contractor shall provide project management services necessary to ensure the on-schedule completion of all the work associated with this contract and submit a monthly management report (CDRL A001).

C.1.2.3 Technical Approach and Project Schedule The Contractor shall submit a Technical Approach and Project Schedule (CDRL A002) which addresses the conduct of all Design Studies and Analyses outlined in Attachment J-5, CDRL Package.

C.1.2.4 Kick-off Meeting The Contractor shall attend a kick-off meeting in Washington, D.C. hosted by the Government within thirty (30) days after contract award. The Government will prepare the agenda and briefing on the FFG(X) System Specification as an aid in executing the Contractor’s design studies and analyses.

C.1.2.5 Design Reviews The Contractor shall hold two Design Reviews with the Government. The first Design Review shall occur approximately 240 days after contract award to report on progress and the status of the design effort, to include briefings on ship design summary; requirements derivation; progress on the build specification development effort; other technical design products in progress or completed to date; physical integration of combat systems and topside systems; aviation integration; Frigate Architecture Framework (FAF) integration approach; estimated ship detail design and construction cost and schedule; and known technical risks and associated mitigation plans. The notional procurement profile for the proposed ship design is 1/1/2/2/2/2/2/2/2/2/2 beginning in FY20.

The second Design Review shall occur approximately 45 days prior to the end of the period of performance, and shall include updates on the topics covered in the first Design Review as well as the Contractor’s assessment of the maturity of the overall ship design by risk assessment at the 3-digit Ship Work Breakdown Structure (SWBS) level. The Contractor shall provide the Design Review Agenda and Meeting Minutes (CDRL A003 and CDRL A004). The Design Reviews shall be conducted at either the Contractor’s facility or a Government facility, at the Government’s discretion, and shall span no more than 2 days each. The Contractor shall propose dates for the Design Reviews to the Contracting Officer’s Representative (COR), by email, 90 days prior to the end of the period of performance. The COR will notify the Contractor of the approved date and location for the review, by email. Briefing material for the Design Reviews shall provide status on all FFG(X) design efforts. In support of design reviews, the Contractor shall submit design documentation (CDRLs B001-B030).

C.1.2.6 Technical Exchange Meetings The Contractor shall conduct monthly Technical Exchange Meetings with the Government to solicit feedback from the Government regarding characteristics of the Contractor’s design and technical approach. The specific technical focus areas of each of these meetings shall be at the discretion of the Contractor. The first Technical Exchange Meeting shall occur approximately 30 days after contract award. For planning the Technical Exchange Meetings are expected to last up to four hours in duration per occurrence. The Contractor shall provide the Technical Exchange Meeting Agenda and Meeting Minutes (CDRL A004).

C.1.2.7 FFG(X) Ship Design and Production Planning

C.1.2.7.1 Ship Design Development

C.1.2.7.1.1 A parent design is defined as a design of a ship that has been through production and demonstrated (full scale) at sea. The Contractor shall accomplish engineering efforts to develop an integrated ship design, based on a parent design that meets the requirements of Attachment J-1, FFG(X) System Specification and incorporates Attachment J-2, Government Furnished Information. The Government will update both Attachment J-1 and J-2 at award of this contract, and may provide informational updates to the attachments throughout execution of the contract. The Contractor shall furnish design, planning, test, logistics, schedule and other data including technical data, drawings, models, lists/indexes, reports and procedures in accordance with Attachment J-5. Contractors shall identify any areas of design where they do not meet the requirements of the Buy American Act and Title 10 U.S.C. 2534 in CDRL B006.

C.1.2.7.2 Frigate Architecture Framework (FAF)

C.1.2.7.2.1 The Contractor shall design an installed shipboard suite of CFE information systems that align with the established FAF as documented by Attachment J-1, FFG(X) Systems Specification and the Attachment J-6, Frigate Architecture Framework (FAF) Documentation:

· FAF System View (SV)-1 Diagram

C.1.2.7.2.2 The Contractor shall update the FAF System View (SV)-1 Diagram and provide Network Design Diagram and Logical Segmentation Scheme (CDRL B001). The suite of Contractor Furnished Equipment (CFE) information systems shall support the processing, communications, data storage and display requirements for control and operations of core combat systems, ship engineering systems, and ship control systems, as well as supporting administrative, logistics and crew personal information technology requirements.

