TB-37X_18-R-6103_RFP_20181031-1517.docx

N0002418R6103

Section B - Supplies or Services and Prices

CLIN Number 0001

TB-37X FIRST PRODUCTION UNIT

CPFF

Fixed Fee Not to Exceed 10%

FOB: Origin (Shipping Point)

PURCHASE REQUEST NUMBER: N0002416NR94087

PSC CD: 5865

ESTIMATED COST

FIXED FEE

TOTAL EST COST + FEE

CLIN Number 0002

Each

DATA FOR ITEM 0001

FFP

(Exhibits A & E)

Not Separately Priced (NSP) FOB: Destination

NET AMT

CLIN Number 0003

PROVISIONED ITEM ORDER (PIO)

ORDERS (FIXED PRICE) (JAN 2008) 5252.216-9110 applies.

Profit NTE 10% FOB: Origin (Shipping Point)

NET AMT

CLIN Number 0004

TECHNICAL DATA PACKAGE

Data for Item 0001, and Items 0101, 0201, 0301, and 0401 (if Options are exercised) See Exhibit B Not Separately Priced (NSP)

FOB: Destination

ESTIMATED COST

FIXED FEE

TOTAL EST COST + FEE

CLIN Number 0005

Lot

ENHANCED DATA RIGHTS

Offerors will price this item in the event that Government Purpose Rights or greater than Government Purpose Rights in technical data (TD), computer software (CS), computer software documentation (CSD) are offered for sale to the Government. Refer to DFARS 252.227-7025.

FOB: Destination

NET AMT

CLIN Number 0006

PROVISIONED ITEM ORDER (PIO)

ORDERS (FIXED PRICE) (JAN 2008) 5252.216-9112 applies.

Fixed Fee NTE 8% FOB: Destination

ESTIMATED COST

FIXED FEE

TOTAL EST COST + FEE

CLIN Number 0101

Each

CPIF

(up to 13 each) Stepladder pricing for each quantity (1-13) is provided in the table below.

(See Notes B, D and E)

FOB: Origin (Shipping Point)

TARGET COST

TARGET FEE

TOTAL TGT COST + FEE

MINIMUM FEE

MAXIMUM FEE

SHARE RATIO ABOVE TARGET

SHARE RATIO BELOW TARGET

CLIN Number 0102

CPIF

(up to 13 each)

TARGET COST

TARGET FEE

TOTAL TGT COST + FEE

MINIMUM FEE

MAXIMUM FEE

SHARE RATIO ABOVE TARGET

SHARE RATIO BELOW TARGET

CLIN Number 0103

CPIF

(up to 6 each) Stepladder pricing for each quantity (1-6) is provided in the table below.

TARGET COST

TARGET FEE

TOTAL TGT COST + FEE

MINIMUM FEE

MAXIMUM FEE

SHARE RATIO ABOVE TARGET

SHARE RATIO BELOW TARGET

CLIN Number 0104

FFP

(up to 13 each)

NET AMT

CLIN Number 0105

FFP

TB-37X ELECTRO-OPTICAL SLIP RING

(up to 13 each)

NET AMT

CLIN Number 0106

FFP

(up to 13 each) Stepladder pricing for each quantity (1-13) is provided in the table below.

(See Notes B, D and E) FOB: Origin (Shipping Point)

NET AMT

CLIN Number 0107

FFP

(up to 13 each)

NET AMT

CLIN Number 0108

CPIF

TB-37X VIBRATION ISOLATION MODULE (VIM)

(up to 5 each) Stepladder pricing for each quantity (1-5) is provided in the table below.

(See Notes B, D and E) FOB: Origin (Shipping Point)

TARGET COST

TARGET FEE

TOTAL TGT COST + FEE

MINIMUM FEE

MAXIMUM FEE

SHARE RATIO ABOVE TARGET

SHARE RATIO BELOW TARGET

CLIN Number 0109

CPIF

TB-37X ENVIRONMENTAL SENSOR MODULE (ESM)

(up to 5 each) Stepladder pricing for each quantity (1-5) is provided in the table below.

(See Notes B, D and E) FOB: Origin (Shipping Point)

TARGET COST

TARGET FEE

TOTAL TGT COST + FEE

MINIMUM FEE

MAXIMUM FEE

SHARE RATIO ABOVE TARGET

SHARE RATIO BELOW TARGET

CLIN Number 0110

CPIF

TB-37X ACOUSTIC INTERCEPT (ACI) MODULE

(up to 5 each) Stepladder pricing for each quantity (1-5) is provided in the table below.