C.1.2.7.2.3 The Contractor shall design requisite interface controls between the CFE components of the FAF with the GFE Combat Systems and Command, Control, Communications, Computers, Intelligence, Surveillance and Reconnaissance (C4ISR) enclaves, as well as interfaces with the GFE subsystems provided in otherwise CFE-delivered enclaves (e.g., Navigation, Hull, Maintenance, & Electrical (HM&E)/Internal Communications (Alarms), and Aviation) and the GFE off-board systems in accordance with Attachment J-6.

C.1.2.7.2.4 The Contractor shall provide a design for all CFE elements of the FAF capable of providing functional interface and interoperability (including standard procedures and displays) with GFE components of the FAF and shore based support infrastructure. The Contractor shall maintain and update CDRL B001 as required to reflect the current FAF detailed design. The CFE elements of the FAF shall be compliant with Department of Defense Information Technology Standards Registry (DISR). The Contractor shall conduct FAF CFE development and planning efforts as well as CFE-GFE interoperability planning efforts.

C.1.2.7.2.5 All DoD Information Systems (IS) and Platform Information Technology (PIT) systems will be categorized in accordance with Committee on National Security Systems Instruction (CNSSI) 1253, implemented using a corresponding set of security controls from National Institute of Standards and Technology (NIST) Special Publication (SP) 800-53, and evaluated using assessment procedures from NIST SP 800-53A and DoD-specific assignment values, overlays, implementation guidance, and assessment procedures found on the Knowledge Service (KS) at https://rmfks.osd.mil (Information Assurance Technical Authority (IATA) Standards and Tools at https://software.forge.mil/sf/projects/navy-iata). In developing the Applicable Documents, the government has used the following Security Technical Implementation Guides (STIG) and Information Assurance/Information Technology Technical Authority Board (IA IT TAB) Standards.

· DoDI 8500.01, Cybersecurity, March 14, 2014 (replaces DoDD 8500.01E and DoDI 8500.2)

· DoDI 8510.01, Risk Management Framework (RMF) for DoD Information Technology (IT), May 24, 2016 (replaces DoDD 8510.01, RMF)

· SECNAV INSTRUCTION 5239.22 CYBERSAFE (TBD)

· NAVSEA INSTRUCTION 9400.2A NAVSEA PLATFORM INFORMATION TECHNOLOGY-CONTROL SYSTEMS

· CYBERSECURITY GOVERNANCE AND GUIDANCE, 20 SEP 2016

· OPNAVINSTR 5239.1DC Navy Information Assurance Program, August 20, 2008

· OPNAVINSTR 5239.1D Navy Cybersecurity Program (Draft) 8 Dec, 2015March 2016

· DoDI 5200.39, Critical Program Information (CPI) Identification and Protection within RDT&E, 28 May 2015

· CJCSI 6510.01 Information Assurance (IA) And Support to Computer Network Defense (CND), Current as of Jun 9 2015

· Department of Defense/Defense Information Systems Agency (DISA) Security Technical, Implementation Guides (STIGs)

· DoDI 8520.02, Public Key Infrastructure (PKI) and Public Key (PK) Enabling, May 24, 2011

· DODI 8520.03, Identify Authentication for Information Systems, 27 JUL 2017

· NIST SP 800-30, Guide for Conducting Risk Assessment Information Security, 12 September 2012 (Rev1)

· NIST SP 800-34 Contingency Planning Guide for Federal Information Systems, May 2010

· NIST SP 800-144, Guidelines on Security and Privacy in Public Cloud Computing, December 2011

· NIST SP 800.171, Protecting Controlled Unclassified Information in Nonfederal Information Systems and Organizations, September 2015.

C.1.3 SECURITY REQUIREMENTS

C.1.3.1 An active SECRET Facility Clearance (FCL) is required for performance on this contract. The contractor must have a Safeguarding Level of SECRET.

C.1.3.2 All contractor personnel accessing classified information or material associated with and/or performing work relative to the contract must be United States citizens and shall have and maintain at a minimum a final SECRET security clearance at time of contract award.

C.1.3.3 The Contractor shall develop, implement and maintain an Operation Security (OPSEC) Program Plan to protect classified and sensitive unclassified activities, information, equipment and material used or developed by the Contractor and any subcontractor during the performance of this Contract. The Contractor shall be responsible for the subcontractor implementation of the OPSEC requirements of this Contract. All Contractor and subcontractor OPSEC programs shall be in full compliance with the latest version of the National Industrial Security Program Operating Manual (NISPOM) – currently DoD 5220.22-M dated 28 February 2006. The Contractor shall also follow J-3 Attachment, Contract Security Classification Specification, DD 254.

C.1.4 ITEM 0002 - DATA FOR ITEMs 0001(and if Options are exercised, ITEMs 0003 and 0004)

C.1.4.1 The data to be furnished hereunder shall be prepared in accordance with the Contract Data Requirements List, DD Form 1423, Attachment J-5, CDRL Exhibit A, and B (and if Options are exercised, Exhibits C and D). The Contractor shall be responsible for the development and management of all documentation generated by the Contractor under this contract.

C.1.5 ITEM 0003 - DESIGN DEVELOPMENT I (OPTION, IF EXERCISED)

In support of design reviews under C.1.2.5, the Contractor shall develop and submit design documentation (CDRLs C001-C008).

C.1.6 ITEM 0004 - DESIGN DEVELOPMENT II (OPTION, IF EXERCISED)

In support of design reviews under C.1.2.5, the Contractor shall develop and submit design documentation (CDRLs D001-D010).

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-2-0013 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-2-0014 CONTRACTOR'S PROPOSAL (NAVSEA) (MAR 2001)

(a) Performance of this contract by the Contractor shall be conducted and performed in accordance with detailed obligations to which the Contractor committed itself in Proposal * dated * in response to NAVSEA Solicitation No. N00024-R-18-2300.

(b) The technical volume(s) of the Contractor's proposal is incorporated by reference and hereby made subject to the provisions of the "ORDER OF PRECEDENCE" (FAR 52.215-8) clause of this contract. Under the "ORDER OF PRECEDENCE" clause, the technical volume of the Contractor's proposal referenced herein is hereby designated as item (f) of the clause, following "the specification" in the order of precedence.

*Offeror to fill-in

HQ C-2-0066 CONTRACTOR SAFETY AND HEALTH REQUIREMENTS FOR ACCESS TO NAVSEA/PEO SITE (NAVSEA) (MAY 2012)

(a) Contractor personnel shall comply with all badging and security procedures required to gain access to any NAVSEA/PEO site. Contact the Contracting Officer’s Representative (COR) for specific requirements.

(b) Contractors are required to adhere to the requirements of 29 CFR 1910, 29 CFR 1926 and applicable state and local requirements while in NAVSEA/PEO government spaces. Contractors who are injured on site shall notify SEA 04RS, Safety Office, via the COR.

(c) NAVSEA/PEO site facilities are low to mid-rise buildings with elevators and a contractor operated restaurant facility in building 197. Utility areas, electrical/phone closets and the roof are generally secured areas with restricted access. NAVSEA/PEO HQ sites generally exhibit low hazards with no personal protection equipment (PPE) requirements. Hazards are those typically found in an office environment. Slips, trips and falls on wet/icy surfaces, pest control, and ergonomic concerns are the primary hazards. It is expected that contractor employees will have received training from their employer on hazards associated with the areas in which they will be working and know what to do in order to protect themselves.

(d) Contractors whose employees perform work within NAVSEA/PEO government spaces in excess of 1000 hours per calendar quarter during a calendar year shall submit the data elements on OSHA Form 300A, Summary of Work Related Injuries and Illnesses, for those employees to SEA 04RS via the Contracting Officer’s Representative by 15 January for the previous calendar year, even if no work related injuries or illnesses occurred.

(e) Any contractor employee exhibiting unsafe behavior may be removed from the NAVSEA/PEO site. Such removal shall not relieve the contractor from meeting its contractual obligations and shall not be considered an excusable delay as defined in FAR 52.249-14.

HQ C-2-0030 INFORMATION AND DATA FURNISHED BY THE GOVERNMENT (FIXED-PRICE) (NAVSEA) (SEP 2009)

(a) Contract Specifications. The Government will furnish, if not included as an attachment to the contract, any unique contract specifications set forth in Section C.