(See Notes B, D and E) FOB: Origin (Shipping Point)

TARGET COST

TARGET FEE

TOTAL TGT COST + FEE

MINIMUM FEE

MAXIMUM FEE

SHARE RATIO ABOVE TARGET

SHARE RATIO BELOW TARGET

CLIN Number 0111

CPIF

TB-37X EXTRA-HIGH / ULTRA-HIGH FREQUENCY (E/UHF) MODULE

(up to 5 each) Stepladder pricing for each quantity (1-5) is provided in the table below.

(See Notes B, D and E) FOB: Origin (Shipping Point)

TARGET COST

TARGET FEE

TOTAL TGT COST + FEE

MINIMUM FEE

MAXIMUM FEE

SHARE RATIO ABOVE TARGET

SHARE RATIO BELOW TARGET

CLIN Number 0112

CPIF

TB-37X VERY HIGH FREQUENCY (VHF) MODULE

(up to 5 each) Stepladder pricing for each quantity (1-5) is provided in the table below.

(See Notes B, D and E) FOB: Origin (Shipping Point)

TARGET COST

TARGET FEE

TOTAL TGT COST + FEE

MINIMUM FEE

MAXIMUM FEE

SHARE RATIO ABOVE TARGET

SHARE RATIO BELOW TARGET

CLIN Number 0113

CPFF

Engineering & Technical Services for TB-37X Systems Fixed Fee NTE 8% of Estimated Cost (See Notes C)

FOB: Destination

ESTIMATED COST

FIXED FEE

TOTAL EST COST + FEE

CLIN Number 0114

Lot

$250,000

COST

Material, Travel & Subsistence for Item 0113 (See Notes C) FOB: Destination

ESTIMATED COST

CLIN Number 0115

Data for Item 0101-0103, 0108-0112, 0201-0203, 0208-0212, 0301-0303, 0308-0312, 0401-0402, and 0408-0412 (if Options are exercised) Exhibits C & E Not Separately Priced (NSP) (See Note A) Prices for Item 0113 are included in the estimated amounts for Items 0101-0103, 0108-0112, 0201-0203, 0208-0212, 0301-0303, 0308-0312, 0401-0402, and 0408-0412 (if Options are exercised)

FOB: Destination

NET AMT

CLIN Number 0116

Data for Item 0113, 0213, 0313 and 0413 (if Options are exercised) Exhibit D Not Separately Priced (NSP)

Prices for Item 0116 are included in the estimated amounts for Items 0113, 0213, 0313 and 0413 (if Options are exercised)

FOB: Destination

NET AMT

CLIN Number 0201

FPI

(up to 14 each) Stepladder pricing for each quantity (1-14) is provided in the table below.

TARGET COST

TARGET PROFIT

TOTAL TARGET PRICE

CEILING PRICE

SHARE RATIO ABOVE TARGET

SHARE RATIO BELOW TARGET

CLIN Number 0202

FFP

(up to 14 each)

NET AMT

CLIN Number 0203

FFP

(up to 3 each) Stepladder pricing for each quantity (1-3) is provided in the table below.

NET AMT

CLIN Number 0204

FFP

(up to 14 each)

NET AMT

CLIN Number 0205

FFP

TB-37X ELECTRO-OPTICAL SLIP RING

(up to 14 each)

NET AMT

CLIN Number 0206

FFP

(up to 14 each) Stepladder pricing for each quantity (1-14) is provided in the table below.

(See Notes B, D and E) FOB: Origin (Shipping Point)

NET AMT

CLIN Number 0207

FFP

(up to 14 each)

NET AMT

CLIN Number 0208

FFP

(up to 5 each) Stepladder pricing for each quantity (1-5) is provided in the table below.

NET AMT

CLIN Number 0209

FFP

TB-37X ENVIRONMENTAL SENSOR MODULE (ESM)

(up to 5 each)

NET AMT

CLIN Number 0210

FFP

TB-37X ACOUSTIC INTERCEPT (ACI) MODULE

(up to 5 each)

NET AMT

CLIN Number 0211

FFP

TB-37X EXTRA-HIGH / ULTRA-HIGH FREQUENCY (E/UHF) MODULE

(up to 5 each) Stepladder pricing for each quantity (1-5) is provided in the table below.

(See Notes B, D and E) FOB: Origin (Shipping Point)

NET AMT

CLIN Number 0212

FFP

TB-37X VERY HIGH FREQUENCY (VHF) MODULE

(up to 5 each) Stepladder pricing for each quantity (1-5) is provided in the table below.