(b) Contract Drawings and Data. The Government will furnish contract drawings, design agent drawings, ship construction drawings, and/or other design or alteration data cited or referenced in Section C or in the contract specification as mandatory for use or for contract performance.

(c) Government Furnished Information (GFI). GFI is defined as that information essential for the installation, test, operation, and interface support of all Government Furnished Material enumerated on NAVSEA Form 4205/19 or Schedule A, as applicable, attached to the contract. The Government shall furnish only the GFI identified on the NAVSEA Form 4340/2 or Schedule C, as applicable, attached to the contract. The GFI furnished to the contractor need not be in any particular format. Further, the Government reserves the right to revise the listing of GFI on the NAVSEA Form 4340/2 or Schedule C, as applicable, as follows:

(1) The Contracting Officer may at any time by written order:

(i) delete, supersede, or revise, in whole or in part, data listed or specifically referenced in NAVSEA Form 4340/2 or Schedule C, as applicable; or

(ii) add items of data or information to NAVSEA Form 4340/2 or Schedule C, as applicable; or

(iii) establish or revise due dates for items of data or information in NAVSEA Form 4340/2 or Schedule C, as applicable.

(2) If any action taken by the Contracting Officer pursuant to subparagraph (1) immediately above causes an increase or decrease in the costs of, or the time required for, performance of any part of the work under this contract, the contractor may be entitled to an equitable adjustment in the contract price and delivery schedule in accordance with the procedures provided for in the clause of this contract entitled "CHANGES--FIXED-PRICE" (FAR 52.243-1).

(d) Except for the Government information and data specified by paragraphs (a), (b), and (c) above, the Government will not be obligated to furnish the Contractor any specification, standard, drawing, technical documentation, or other publication, notwithstanding anything to the contrary in the contract specifications, the GFI listed on the NAVSEA Form 4340/2 or Schedule C, as applicable, the clause of this contract entitled "GOVERNMENT PROPERTY" (FAR 52.245-1) or "GOVERNMENT PROPERTY INSTALLATION OPERATION SERVICES " (FAR 52.245-2), as applicable, or any other term or condition of this contract.

(e) Referenced Documentation. The Government will not be obligated to furnish Government specifications and standards, including Navy standard and type drawings and other technical documentation, which are referenced directly or indirectly in the contract specifications set forth in Section C and which are applicable to this contract as specifications. Such referenced documentation may be obtained:

(1) From the ASSIST database via the internet at http://assist.dla.mil/ ; or

(2) By submitting a request to the

Commercial specifications and standards, which may be referenced in the contract specification or any sub-tier specification or standard, are not available from Government sources and should be obtained from the publishers.

HQ C-2-0051 SPECIFICATIONS AND STANDARDS (NAVSEA) (AUG 1994)

(a) Definitions.

(i) A "zero-tier reference" is a specification, standard, or drawing that is cited in the contract (including its attachments).

(ii) A "first-tier reference" is either: (1) a specification, standard, or drawing cited in a zero-tier reference, or (2) a specification cited in a first-tier drawing.

(b) Requirements.

All zero-tier and first-tier references, as defined above, are mandatory for use. All lower tier references shall be used for guidance only.

HQ C-2-0052 STANDARDIZATION (NAVSEA) (JAN 2008)

The Contractor shall develop and implement a standardization process, reducing range and increasing depth of like equipments, to enhance supportability, minimize life cycle costs, and increase system readiness and interoperability across ships/ship classes through the selection of equipment and components which are, to the maximum extent possible, (1) common within the ship, (2) common for application within the U.S. Navy Surface Ship Class and (3) common with equipment/components currently installed in U.S. Navy ships. The Contractor shall utilize both Industry (e.g., the Common Parts Catalog) and Government (e.g., the Hull, Mechanical and Electrical Equipment Data Research System (HEDRS)) tools in implementing the standardization program across shipbuilders.

HQ C-2-0059 UPDATING SPECIFICATIONS AND STANDARDS (NAVSEA) (AUG 1994)

If, during the performance of this or any other contract, the contractor believes that any contract contains outdated or different versions of any specifications or standards, the contractor may request that all of its contracts be updated to include the current version of the applicable specification or standard. Updating shall not affect the form, fit or function of any deliverable item or increase the cost/price of the item to the Government. The contractor should submit update requests to the Procuring Contracting Officer with copies to the Administrative Contracting Officer and cognizant program office representative for approval. The contractor shall perform the contract in accordance with the existing specifications and standards until notified of approval/disapproval by the Procuring Contracting Officer. Any approved alternate specifications or standards will be incorporated into the 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

HQ D-1-0001 Data Packaging (NAVSEA) OCT 2016

Data to be delivered by Integrated Digital Environment (IDE) or other electronic media shall be as specified in the contract.

All unclassified data to be shipped shall be prepared for shipment in accordance with best commercial practice.

Classified reports, data, and documentation shall be prepared for shipment in accordance with National Industrial Security Program Operating Manual (NISPOM), DOD 5220.22-M dated 28 February 2006 with Change 2 dated 18 May 2016.

(End of Clause)

Section E - Inspection and Acceptance

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

HQ E-1-0001 INSPECTION AND ACCEPTANCE OF DATA (NAVSEA) (SEP 1990)

Inspection and acceptance of all data shall be as specified on the attached Contract Data Requirements List(s), DD Form 1423.

Item(s) 0001 (and if Options are exercised, Items 0003 and 0004) - Inspection and acceptance shall be made at destination by a representative of the Government.

Section F - Deliveries or Performance

DELIVERY INFORMATION

LAWRENCE J. GORDIN

1333 ISAAC HULL AVE SE

WASHINGTON NAVY YARD DC 20376-2020

202-781-4905

N00024

N00024

N00024

N00024

CLAUSES INCORPORATED BY REFERENCE

HQ F-2-0004 F.O.B. DESTINATION (NAVSEA) (APR 2015)

All supplies hereunder shall be delivered with all transportation charges prepaid, in accordance with the clause hereof entitled "F.O.B. DESTINATION" (FAR 52.247-34) in accordance with the delivery instructions specified herein.

The Contractor shall not ship directly to a military air or water port terminal without authorization by the cognizant Contract Administration Office.

Except when the Material Inspection and Receiving Report (MIRR) (DD 250) is used as an invoice, the Contractor shall enter unit prices on all MIRR copies. Contract line items shall be priced using actual prices, or if not available, estimated prices. When the price is estimated, an "E" shall be entered after the price.

All data to be furnished under this contract shall be delivered prepaid to destination(s) at the time(s) specified on the Contract Data Requirements List(s), DD Form 1423.

Section G - Contract Administration Data

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.

NAVAL SEA SYSTEMS COMMAND PMS 515

1333 ISAAC HULL AVENUE SE STOP

WASHINGTON NAVY YARD DC 20376

Telephone No. (202)781-1123

Fax No.

Email Address: christina.walsh@navy.mil

NAVAL SEA SYSTEMS COMMAND SEA02

1333 ISAAC HULL AVENUE SE STOP

WASHINGTON NAVY YARD DC 20376

Telephone No. (202)781-4905

Fax No.

Email Address: lawrence.gordin@navy.mil

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).

(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.

(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

(*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.

(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.

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

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

**To be completed by Government at award (End of clause)

Section H - Special Contract 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 PMS 515 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 (N/A) in its capacity as Contractor under Contract No. (N/A) for the construction of the (N/A).

(g) FOLLOW SHIPBUILDER, FOLLOW YARD OR FOLLOW SHIPYARD mean a prime contractor performing a contract for the construction of follow ships of the (N/A) Class.

(h) LEAD SHIP OR FIRST SHIP OF THE CLASS mean the (N/A).

(i) FOLLOW SHIP means any ship of the (N/A) 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).

DOCUMENTATION OF REQUESTS FOR EQUITABLE ADJUSTMENT--BASIC (SEP 2016)

(a) For the purposes of this special contract requirement, the term "change" includes not only a change that is made pursuant to a written order designated as a "change order" but also (1) an engineering change proposed by the Government or by the Contractor and (2) any act or omission to act on the part of the Government in respect of which a request is made for equitable adjustment.