(See Notes B, D and E)

FOB: Origin (Shipping Point)

NET AMT

CLIN Number 0213

CPFF

Engineering & Technical Services for TB-37X Systems Fixed Fee NTE 8% (See Note C)

FOB: Destination

ESTIMATED COST

FIXED FEE

TOTAL EST COST + FEE

CLIN Number 0214

Lot

$550,000

COST

Material, Travel & Subsistence for Item 0213 (See Note C) FOB: Destination

ESTIMATED COST

CLIN Number 0301

FPI

(up to 14 each)

TARGET COST

TARGET PROFIT

TOTAL TARGET PRICE

CEILING PRICE

SHARE RATIO ABOVE TARGET

SHARE RATIO BELOW TARGET

CLIN Number 0302

FFP

(up to 14 each)

NET AMT

CLIN Number 0303

NET AMT

CLIN Number 0304

FFP

(up to 14 each)

NET AMT

CLIN Number 0305

FFP

TB-37X ELECTRO-OPTICAL SLIP RING

(up to 14 each)

NET AMT

CLIN Number 0306

FFP

(up to 14 each) Stepladder pricing for each quantity (1-14) is provided in the table below.

(See Notes B, D and E) FOB: Origin (Shipping Point)

NET AMT

CLIN Number 0307

FFP

(up to 14 each)

NET AMT

CLIN Number 0308

FFP

TB-37X VIBRATION ISOLATION MODULE (VIM)

(up to 5 each)

NET AMT

CLIN Number 0309

FFP

TB-37X ENVIRONMENTAL SENSOR MODULE (ESM)

(up to 5 each) Stepladder pricing for each quantity (1-5) is provided in the table below.

(See Notes B, D and E) FOB: Origin (Shipping Point)

NET AMT

CLIN Number 0310

FFP

TB-37X ACOUSTIC INTERCEPT (ACI) MODULE

(up to 5 each) Stepladder pricing for each quantity (1-5) is provided in the table below.

(See Notes B, D and E) FOB: Origin (Shipping Point)

NET AMT

CLIN Number 0311

FFP

TB-37X EXTRA-HIGH / ULTRA-HIGH FREQUENCY (E/UHF) MODULE

(up to 5 each) Stepladder pricing for each quantity (1-5) is provided in the table below.

(See Notes B, D and E) FOB: Origin (Shipping Point)

NET AMT

CLIN Number 0312

FFP

TB-37X VERY HIGH FREQUENCY (VHF) MODULE

(up to 5 each) Stepladder pricing for each quantity (1-5) is provided in the table below.

(See Notes B, D and E) Share Ratio Above and Below Target: 50/50

FOB: Origin (Shipping Point)

NET AMT

CLIN Number 0313

CPFF

Engineering & Technical Services for TB-37X Systems Fixed Fee NTE 8% (See Note C)

FOB: Destination

ESTIMATED COST

FIXED FEE

TOTAL EST COST + FEE

CLIN Number 0314

Lot

$575,000

COST

Material, Travel & Subsistence for Item 0313 (See Note C) FOB: Destination

ESTIMATED COST

CLIN Number 0401

FPI

(up to 14 each)

TARGET COST

TARGET PROFIT

TOTAL TARGET PRICE

CEILING PRICE

SHARE RATIO ABOVE TARGET

SHARE RATIO BELOW TARGET

CLIN Number 0402

FFP

(up to 14 each)

(See Notes B, D, E)

NET AMT

CLIN Number 0404

FFP

(up to 14 each)

(See Notes B, D, E)

NET AMT

CLIN Number 0405

FFP

TB-37X ELECTRO-OPTICAL SLIP RING (up to 14 each) Stepladder pricing for each quantity (1-14) is provided in the table below.

(See Notes B, D, E)

FOB: Origin (Shipping Point)

NET AMT

CLIN Number 0406

FFP

(up to 14 each) Stepladder pricing for each quantity (1-14) is provided in the table below.

(See Notes B, D and E) FOB: Origin (Shipping Point)

NET AMT

CLIN Number 0407

FFP

(up to 14 each)

NET AMT

CLIN Number 0408

FFP

TB-37X VIBRATION ISOLATION MODULE

(up to 7 each) Stepladder pricing for each quantity (1-7) is provided in the table below.

NET AMT

CLIN Number 0409

FFP

TB-37X ENVIRONMENTAL SENSOR MODULE (ESM)

(up to 7 each) Stepladder pricing for each quantity (1-7) is provided in the table below.

NET AMT

CLIN Number 0410

FFP

TB-37X ACOUSTIC INTERCEPT (ACI) MODULE

(up to 7 each) Stepladder pricing for each quantity (1-7) is provided in the table below.

(See Notes B, D and E) FOB: Origin (Shipping Point)

NET AMT

CLIN Number 0411

FFP

TB-37X EXTRA-HIGH / ULTRA-HIGH FREQUENCY (E/UHF) MODULE

(up to 7 each) Stepladder pricing for each quantity (1-7) is provided in the table below.

(See Notes B, D and E) FOB: Origin (Shipping Point)

NET AMT

CLIN Number 0412

FFP

TB-37X VERY HIGH FREQUENCY (VHF) MODULE

(up to 7 each) Stepladder pricing for each quantity (1-7) is provided in the table below.

(See Notes B, D and E) FOB: Origin (Shipping Point)

NET AMT

CLIN Number 0413

CPFF

Engineering & Technical Services for TB-37X Systems Fixed Fee NTE 8% (See Note C)

FOB: Destination

ESTIMATED COST

FIXED FEE

TOTAL EST COST + FEE

CLIN Number 0414

Lot

$600,000

COST

Material, Travel & Subsistence for Item 0413 (See Note C) FOB: Destination

ESTIMATED COST

FIXED FEE

TOTAL EST COST + FEE

NOTE A: Offeror shall complete the “Price” group and “Estimated Total Price” blocks of each data item on the Contract Data Requirements List(s) (CDRL), attached hereto.

NOTE B: The table below provides extended pricing for each step-ladder quantity.

STEPLADDER PRICING FOR COST-PLUS INCENTIVE FEE ITEMS:

TB-37 PRODUCTION ARRAY ITEMS 0101, 0102, 0103, 0108, 0109, 0110, 0111 AND 0112

STEPLADDER PRICING FOR COST-PLUS-INCENTIVE-FEE ITEM 0101

(Not To Exceed 12% of Target Cost)

OVER/UNDER TARGET SHARE RATIO

(Not To Exceed 12% of Target Cost)

OVER/UNDER TARGET SHARE RATIO

(Not To Exceed 12% of Target Cost)

OVER/UNDER TARGET SHARE RATIO

(Not To Exceed 12% of Target Cost)

OVER/UNDER TARGET SHARE RATIO

(Not To Exceed 12% of Target Cost)

OVER/UNDER TARGET SHARE RATIO

(Not To Exceed 12% of Target Cost)

OVER/UNDER TARGET SHARE RATIO

(Not To Exceed 12% of Target Cost)

OVER/UNDER TARGET SHARE RATIO

(Not To Exceed 12% of Target Cost)

OVER/UNDER TARGET SHARE RATIO

STEPLADDER PRICING FOR FIXED-PRICE INCENTIVE ITEMS:

TB-37 PRODUCTION ARRAY ITEMS 0201, 0301 and 0401

OPTION YEAR 2

FPI ITEM

TARGET COST

(w/COM)

TARGET PROFIT

(Not To Exceed 12% of Target Cost)

(120% of Target Cost)

SHARE RATIO

OPTION YEAR 3

FPI ITEM

TARGET COST

(w/COM)

TARGET PROFIT

(Not To Exceed 12% of Target Cost)

(120% of Target Cost)

SHARE RATIO

OPTION YEAR 4

FPI ITEM

TARGET COST

(w/COM)

TARGET PROFIT

(Not To Exceed 12% of Target Cost)

(120% of Target Cost)

SHARE RATIO

STEPLADDER PRICING FOR FIRM FIXED-PRICE ITEMS:

ITEMS 0104, 0105, 0106, 0107, 0202, 0203, 0204, 0205, 0206, 0207, 0208, 0209, 0210, 0302, 0303, 0304, 0305, 0306, 0307, 0308, 0309, 0310, 0402, 0404, 0405, 0406, 0407, 0408, 0409 and 0410

OPTION YEAR 1

TOW CABLE

FFP ITEM 0104

UNIT PRICE

TOTAL

AMOUNT

SLIP RING

FFP ITEM 0105

UNIT PRICE

TOTAL

AMOUNT

DROGUE

FFP ITEM 0106

UNIT PRICE

TOTAL

AMOUNT

SHIPPING PRODUCTS

FFP ITEM 0107

UNIT PRICE

TOTAL

AMOUNT

OPTION YEAR 2

ARRAY INTERFACE UNIT

FFP ITEM 0202

UNIT PRICE

TOTAL

AMOUNT

TEST SET

FFP ITEM 0203

UNIT PRICE

TOTAL

AMOUNT

TOW CABLE

FFP ITEM 0204

UNIT PRICE

TOTAL

AMOUNT

SLIP RING

FFP ITEM 0205

UNIT PRICE

TOTAL

AMOUNT

DROGUE

FFP ITEM 0206

UNIT PRICE

TOTAL

AMOUNT

SHIPPING PRODUCTS

FFP ITEM 0207

UNIT PRICE

TOTAL

AMOUNT

VIM

FFP ITEM 0208

UNIT PRICE

TOTAL

AMOUNT

ESM

FFP ITEM 0209

UNIT PRICE

TOTAL

AMOUNT

ACI

FFP ITEM 0210

UNIT PRICE

TOTAL

AMOUNT

E/UHF

FFP ITEM 0211

UNIT PRICE

TOTAL

AMOUNT

VHF

FFP ITEM 0212

UNIT PRICE

TOTAL

AMOUNT

OPTION YEAR 3

ARRAY INTERFACE UNIT

FFP ITEM 0302

UNIT PRICE

TOTAL

AMOUNT

TOW CABLE

FFP ITEM 0304

UNIT PRICE

TOTAL

AMOUNT

SLIP RING

FFP ITEM 0305

UNIT PRICE

TOTAL

AMOUNT

DROGUE

FFP ITEM 0306

UNIT PRICE

TOTAL

AMOUNT

SHIPPING PRODUCTS

FFP ITEM 0307

UNIT PRICE

TOTAL

AMOUNT

VIM

FFP ITEM 0308

UNIT PRICE

TOTAL

AMOUNT

ESM

FFP ITEM 0309

UNIT PRICE

TOTAL

AMOUNT

ACI

FFP ITEM 0310

UNIT PRICE

TOTAL

AMOUNT

E/UHF

FFP ITEM 0311

UNIT PRICE

TOTAL

AMOUNT

VHF

FFP ITEM 0312

UNIT PRICE

TOTAL

AMOUNT

OPTION YEAR 4

ARRAY INTERFACE UNIT

FFP ITEM 0402

UNIT PRICE

TOTAL

AMOUNT

TOW CABLE

FFP ITEM 0404

UNIT PRICE

TOTAL

AMOUNT

SLIP RING

FFP ITEM 0405

UNIT PRICE

TOTAL

AMOUNT

DROGUE

FFP ITEM 0406

UNIT PRICE

TOTAL

AMOUNT

SHIPPING PRODUCTS

FFP ITEM 0407

UNIT PRICE

TOTAL

AMOUNT

VIM

FFP ITEM 0408

UNIT PRICE

TOTAL

AMOUNT

ESM

FFP ITEM 0409

UNIT PRICE

TOTAL

AMOUNT

ACI

FFP ITEM 0410

UNIT PRICE

TOTAL

AMOUNT

E/UHF

FFP ITEM 0411

UNIT PRICE

TOTAL

AMOUNT

VHF

FFP ITEM 0412

UNIT PRICE

TOTAL

AMOUNT

NOTE C: The Government will issue Technical Instructions in accordance with the Section H clause of this contract entitled “TECHNICAL INSTRUCTIONS.” The Contractor shall not perform any efforts under these items until and unless tasked by the Government.

NOTE D: The Government may unilaterally exercise this option within the established stepladder pricing in accordance with FAR 52.217-7, incorporated in Section I. Furthermore, the Government has the right to increase the quantity of this CLIN multiple times after it has been initially exercised as long as it occurs before the close of the option exercise window stated in FAR 52.217-7. The quantity can be increased by any increment as long as the total quantity does not exceed the maximum quantity stated in the stepladder pricing for this CLIN. If this increase occurs within a 45- day period of other quantities exercised under the CLIN, then pricing for all hardware under the CLIN procured within this 45 day period shall be adjusted to the unit price from the stepladder pricing appropriate for the total quantity being procured. For quantity increases not occurring within a 45-day period of when other quantities are exercised under the CLIN, the Government shall use unit pricing from the stepladder pricing applicable to the quantity of hardware being added and the pricing of previous quantities under said CLIN shall not change. The tables above, under Note B provide extended pricing for each step-ladder quantity.

NOTE E: The Government contemplates exercise of these options in advance of First Production Unit qualification. The Contracting Officer may adjust the delivery schedule in accordance with FAR 52.209-3.

CLAUSES INCORPORATED BY FULL TEXT

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

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

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

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

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

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

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

(b) The Government shall make payments to the Contractor, subject to and in accordance with the clause in this contract entitled "FIXED FEE" (FAR 52.216-8) or "INCENTIVE FEE", (FAR 52.216-10), as applicable. Such payments shall be equal to Offeror to Fill-in percent (NTE 10%) of the allowable cost of each invoice submitted by and payable to the Contractor pursuant to the clause of this contract entitled "ALLOWABLE COST AND PAYMENT" (FAR 52.216-7), subject to the withholding terms and conditions of the "FIXED FEE" or "INCENTIVE FEE" clause, as applicable (percentage of fee is based on fee dollars divided by estimated cost dollars, including facilities capital cost of money). Total fee(s) paid to the Contractor shall not exceed the fee amount(s) set forth in this contract.

(c) In the event of discontinuance of the work under this contract, or any specified phase of the contract, in accordance with the clause of this contract entitled "LIMITATION OF FUNDS" (FAR 52.232-22) or "LIMITATION OF COST" (FAR 52.232-20), as applicable, the fee shall be equitably adjusted by mutual agreement to reflect the diminution of work. If the adjusted fee is less than the sum of all fee payments made to the Contractor under this contract, the Contractor shall repay the excess amount to the Government. If the adjusted fee exceeds all payments made to the Contractor under this contract, the Contractor shall be paid the additional amount, subject to the availability of funds. In no event shall the Government be required to pay the Contractor any amount in excess of the funds obligated under this contract at the time of the discontinuance of work.

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

Applicable CLINs: 0001, 0006, 0101, 0102, 0103, 0108, 0109, 0110, 0111, 0112, 0201, 0301, 0401

HQ B-2-0015 PAYMENTS OF FEE(S) (LEVEL OF EFFORT) (NAVSEA) (MAY 1993)

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

(b) The Government shall make payments to the Contractor, subject to and in accordance with the clause in this contract entitled "FIXED FEE" (FAR 52.216-8) or "INCENTIVE FEE", (FAR 52.216-10), as applicable. Such payments shall be equal to Offeror to Fill-in percent (NTE 8%) of the allowable cost of each invoice submitted by and payable to the Contractor pursuant to the clause of this contract entitled "ALLOWABLE COST AND PAYMENT" (FAR 52.216-7), subject to the withholding terms and conditions of the "FIXED FEE" or "INCENTIVE FEE" clause, as applicable (percentage of fee is based on fee dollars divided by estimated cost dollars, including facilities capital cost of money) Total fee(s) paid to the Contractor shall not exceed the fee amount(s) set forth in this contract.

(c) The fee(s) specified in SECTION B, and payment thereof, is subject to adjustment pursuant to paragraph (g) of the special contract requirement entitled "LEVEL OF EFFORT." If the fee(s) is reduced and the reduced fee(s) is less than the sum of all fee payments made to the Contractor under this contract, the Contractor shall repay the excess amount to the Government. If the final adjusted fee exceeds all fee payments made to the contractor under this contract, the Contractor shall be paid the additional amount, subject to the availability of funds. In no event shall the Government be required to pay the Contractor any amount in excess of the funds obligated under this contract at the time of the discontinuance of work.

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

Applicable CLINs: 0113, 0213, 0313, 0413

HQ B-2-0020 TRAVEL COSTS – ALTERNATE I (NAVSEA) (APR 2015)

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

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

(c) Relocation costs and travel costs incidental to relocation are allowable to the extent provided in FAR 31.205-35; however, Contracting Officer approval shall be required prior to incurring relocation expenses and travel costs incidental to relocation.

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

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

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

(iii) travel costs incurred in the replacement of personnel when such replacement is accomplished for the Contractor's or employee's convenience.

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

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

Section C - Descriptions and Specifications

ALL ITEMS - SECURITY REQUIREMENTS:

1 - Facility Security Clearance Required: The contractor is required to maintain a SECRET facility security clearance.

2 - Level of Safeguarding for Classified Information/Material Required at Contractor Facility: The contractor is required to maintain a level of safeguarding for classified information/material at the SECRET level.

3 - Controlled Unclassified Information (CUI) (Formerly for Official Use Only Information): The contractor shall have access to CUI with developers and integrators.

4 - Receive, Store, and Generate Classified Information: The contractor shall design, fabricate, manufacture, assemble, test, inspect, package, deliver, repair, and refurbish submarine towed arrays and ancillary equipment, the design performance and technical characteristics of which are classified in accordance with OPNAVINST S5513.5C SCG ID #05-063.04. In this capacity, the contractor shall be in receipt of classified specification data, test results, and other classified material; and shall generate classified material such as test reports, failure analysis reports, and other technical reports.

5 - DTIC: In order to access the current contract specifications and applicable documentation, the contractor shall have access to the Defense Technical Information Center (DTIC).

ALL ITEMS – CYBERSECURITY REQUIREMENTS:

In accordance with DFARS Clauses 252.204-7008, 7009, and 7012, the Offeror shall implement all requirements of the SOW (Attachment J-1) Section 6, including NIST 800-171 R1 requirements 3.1 thru 3.14.

ITEM 0001 – TB-37X FIRST PRODUCTION UNIT:

In accordance with FAR 52.209-3 FIRST ARTICLE APPROVAL--CONTRACTOR TESTING in SECTION I, the Contractor shall design, fabricate, assemble, test, inspect, package and deliver one (1) TB-37X First Production Unit (FPU), one (1) First Production TB-37X Array Interface Unit (AIU), one (1) one First Production TB-37X Test Set and associated equipment to include, one (1) tow cable, one (1) Electro-Optical Slip Ring (EOSR) (Model 254 Focal Part No 103045-02) , one (1) Drogue, and shipping products (to include one lot of reels suitable for shipping a TB37 Array and Acoustic Intercept (ACI) ship covers for each ACI).

A TB 37X FPU is defined as one (1) Array System consisting of two (2) Vibration Isolation Modules (VIM); two (2) Very High Frequency (VHF) module; one (1) Extra-High / Ultra-High Frequency (E/UHF) module, and one (1) Acoustic Intercept (ACI) module. The TB-37X FPU shall meet the requirements of Attachment J-1 and Attachment J-2. The TB-37X approved under this CLIN shall serve as the technical baseline for the corresponding production items delivered hereunder.

The First Production TB-37X AIU shall meet the requirements of Attachment J-1 and J-3. The TB-37X AIU approved under this contract shall serve as the technical baseline for the corresponding production items delivered hereunder.

The First Production Test Set shall meet the requirements of Attachment J-1 and J-4. The First Production Test Set approved under this contract shall serve as the technical baseline for the corresponding production items delivered hereunder.

The Contractor shall notify the COR via email and phone call one week prior to the start of any test event during First Production Unit Qualification Testing.

TB-37X PART NUMBERS

ITEM 0002 – DATA FOR ITEM 0001;

The data to be furnished hereunder shall be prepared by the Contractor in accordance with the Contract Data Requirements List, DD Form 1423, marked as Exhibit A.

ITEM 0003- PROVISIONED ITEM ORDER

SEE CLAUSES INCORPORATED BY FULL TEXT

HQ C-1-0003 ITEM(S) 0003 and 0006 - PROVISIONED ITEMS ORDERS (NAVSEA) (APR 2015)

ITEM 0004 – TECHNICAL DATA PACKAGE (TDP) The Contractor shall develop and furnish TB-37X Engineering drawings in order to disclose the physical and functional requirements of an item using graphic and/or textual presentations. The data to be furnished hereunder shall be prepared by the Contractor in accordance with the Contract Data Requirements List, DD Form 1423, marked as Exhibit B.

ITEM 0005 – ENHANCED DATA RIGHTS:

If the Contractor prices ITEM 0005 and the option is exercised, the Contractor shall deliver Government Purpose Rights or greater on the data identified in Attachment J-8. If this option is exercised, the Contractor shall remove all markings of rights asserted from previously submitted Exhibits A, B and C CDRLs. The Contractor shall submit/resubmit these Exhibits A, B, and C CDRLs marked with Government Purpose Rights or greater.

(IF OPTIONS ARE EXERCISED) ITEMS 0101, 0201, 0301 AND 0401 – TB-37X PRODUCTION ARRAY: The Contractor shall manufacture, assemble, inspect, test, package, and deliver TB-37X Towed Arrays as specified in Attachment J-1 (Section 4) and Attachment J-2.

(IF OPTIONS ARE EXERCISED) ITEMS 0102, 0202, 0302 AND 0402– TB-37X ARRAY INTERFACE UNIT (AIU) PRODUCTION:

The Contractor shall manufacture, assemble, integrate, test, package, and deliver TB-37X AIUs in accordance with Attachment J-1, and Attachment J-3.

(IF OPTIONS ARE EXERCISED) ITEMS 0103, 0203, AND 0303– TB-37X TEST SET PRODUCTION:

The Contractor shall manufacture, integrate, test, inspect, package and deliver TB-37X Test Sets, and associated executables and scripts in accordance with Attachment J-1 and Attachment J-5. The Contractor shall provide a recovery disk with each Test Set.

(IF OPTIONS ARE EXERCISED) ITEMS 0104, 0204, 0304 AND 0404 - TB-37X TOW CABLE:

The Contractor shall manufacture and deliver a Tow Cable as specified in Attachment J-1. Performance of the Tow Cable shall meet the requirements documented in Attachment J-2.

(IF OPTIONS ARE EXERCISED) ITEMS 0105, 0205, 0305 AND 0405– TB-37X ELECTRO-OPTICAL SLIP RING:

The Contractor shall furnish Electro-Optical Slip Rings (EOSR), Model 254 Focal Part No 103045-02, for each TB37X Production Array as specified in Attachments J-1 and J-2. (See Section B, NOTE E.)

(IF OPTIONS ARE EXERCISED) ITEMS 0106, 0206, 0306 AND 0406– TB-37X DROGUE:

The Contractor shall manufacture, assemble, test, and deliver Drogues as specified in Attachments J-1 and J-2. (See Section B, NOTE E.)

(IF OPTIONS ARE EXERCISED) ITEMS 0107, 0207, 0307 AND 0407– TB-37X SHIPPING PRODUCTS:

The Contractor shall fabricate and deliver TB-37 Shipping Products to include one lot of reels suitable for shipping a complete TB-37X Towed Array and components. The required reusable shipping products include array shipping reels (P/N 1200D2391) and one Acoustic Intercept (ACI) module shipping cap assembly (P/N 77C962749G1). Shipping products shall include any other materials necessary to ensure protection of the TB-37X system during shipment. Shipping products are required in order for the Contractor to deliver the Array to the Government.

(IF OPTIONS ARE EXERCISED) ITEMS 0108, 0208, 0308 AND 0408– TB-37X VIBRATION ISOLATION MODULE The Contractor shall manufacture, assemble and test the TB-37X Vibration Isolation Module (VIM) as specified in Attachment J-1, (Section 4) for the TB-37X Array. The Contractor shall deliver the TB-37X VIM on a Shipping Reel in accordance with Sections D and F. Performance of the VIM shall meet the requirements documented in Attachment J-2.

(IF OPTIONS ARE EXERCISED) ITEMS 0109, 0209, 0309 AND 0409– TB-37X ENVIRONMENTAL SENSOR MODULE The Contractor shall manufacture, assemble and test the TB-37X Environmental Sensor Module (ESM) as specified in Attachment J-1, (Section 4) for the TB-37X Array. The Contractor shall deliver the TB-37X ESM in a container suitable for shipping in accordance with Sections D and F. Performance of the ESM shall meet the requirements documented in Attachment J-2.

(IF OPTIONS ARE EXERCISED) ITEMS 0110, 0210, 0310 AND 0410– TB-37X ACOUSTIC INTERCEPT MODULE The Contractor shall manufacture, assemble and test the TB-37X Acoustic Intercept (ACI) Module as specified in Attachment J-1, (Section 4) for the TB-37X Array. Performance of the ACI shall meet the requirements documented in Attachment J2. The Contractor shall deliver the TB-37X ACI in a container suitable for shipping in accordance Sections D and F and include one Acoustic Intercept (ACI) module shipped cap assembly.

(IF OPTIONS ARE EXERCISED) ITEMS 0111, 0211, 0311 AND 0411– TB-37X EXTRA-HIGH/ULTRA HIGH FREQUENCY (E/UHF) MODULE The Contractor shall manufacture, assemble and test the TB-37X Extra-High/Ultra High Frequency (E/UHF) as specified in Attachment J-1, (Section 4) for the TB-37X Array. Performance of the E/UHF shall meet the requirements documented in Attachment J-2. The Contractor shall deliver the TB-37X E/UHF on a Shipping Reel in accordance with Sections D and F.

CLAUSES INCORPORATED BY FULL TEXT

(IF OPTIONS ARE EXERCISED) ITEMS 0112, 0212, 0312 AND 0412– TB-37X VERY HIGH FREQUENCY MODULE:

The Contractor shall manufacture, assemble and test the TB-37X Very High Frequency (VHF) module, as specified in Attachment J-1, (Section 4) for the TB-37X Array. Performance of the VHF shall meet the requirements documented in Attachment J-2. The Contractor shall deliver the VHF on a Shipping Reel in accordance with Sections D and F.

ITEM 0115 – DATA FOR ITEMS 0101-0103, 0108-0112, 0201-0203, 0208-0212, 0301-0303, 0308-0312, 0401, 0402 AND 0404-0412 (IF OPTIONS ARE EXERCISED).

The data to be furnished hereunder shall be prepared by the Contractor in accordance with the Contract Data Requirements List, DD Form 1423, marked as Exhibits C.

ITEM 0116 (IF OPTION IS EXERCISED) – DATA FOR ITEMS 0113, 0213, 0313 AND 0413)

The data to be furnished hereunder shall be prepared by the Contractor in accordance with the Contract Data Requirements List, DD Form 1423, marked as Exhibits D.

HQ C-1-0002 ENGINEERING SERVICES (NAVSEA) (APR 2004)

(IF OPTIONS ARE EXERCISED) ITEMS 0113, 0213, 0313 AND 0413

(a) The Contractor shall furnish the services of qualified engineer(s) to:

(1) Assist in planning, installation, testing, checkout, adjustment, operation, disassembly, and repair of items to be identified in the Technical Instructions; and

(2) Perform on-the-job instruction and training of Navy personnel (military and/or civilian). (Not applicable to SCN funded items).

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

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

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

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

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

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

(c) The engineering services shall be performed within the limits, if any, as to place(s)and period(s)specified therefore, as authorized by items to be identified in the Technical Instructions.

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

(e) Travel time necessary for performance of such services shall be included in computing the man days of service. When services are performed at sea and the engineer(s) is unable to leave the vessel when work is completed, the remaining time aboard the vessel shall be considered travel time for purposes of computing the man days of services. However, the Contractor shall be paid for no more than one man day of service per calendar day for each engineer while in travel status.

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

(g) Each time services are performed, the engineer(s)shall obtain a certification of performance from a responsible U.S.Government official aboard the vessel or at the activity where the services were performed, citing tasks satisfactorily performed and hours worked each day.

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

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

HQ C-1-0004 ITEM(S) 0003 and 0006- PROVISIONED ITEMS ORDERS – ALTERNATE I (NAVSEA) (APR 2015)

(a) General. The Contractor agrees that…