(b) Whenever the Contractor requests or proposes an equitable adjustment of $100,000 or more per vessel in respect to a change made pursuant to a written order designated as a "change order" or in respect to a proposed engineering change and whenever the Contractor requests an equitable adjustment in any amount in respect to any other act or omission to act on the part of the Government, the proposal supporting such request shall contain the following information for each individual item or element of the request:

(1) A description (i) of the work required by the contract before the change, which has been deleted by the change, and (ii) of the work deleted by the change which already has been completed. The description is to include a list of components, equipment, and other identifiable property involved. Also, the status of manufacture, procurement, or installation of such property is to be indicated. Separate description is to be furnished for design and production work. Items of raw material, purchased parts, components and other identifiable hardware, which are made excess by the change and which are not to be retained by the Contractor, are to be listed for later disposition;

(2) Description of work necessary to undo work already completed which has been deleted by the change;

(3) Description of work not required by the terms hereof before the change, which is substituted or added by the change. A list of components and equipment (not bulk materials or items) involved should be included. Separate descriptions are to be furnished for design work and production work;

(4) Description of interference and inefficiencies in performing the change;

(5) Description of each element of disruption and exactly how work has been, or will be disrupted:

(i) The calendar period of time during which disruption occurred, or will occur;

(ii) Area(s) aboard the vessel where disruption occurred, or will occur;

(iii) Trade(s) disrupted, with a breakdown of manhours for each trade;

(iv) Scheduling of trades before, during, and after period of disruption;

(v) Description of measures taken to lessen the disruptive effect of the change;

(6) Delay in delivery attributable solely to the change;

(7) Other work attributable to the change;

(8) Supplementing the foregoing, a narrative statement of the direct "causal" relationship between any alleged Government act or omission and the claimed consequences therefor, crossreferenced to the detailed information provided as required above; and

(9) A statement setting forth a comparative enumeration of the amounts "budgeted" for the cost elements, including the material costs, labor hours and pertinent indirect costs, estimated by the Contractor in preparing its initial and ultimate proposal(s) for this contract, and the amounts claimed to have been incurred and/or projected to be incurred corresponding to each such "budgeted cost" elements.

(c) Each proposal in excess of $100,000 submitted in support of a claim for equitable adjustment under any requirement of this contract shall, in addition to the information required by paragraph (b) hereof, contain such information as the Contracting Officer may require with respect to each individual claim item.

(d) It is recognized that individual claims for equitable adjustment may not include all of the factors listed in paragraph (b) above. Accordingly, the Contractor is required to set forth in its proposal information only with respect to those factors which are comprehended in the individual claim for equitable adjustment. In any event, the information furnished hereunder shall be in sufficient detail to permit the Contracting Officer to cross-reference the claimed increased costs, or delay in delivery, or both, as appropriate, submitted pursuant to paragraph (c) of this requirement, with the information submitted pursuant to paragraph (b) hereof.

EQUITABLE ADJUSTMENTS: WAIVER AND RELEASE OF CLAIMS (SEP 2016)

(a) Whenever the Contractor, after receipt of a change made pursuant to the clause of this contract entitled "CHANGES" or after affirmation of a constructive change under the clause entitled "NOTIFICATION OF CHANGES" (FAR 52.243-7) (DEVIATION) , submits any claim for equitable adjustment under the foregoing, such claim shall include all types of adjustments in the total amounts to which the foregoing entitle the Contractor, including but not limited to adjustments arising out of delays or disruptions or both caused by such change.

(b) Further, the Contractor agrees (except as the parties may otherwise agree) that, if required by the Contracting Officer, it will execute a release, in form and substance satisfactory to the Contracting Officer, as part of the supplemental agreement setting forth the aforesaid equitable adjustment, and that such release shall discharge the Government, its officers, agents and employees, from any further claims including but not limited to further claims arising out of delays or disruptions or both, caused by the aforesaid change.

5252.227-9113 GOVERNMENT-INDUSTRY DATA EXCHANGE PROGRAM (APR 2015)

(a) The Contractor shall participate in the appropriate interchange of the Government-Industry Data Exchange Program (GIDEP) in accordance with GIDEP PUBLICATION 1 dated April 2008. Data entered is retained by the program and provided to qualified participants. Compliance with this requirement shall not relieve the Contractor from complying with any other requirement of the contract.

(b) The Contractor agrees to insert paragraph (a) of this requirement in any subcontract hereunder exceeding $500,000.00. When so inserted, the word "Contractor" shall be changed to "Subcontractor".

(c) GIDEP materials, software and information are available without charge from: