N0003917R0019 A002.pdf

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER (Type or print)

30-105-04EXCEPTION TO SF 30

APPROVED BY OIRM 11-84

STANDARD FORM 30 (Rev. 10-83)

Prescribed by GSA

FAR (48 CFR) 53.243

The purpose of Amendment 0002 is to make changes described in the questions and answ ers posted to the e-commerce site including:

1. Updating the Technical Data Rights Table in Section B

2. Updating clauses in Section I and K

3. Updating Section L to allow Cost/price information in section 6, Small Business Participation

4. Adding Subfactor 1.2 Data rights and relevant information to Sections L&M

1. CONTRACT ID CODE PAGE OF PAGES

J 1 51

16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print)

16C. DATE SIGNED

BY 22-Feb-2018

16B. UNITED STATES OF AMERICA15C. DATE SIGNED15B. CONTRACTOR/OFFEROR

(Signature of Contracting Officer)(Signature of person authorized to sign)

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, State and Zip Code) X N0003917R0019

X 9B. DATED (SEE ITEM 11)

12-Jan-2018

10B. DATED (SEE ITEM 13)

9A. AMENDMENT OF SOLICITATION NO.

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

X The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of Offer is extended, X is not extended.

Offer must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing Items 8 and 15, and returning copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted;

or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGMENT TO BE

RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN

REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA (If required)

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS.

IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE

CONTRACT ORDER NO. IN ITEM 10A.

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying office, appropriation date, etc.) SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43.103(B).

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:

D. OTHER (Specify type of modification and authority)

E. IMPORTANT: Contractor is not, is required to sign this document and return copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

10A. MOD. OF CONTRACT/ORDER NO.

2. AMENDMENT/MODIFICATION NO. 5. PROJECT NO.(If applicable)

6. ISSUED BY

3. EFFECTIVE DATE

22-Feb-2018

CODE

COMMANDER, SPACE AND NAVAL WARFARE

SYSTEMS COMMAND

02 CONTRACTS

4301 PACIFIC HIGHWAY

SAN DIEGO CA 92110-3127

N00039 7. ADMINISTERED BY (If other than item 6)

4. REQUISITION/PURCHASE REQ. NO.

CODE

See Item 6

FACILITY CODECODE

EMAIL:TEL:

N0003917R0019

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

SUMMARY OF CHANGES

SECTION B - SUPPLIES OR SERVICES AND PRICES

CLIN 2003

The cost constraint NSP has been added.

CLIN 3003

The cost constraint NSP has been added.

The following have been modified:

ADDENDUM TO SECTION B

1. PAYMENT OF INCENTIVE FEE (Applicable to CLIN 0001)

TARGET COST (Exclusive of Fee): $ TBP.

MINIMUM FEE: $0 (0% of Target Cost).

TARGET FEE: $ TBP (8% of Target Cost)

MAXIMUM FEE: $ TBP (15% of Target Cost).

SHARE RATIO: 60/40 (Government/Contractor) below target cost.

60/40 (Government/Contractor) above target cost.

The allowable cost and incentive fee hereunder shall be paid in accordance with the clauses of the contract entitled

“Allowable Cost and Payment” and “Incentive Fee”.

The Government shall make payment on account of the target fee of (to be completed at contract award) percent

(%) of the amounts payable under each invoice for the work performed, subject however, to the withholding provisions of paragraph (c) of the “Incentive Fee” clause of this contract.

In the event of discontinuance of the work in accordance with the clause entitled “Limitation of Funds,” the fee shall be re-determined by mutual agreement equitably to reflect the diminution of the work performed; the amount by which such fee is less than or exceeds, payments previously made on account of fee, shall be paid to, or repaid by, the Contractor, as the case may be.

2. ALLOTMENT OF FUNDS (Applicable to Cost CLINs)

(a) This contract is incrementally funded with respect to both cost and fee.

(b) The amounts presently available and allotted to this contract for payment of target fee, subject to the Section B clause of this contract entitled “Payment of Incentive Fee”, subject to Section I “Limitation of Funds” clause (FAR

52.232-22), are as follows:

ITEM(S) ALLOTTED TO TARGET FEE

To be completed at contract award as applicable.

(c) The amounts presently available and allotted to this contract for payment of fee, as provided in the Section I clause of this contract entitled “Fixed Fee”, are as follows:

ITEM(S) ALLOTTED TO FIXED FEE

(d) The amounts presently available and allotted to this contract for payment of cost, subject to the Section I

“Limitation of Funds” clause, the items covered thereby and the period of performance which it is estimated the allotted amount will cover are as follows:

ITEM(S) ALLOTTED TO COST PERIOD OF PERFORMANCE

(e) The parties contemplate that the Government will allot additional amounts to this contract from time to time by unilateral contract modification, and any such modification shall state separately the amounts allotted for cost and for fee, the items covered thereby, and the period of performance the amounts are expected to cover.

3. PAYMENT OF FIXED FEE BASED ON STAFF-HOURS (Applicable to CLINs 0102, 1002, 2002, and

3002, if exercised)

The fixed fee for work performed under this contract is To Be Proposed (TBP$) , provided that not less than TBD

Staff staff-hours of direct labor are so employed on such work by the Contractor. If substantially less than TBD staff-hours of direct labor are so employed for such work, the fixed fee shall be equitably reduced to reflect the reduction of work. The Government shall make payments to the Contractor when requested as work progresses, but not more frequently than biweekly, on account of the fixed fee, equal to TBD percent of the amounts invoiced by the

Contractor under the “Allowable Cost and Payment” clause hereof for the related period, subject to the withholding provisions of paragraph (b) of the “Fixed Fee” clause provided that the total of all such payments shall not exceed eighty-five percent (85%) of the fixed fee. Any balance of fixed fee due the contractor shall be paid to the

Contractor, and any overpayment of fixed fee shall be repaid to the Government by the Contractor, or otherwise credited to the Government, at the time of final payment.

4. FEE DETERMINATION AND PAYMENT (Applicable to CLINs 0102, 1002, 2002, and 3002, if exercised)

(a) This contract required performance by the contractor in accordance with the period of performance set forth in

Section F. It is understood that the actual quantity of effort required hereunder may fluctuate from the amount estimated by the parties.

(b) The total number of hours of direct labor (including overtime and subcontract hours, but excluding holiday, sick leave, vacation and other excused absence hours) anticipated to be expended hereunder for the optional effort from

TBD through TBD is estimated to be TBD hours, which quantity, as set forth herein or as expressly changed by formal modification hereto, is hereinafter referred to as the “estimated total hours.” The terms of this provision shall also apply to the following option periods set forth in Section F.

(c) The contractor shall not be obligated to continue performance beyond the estimated total hours, nor shall the

Government be obligated to pay fee on any hours expended in excess of the estimated total hours. Any hours expended in excess of the estimated total hours (hereinafter “excess hours”) shall be excluded from all fee computations and adjustments.

(d) If, at any time during the performance of the contract, the number of direct hours (not including "excess hours") used under this contract exceeds 85% of the estimated total hours, the contractor shall immediately notify the

Contracting Officer of such circumstances.

(e) If the Contracting Officer determines, for any reason, to adjust the contract amount or the estimated total hours set forth herein above, such adjustments shall be made by contract modification. In any case in which the estimated total hours is adjusted, the fee set forth herein shall be adjusted to reflect the adjustment made upon the estimated total hours, subject to the final fee adjustment provisions set forth immediately below.

(f) If, at the end of the contract term set forth above, the total number of hours utilized (excepting “excess hours”) is not within 5% of the estimated total hours as then applicable, the total fee due the contractor shall be adjusted so as to be in direct proportion to the number of direct hours utilized in the same ratio of fee to the estimated total hours then set forth in the contract.

(g) Nothing herein shall be construed to alter or waive any of the rights or obligations of either party pursuant to the clause hereof entitled “Limitation of Funds”.

5. Data Rights Table

DATA RIGHTS The Government expects that other than the cryptographic core for the device, most of the KGV-

11M development will occur after award. Thus, the Government would expect that the technical data for CDRL’s

A009, A010 and A020 will be delivered with Unlimited Rights, or the commercial equivalent thereof.

The Government has no interest in obtaining any intellectual property rights/data rights in the KGV-11M cryptographic core. The Government is only interested is having sufficient intellectual property rights/data rights in the surrounding components, and the interfaces between the KGV-11M surrounding components and the cryptographic core, to sustain the KGV-11M throughout its lifecycle.

In view of the above, if the Contractor intends to deliver any of the technical data of computer software (TD/CS) with less than Unlimited Rights, the Contractor shall complete the table at DFARS 252.227-7017, Identification and

Assertion of Use, Release, or Disclosure Restrictions, if he Offeror intends to assert non-commercial TD/CS data rights assertions. If the Offeror intends to assert commercial TD/CS restriction, the Offeror shall fill out the K-99, IDENTIFICATION AND ASSERTION OF RESTRICTIONS ON COMMERCIAL TECHNICAL DATA AND

COMMERCIAL COMPUTER SOFTWARE (MARCH 2014). Additionally, if the Offeror intends to offer less than

Government Purpose Rights (GPR), or the commercial equivalent of GPR, the Contractor for the TD/CS delivered under CDRL’s AXXX, AXXX and AXXX, the Contractor should indicate the rights classification (in the Rights

Classification column) and whether it is will offer GPR or the commercial equivalent of GPR) at a price (in the

Price column). If not, the Offeror should state “No”.

Note that this table is not all-inclusive; the Offeror may add additional CDRL items during proposal submission.

(NOTE: Firmware shall be considered software and shall meet all of the software requirements listed within this RFP).

The proposed prices set forth in the table below apply throughout the Period of Performance (POP) of this contract.

DATA RIGHTS TABLE

CDRL Name Rights Classification Price

(non-fee bearing)

A009 Interface Design Description (IDD)

A010 System/Subsystem Specification (SSS)

A020 Software Version Description (SVD)

B005 Software Requirements Specification, System/Subsystem Specification

Subtitle: Software/Hardware Requirements

Specification (SHRS)

B006 System/Subsystem Design Description, Software

Design Description

Subtitle: Software/Hardware Design Description

B010 Physical Configuration Audit Plan

B016 Product Drawings/Models and Associated Lists

B018 Engineering Change Proposal

B019 Interface Control Document (ICD)

6. 5252.232-9400 LIMITATION OF LIABILITY--INCREMENTAL FUNDING (JAN 1992)

This [Contract officer insert either “contract” or “when specified in the task/delivery order”] is incrementally funded and the amount currently available for payment hereunder is limited to $ [Contracting officer insert the amount that is currently available for payment] inclusive of fee. It is estimated that these funds will cover the cost of performance through [Contracting officer insert the date through which funds are estimated to cover].

Subject to the provisions of the FAR 52.232-22 “Limitation of Funds” clause of this contract, no legal liability on the part of the Government for payment in excess of $ [Contracting officer insert the total amount of obligated funds] shall arise unless additional funds are made available and are incorporated as modifications to this contract.

(End of Addendum)

SECTION C - DESCRIPTIONS AND SPECIFICATIONS

ADDENDUM TO SECTION C

1. COMPLIANCE WITH SPECIFICATION AND STATEMENT OF WORK

The effort required hereunder shall be in accordance with the Statement of Work, which is included as Attachment

No. 1.

2. SECURITY REQUIREMENTS

The work to be performed under this contract as delineated in the DD Form 254, Attachment No. 2.

SECTION I - CONTRACT CLAUSES

The following have been added by reference:

52.227-2

52.227-2

52.227-3

52.227-3

52.227-10

52.227-10

252.227-7019

252.227-7019

252.227-7025

252.227-7025

252.227-7027

252.227-7027

252.227-7037

252.227-7037

252.227-7038

252.227-7038

252.227-7039

252.227-7039

52.219-28 POST-AWARD SMALL BUSINESS PROGRAM REREPRESENTATION (JULY 2013)

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

Long-term contract means a contract of more than five years in duration, including options. However, the term does not include contracts that exceed five years in duration because the period of performance has been extended for a cumulative period not to exceed six months under the clause at 52.217-8, Option to Extend Services, or other appropriate authority.

Small business concern means a concern, including its affiliates, that is independently owned and operated, not dominant in the field of operation in which it is bidding on Government contracts, and qualified as a small business under the criteria in 13 CFR part 121 and the size standard in paragraph (c) of this clause. Such a concern is ``not dominant in its field of operation'' when it does not exercise a controlling or major influence on a national basis in a kind of business activity in which a number of business concerns are primarily engaged. In determining whether dominance exists, consideration shall be given to all appropriate factors, including volume of business, number of employees, financial resources, competitive status or position, ownership or control of materials, processes, patents, license agreements, facilities, sales territory, and nature of business activity.

(b) If the Contractor represented that it was a small business concern prior to award of this contract, the Contractor shall represent its size status according to paragraph (e) of this clause or, if applicable, paragraph (g) of this clause, upon the occurrence of any of the following:

(1) Within 30 days after execution of a novation agreement or within 30 days after modification of the contract to include this clause, if the novation agreement was executed prior to inclusion of this clause in the contract.

(2) Within 30 days after a merger or acquisition that does not require a novation or within 30 days after modification of the contract to include this clause, if the merger or acquisition occurred prior to inclusion of this clause in the contract.

(3) For long-term contracts--

(i) Within 60 to 120 days prior to the end of the fifth year of the contract; and

(ii) Within 60 to 120 days prior to the date specified in the contract for exercising any option thereafter.

(c) The Contractor shall represent its size status in accordance with the size standard in effect at the time of this representation that corresponds to the North American Industry Classification System (NAICS) code assigned to this contract. The small business size standard corresponding to this NAICS code can be found at http://www.sba.gov/content/table-small-business-size-standards.

(d) The small business size standard for a Contractor providing a product which it does not manufacture itself, for a contract other than a construction or service contract, is 500 employees.

(e) Except as provided in paragraph (g) of this clause, the Contractor shall make the representation required by paragraph (b) of this clause by validating or updating all its representations in the Representations and Certifications section of the System for Award Management (SAM) and its other data in SAM, as necessary, to ensure that they reflect the Contractor's current status. The

Contractor shall notify the contracting office in writing within the timeframes specified in paragraph (b) of this clause that the data have been validated or updated, and provide the date of the validation or update.

(f) If the Contractor represented that it was other than a small business concern prior to award of this contract, the

Contractor may, but is not required to, take the actions required by paragraphs (e) or (g) of this clause.

(g) If the Contractor does not have representations and certifications in SAM, or does not have a representation in

SAM for the NAICS code applicable to this contract, the Contractor is required to complete the following representation and submit it to the contracting office, along with the contract number and the date on which the representation was completed:

The Contractor represents that it ( ) is, ( ) is not a small business concern under NAICS Code - assigned to contract number .

(Contractor to sign and date and insert authorized signer's name and title).

(End of clause)

The following have been deleted:

52.224-3

252.227-7017

SECTION K - REPRESENTATIONS, CERTIFICATIONS AND OTHER STATEMENTS OF OFFERORS

The following have been added by reference:

The following have been added by full text:

ADDENDUM TO SECTION K

K-99 IDENTIFICATION AND ASSERTION OF RESTRICTIONS ON COMMERCIAL

TECHNICAL DATA AND COMMERCIAL COMPUTER SOFTWARE (MARCH 2014)

a. Definitions. Unless otherwise specified in this provision, the terms used in this provision are defined in the FAR and DFARS, as applicable. A third party is any party other than the

Government and the Contractor, such as subcontractors. A third party license is a license not executed directly between the Government and the Contractor.

b. Identification and Assertion of Restrictions. The Offeror shall not deliver or otherwise provide to the Government any commercial technical data (TD) (i.e. technical data pertaining to a commercial item), commercial computer software (CS), or commercial computer software documentation (CSD), including third party TD, CS, or CSD, with restrictive markings (or otherwise subjected to restrictions on access, use, modification, reproduction, release, performance, display, or disclosure) unless the commercial TD, CS, or CSD are identified in accordance with the following requirements:

c. Pre-Award Identification and Assertion. The Offeror shall identify all TD, CS, and CSD, including third party TD,CS, and CSD, that it proposes will be delivered or otherwise provided throughout the entire contract (including all Delivery/Task Orders, if issued, and Option CLINs, if exercised) with rights more restrictive than Unlimited Rights as follows:

1. The Offeror shall identify and assert any restrictions for all commercial TD, CS, and

CSD using the format provided in paragraph (f) below.

2. An Offeror's failure to submit, complete, or sign the identification and assertions required by this provision with its offer may render the offer ineligible for award.

3. If the Offeror is awarded a contract, the assertions identified in this provision will be listed in an Attachment to that Contract.

d. Copies of Commercial Licenses. The Offeror shall provide copies of all commercial license(s) to commercial TD, CS, or CSD, including third party licenses, that the Offeror proposes to deliver under this contract. The Government will review the licenses to ensure that the license terms are consistent with federal procurement law and meet the Government program’s user needs as defined in the sub-paragraphs below. All such commercial licenses will be made part of an Attachment to the Contract at award. If the Offeror intends to deliver commercial technical data under the terms of DFARS 252.227-7015, Technical Data-Commercial Items instead of its own commercial license, the Offeror shall include DFARS 252.227-7015 in the Pre-Award table found at paragraph (f) below.

1. Typical licensing terms that are inconsistent with federal procurement law can include, but are not limited to, jurisdiction and venue (must be Federal law and venue), indemnification of vendor and automatic renewals (Anti-Deficiency Act violation), Order of Precedence (Contract will take precedence over license), dispute resolution (disputes must be in accordance with Disputes clause in Contract), and injunctive relief (no injunctive relief against the Government is available, per 28 USC §1498(b)). This list is not all-inclusive, but is intended to convey the most common license terms that are problematic to the Government and that must be resolved prior to award.

2. Regarding the Government program’s user needs for technical data and computer software delivered under this Contract, the Government will need to distribute commercial computer software and commercial technical data outside of the Government for any Government-related purpose where the Government is a party, but only under conditions that prohibit any further distribution by the third party recipient. To accomplish this distribution, the Government intends to use the Non-Disclosure

Agreement found at DFARS 227.7103-7, Non-Disclosure Agreement, or utilize substantially similar language incorporated in the recipient’s contract with the

Government.

3. If the Offeror intends to use and deliver to the Government third party commercial

TD, CS, or CSD in the performance of the contract, the Offeror shall list such commercial TD, CS, or CSD in paragraph (f). The Offeror shall ensure state whether the license addresses the Government criteria in paragraph (d) and its sub-paragraphs of this clause.

e. Use of Open Source Software Without Delivery. The Government treats Open Source

Software (OSS) as a category of commercial computer software. If the Offeror proposes to deliver OSS while performing the Contract, the Contractor shall follow the same procedures prescribed in this provision for commercial computer software. Additionally, if the Offeror proposes to use, but not deliver, commercial computer software (including OSS), the Contractor must ensure that such use does not: (i) create, or purport to create, any Government distribution obligations with respect to the computer software deliverables, or (ii) grant, or purport to grant, to any third party any rights to or immunities under Government intellectual property or

Government data rights to the Government computer software deliverables.

f. Table Format for Identification and Assertion of Restrictions. The Contractor shall identify all commercial TD, CS, and CSD as follows:

Identification of Commercial Technical Data/Computer Software (Including Open Source

Software) Use and Modifications Commercial Technical

Data/Computer Software

Title, Version #, and

License*

Technical Use/

Implementing

Approach

If OSS, Was OSS modified by Contractor?

Name of Contractor, including third parties, asserting restrictions****

* For commercial technical data (other than computer software documentation) pertaining to items, components, or processes developed at private expense, identify both the deliverable technical data (by CDRL, if applicable) and each such item, component, or process. For computer software or computer software documentation identify the computer software or computer software documentation (by CDRL, if applicable). The complete title and version number of the computer software shall be listed. If Open Source Software (OSS), the OSS license and version number shall be listed. If a version number is not available, the Contractor shall state no version number. If commercial technical data is being delivered under the terms of

DFARS 252.227-7015, then DFARS 252.227-7015 shall be listed. It the OSS was downloaded from a website, the website address shall also be provided. Enter none if all commercial technical data or commercial computer software will be submitted without restrictions.

** The functionality of the commercial computer software shall be described, as well as where it is being used within the larger computer software deliverable (if applicable).

*** If OSS is being used, the Offeror shall state whether it has modified the OSS.

**** Corporation, individual, or other person as appropriate.

ADDENDUM TO SECTION K

K-99 IDENTIFICATION AND ASSERTION OF RESTRICTIONS ON COMMERCIAL

TECHNICAL DATA AND COMMERCIAL COMPUTER SOFTWARE (MARCH 2014)

a. Definitions. Unless otherwise specified in this provision, the terms used in this provision are defined in the FAR and DFARS, as applicable. A third party is any party other than the

Government and the Contractor, such as subcontractors. A third party license is a license not executed directly between the Government and the Contractor.

b. Identification and Assertion of Restrictions. The Offeror shall not deliver or otherwise provide to the Government any commercial technical data (TD) (i.e. technical data pertaining to a commercial item), commercial computer software (CS), or commercial computer software documentation (CSD), including third party TD, CS, or CSD, with restrictive markings (or otherwise subjected to restrictions on access, use, modification, reproduction, release, performance, display, or disclosure) unless the commercial TD, CS, or CSD are identified in accordance with the following requirements:

c. Pre-Award Identification and Assertion. The Offeror shall identify all TD, CS, and CSD, including third party TD,CS, and CSD, that it proposes will be delivered or otherwise provided throughout the entire contract (including all Delivery/Task Orders, if issued, and Option CLINs, if exercised) with rights more restrictive than Unlimited Rights as follows:

1. The Offeror shall identify and assert any restrictions for all commercial TD, CS, and

CSD using the format provided in paragraph (f) below.

2. An Offeror's failure to submit, complete, or sign the identification and assertions required by this provision with its offer may render the offer ineligible for award.

3. If the Offeror is awarded a contract, the assertions identified in this provision will be listed in an Attachment to that Contract.

d. Copies of Commercial Licenses. The Offeror shall provide copies of all commercial license(s) to commercial TD, CS, or CSD, including third party licenses, that the Offeror proposes to deliver under this contract. The Government will review the licenses to ensure that the license terms are consistent with federal procurement law and meet the Government program’s user needs as defined in the sub-paragraphs below. All such commercial licenses will be made part of an Attachment to the Contract at award. If the Offeror intends to deliver commercial technical data under the terms of DFARS 252.227-7015, Technical Data-Commercial Items instead of its own commercial license, the Offeror shall include DFARS 252.227-7015 in the Pre-Award table found at paragraph (f) below.

1. Typical licensing terms that are inconsistent with federal procurement law can include, but are not limited to, jurisdiction and venue (must be Federal law and venue), indemnification of vendor and automatic renewals (Anti-Deficiency Act violation), Order of Precedence (Contract will take precedence over license), dispute resolution (disputes must be in accordance with Disputes clause in Contract), and injunctive relief (no injunctive relief against the Government is available, per 28 USC §1498(b)). This list is not all-inclusive, but is intended to convey the most common license terms that are problematic to the Government and that must be resolved prior to award.

2. Regarding the Government program’s user needs for technical data and computer software delivered under this Contract, the Government will need to distribute commercial computer software and commercial technical data outside of the Government for any Government-related purpose where the Government is a party, but only under conditions that prohibit any further distribution by the third party recipient. To accomplish this distribution, the Government intends to use the Non-Disclosure

Agreement found at DFARS 227.7103-7, Non-Disclosure Agreement, or utilize substantially similar language incorporated in the recipient’s contract with the

Government.

3. If the Offeror intends to use and deliver to the Government third party commercial

TD, CS, or CSD in the performance of the contract, the Offeror shall list such commercial TD, CS, or CSD in paragraph (f). The Offeror shall ensure state whether the license addresses the Government criteria in paragraph (d) and its sub-paragraphs of this clause.

e. Use of Open Source Software Without Delivery. The Government treats Open Source

Software (OSS) as a category of commercial computer software. If the Offeror proposes to deliver OSS while performing the Contract, the Contractor shall follow the same procedures prescribed in this provision for commercial computer software. Additionally, if the Offeror proposes to use, but not deliver, commercial computer software (including OSS), the Contractor must ensure that such use does not: (i) create, or purport to create, any Government distribution obligations with respect to the computer software deliverables, or (ii) grant, or purport to grant, to any third party any rights to or immunities under Government intellectual property or

Government data rights to the Government computer software deliverables.

f. Table Format for Identification and Assertion of Restrictions. The Contractor shall identify all commercial TD, CS, and CSD as follows:

Identification of Commercial Technical Data/Computer Software (Including Open Source

Software) Use and Modifications Commercial Technical

Data/Computer Software

Title, Version #, and

License*

Technical Use/

Implementing

Approach

If OSS, Was OSS modified by Contractor?

Name of Contractor, including third parties, asserting restrictions****

* For commercial technical data (other than computer software documentation) pertaining to items, components, or processes developed at private expense, identify both the deliverable technical data (by CDRL, if applicable) and each such item, component, or process. For computer software or computer software documentation identify the computer software or computer software documentation (by CDRL, if applicable). The complete title and version number of the computer software shall be listed. If Open Source Software (OSS), the OSS license and version number shall be listed. If a version number is not available, the Contractor shall state no version number. If commercial technical data is being delivered under the terms of

DFARS 252.227-7015, then DFARS 252.227-7015 shall be listed. It the OSS was downloaded from a website, the website address shall also be provided. Enter none if all commercial technical data or commercial computer software will be submitted without restrictions.

** The functionality of the commercial computer software shall be described, as well as where it is being used within the larger computer software deliverable (if applicable).

*** If OSS is being used, the Offeror shall state whether it has modified the OSS.

**** Corporation, individual, or other person as appropriate.

SECTION L - INSTRUCTIONS, CONDITIONS AND NOTICES TO BIDDERS

ADDENDUM TO SECTION L

SUBMISSION OF PROPOSALS

L-2.0 PROPOSAL REQUIREMENTS

L-2.1 PROPOSAL ORGANIZATION, FORMAT AND CONTENT

L-2.1.1 PROPOSAL ORGANIZATION: Proposals submitted in response to this requirement shall be unclassified and shall consist of three (3) separate volumes identified as follows:

a. Volume I: Contract Documents Volume

b. Volume II: Technical Proposal Volume

c. Volume III: Cost/Price Proposal Volume

L-2.1.2 PROPOSAL FORMAT: In addition to all other requirements to this solicitation, each Offeror shall demonstrate its capability by means of a written proposal in each of the areas indicated in Section M – Evaluation Factors. Proposals submitted for consideration for award shall address the full scope of the solicitation.

The Offeror’s proposal volumes shall include the following:

Table 1

# of

Copies Item Page Limit

One (1)

VOLUME I: CONTRACT DOCUMENTS

Section 1: Cover Letter/Executive Summary 10 pages

Section 2: Exceptions to the RFP No Limit

Section 3: Signed SF33 with completed Sections B through K No Limit

Section 4: Proprietary Data Protection Agreements (PDPAs) No Limit

Section 5: Security Clearance Levels No Limit

Section 6: Contractor Responsibility Information No Limit

Section 7: Systems and Compliances No Limit

Section 8: Organizational Conflict of Interest (OCI) Mitigation

Plan(s)

No Limit

One (1) VOLUME II: TECHNICAL PROPOSAL

Section 1: Mandatory Gate Criteria No Limit

Section 2: KGV-11M Design – (Factor 1)

30 pages for

SubFactor 1.1, No page limit for subfactor

1.2

Section 3: Integrated Master Schedule (Factor 2) No Limit

Section 4: Past Performance (Factor 3)

2-page limit per past contract

Section 5: Software Development Approach (Factor 4) No Limit for the Software

Development

Plan

5 pages for the

Rationale of

Subfactor 4

Section 6: Small Business Participation (Factor 5) Ten (10) pages total

(excluding SF

294s, copies of binding agreement, enforceable commitments, and letters of intent)

One (1) VOLUME III: COST/PRICE PROPOSAL (Factor 5)

Section 1: Section B Cost/Price Schedule No Limit

Section 2: Cost/Pricing Workbook No Limit

Information submitted in excess of the established page limits will not be read or evaluated. Page limits do not include cover sheets, tables of contents, requirements compliance matrices, lists of figures, lists of drawings, lists of proprietary data, glossaries, tabs, dividers, or blank pages.

Do not include cost/pricing information in any volume other than the Volume I: Contract

Documents, Section 6 of Volume II, and Volume III: Cost/Price Proposal. If cost/pricing information is found in Volume II: Technical Proposal with the exception of Section 6, Small

Business Participation, the pricing information will be redacted from that volume prior to evaluation and therefore, the redacted information will not be evaluated.

Format: The proposal shall be on 8½" x 11" paper with single-spaced typed lines, including figures, glossaries, tables of contents, and cover sheets. Each sheet shall be printed on both sides.

Type and size shall be Times New Roman and no smaller than 12 point in the text, 10 point in spreadsheets, and 6 point on drawings, figures, and tables. Foldouts may be used, but shall be no larger than 11″ by 17 ″, shall be printed on one side only, and shall count as two pages. Standard margins shall be a minimum of one inch, excluding header and footer. The volumes shall contain a glossary of abbreviations and acronyms used and an explanation of each.

Numbering: Pages shall be numbered consecutively within each section to indicate the volume, section, and page. For example, page 19 of Volume I, Section 3 would be numbered I-3-19.

Pages in the Cost/Price Proposal volume shall be numbered consecutively.

L-3.0 PROPOSAL VOLUMES

The Offeror shall provide sufficient detail to substantiate the validity of all stated claims. An

Offeror’s proposal is presumed to represent their best efforts to respond to the solicitation.

Proposals should be clear, concise, and complete. Organization, clarity, accuracy of information, relevance, and completeness are important. Sufficient supporting information shall be provided to allow the Government to evaluate the Offeror’s approach. Stating that the Offeror understands and complies with this effort or paraphrasing the statements of the RFP is considered inadequate and unacceptable. Phrases such as “standard procedures will be employed” and “well known techniques will be used” are also considered inadequate. Elaborate brochures or other presentation aids are not necessary and if such material is included in the proposal it will be included in the volume page count.

Proposals shall correlate directly and sequentially with the following specific proposal preparation instructions. Non-conformance to the instructions may cause rejection of the proposal. Proposals shall be complete and self-sufficient, relate exactly to what is requested, and strictly adhere to the requirements of this solicitation. Use of documentation by reference that is not incorporated into the proposal will not be allowed. Where cross-referencing is used, the volume, attachment, exhibit and paragraph numbers, as appropriate, shall be referenced. Tables of contents, blank pages, requirements compliance matrices, lists of tables, list of drawings, list of figures, glossaries, and lists of proprietary data do not count against the page limitations.

The required content for each volume section is described below:

L-3.1 VOLUME I: CONTRACT DOCUMENTS. The completion and submission to the

Government of the items in Volume I will constitute the offer. The Government’s acceptance of the offer will create a binding contract between the Government and Offeror. The Offeror’s proposal shall be signed by a company official having actual authority to bind the contractor contractually. The Offeror’s failure or refusal to assent to any of the terms and conditions of this

RFP or its imposition of additional conditions or any material omission in its offer may constitute a deficiency which may make the offer unacceptable to the Government.

L-3.1.1 Section 1: Cover Letter/Executive Summary. The Offeror’s proposal shall include a cover letter on company letterhead and signed by an individual who possesses authority to contractually bind the Offeror. The cover letter shall acknowledge receipt of all amendments

(if any are issued) to the RFP. The cover letter shall identify all enclosures being transmitted as part of the response to the RFP. The Cover Letter shall provide a statement specifying the extent of agreement with all terms, conditions, and provisions included in the solicitation and a point of contact including name, telephone number and email for correspondence regarding the proposal.

It shall state: (1) Commercial and Government Entity (CAGE) number, (2) Data Universal

Numbering System (DUNS) number, (3) Taxpayer Identification Number (TIN), (4) address(es) of the location(s) at which the Offeror intends to perform the proposed effort, (5) name, address and telephone number of the cognizant Defense Contract Audit Agency (DCAA) audit office, (6) the name, address and telephone number of the cognizant Defense Contract Management

Agency (DCMA) office, and (7) a statement that the proposal is valid for no less than twelve

(12) months from the solicitation closing date. The above listed information (items 1-7) shall also be provided for all proposed subcontractors.

L-3.1.2 Section 2: Exceptions to the RFP. The Offeror’s proposal shall include any exceptions to the provisions of the solicitation. The Offeror shall clearly state the exceptions and provide references to the applicable solicitation page, paragraph, or exhibit line item number.

The Offeror shall provide a full explanation for all exceptions taken to the solicitation. Any material exceptions to the solicitation may render the proposal unacceptable and ineligible. If the

Offeror takes no exceptions to the provisions of the solicitation, the Offeror shall state their unconditional assent to all terms, conditions, and provisions included in the RFP within Volume

I: Contract Documents.

L-3.1.3 Section 3: Signed SF33 with completed Sections B through K. The Offeror’s proposal shall complete Sections B through K of the RFP and provide a signed SF33 acknowledging all amendments. Signature by the Offeror on the SF33 constitutes an offer, which the Government may accept.

L-3.1.3.1 Completion of annual representations and certifications via the System for Award

Management (SAM) is a requirement of solicitation provision 52.204-8, but it is not a sufficient response to Section K of the solicitation. All representations and certifications included in

Section K must be completed, including Defense Federal Acquisition Regulation Supplement

(DFARS) provision 252.227.7017, which requires completion and signature even for a negative response.

L-3.1.4 Section 4: Proprietary Data Protection Agreement. Contractor support personnel from Booz Allen Hamilton will assist the Government during source selection by providing administrative support. This assistance will not include rating, evaluating, or scoring of the proposal itself. Responses to this solicitation MUST clearly state whether permission is granted allowing Booz Allen Hamilton access to the Offeror’s proposal in the cover letter. Should such permission be denied, the Government will review the Offeror’s proposal without the administrative contractor support identified. Offerors are encouraged to execute a

Proprietary Data Protection Agreement (PDPA) with this company. Subcontractors that provide proposal information separate from the prime contractor’s proposal submittal shall clearly state whether permission is granted allowing the contractor support identified above access to the subcontractor’s proposal. If previous PDPAs have been executed the Offeror shall state whether or not they are applicable under this solicitation. The point of contact for the company is listed below:

Company POC Contact Information

BOOZ ALLEN

HAMILTON

Jessica Barrett Email: barrett_jessica@bah.com

Phone: 619-221-7801mailto:

L-3.1.5 Section 5: Security Clearance Levels. Offerors must document that all facilities and personnel proposed to perform this contract possess at a minimum the security clearance levels required by the RFP (see Attachment 2 – DD-254).

L-3.1.6 Section 6: Contractor Responsibility Information. To aid in the determination of contractor responsibility, the following information is required:

a. Information regarding the general financial condition of your firm and specific plans for financing the proposed contract, including the latest available financial statements. If you are currently being audited, or have been audited by DCAA, provide the address, current telephone number, and current point of contact for the cognizant DCAA and the cognizant DCMA Office.

This shall include the latest approval date of your Disclosure Statement (not applicable to Small

Businesses) and most recent audit status, i.e., when was the last one performed, what were the findings, etc.

b. A listing of previous and/or ongoing experience in related areas. Include the contracting activity, program or item produced, contract number, current point of contact, current telephone number, duration of contract, type of contract, and total dollar amount of contract. Please ensure information provided is current. If the Offeror believes that information provided under Volume

II Section 3: Past Performance Information (Factor 3) adequately addresses the requirements of this provision, please state here. Repetition of the same information is not necessary.

mailto:barrett_jessica@bah.com mailto:

c. A summary of your:

1. Accounting procedures and controls;

2. Organization;

3. Production control procedures;

4. Property control system;

5. Quality assurance programs; and

6. Equipment and facilities relative to this effort.

d. If there will be any subcontracting, provide the following information:

1. Methodology for the selection of proposed subcontractors, if any, and the benefit they would bring to the arrangement; and

2. Analysis performed on the subcontractor’s cost/price proposal to determine a fair and reasonable price.

e. A list of credit references, including suppliers. Provide company name, point of contact, and telephone number.

f. Any other additional information that will assist in a better or complete understanding of your firm and its capabilities.

L-3.1.7 Section 7: Systems and Compliances. The Offeror shall provide documentation that demonstrates they currently have an adequate Accounting System, Estimating System, and

Purchasing System. If available, the Offeror shall include the report number and date of the cognizant DCAA office’s determination stating that the Offeror’s accounting system is adequate for the accumulation, reporting, and billing of costs under a cost reimbursement contract (attach a copy of the report). If the Offeror does not have a determination from DCAA regarding its accounting system, the Offeror shall provide documentation as to why their business systems have not been reviewed or why documentation cannot be provided, and justification as to the adequacy of their accounting system in accordance with Federal Acquisition Regulation (FAR)

16.301-3. Additionally, the Offeror must have a DCMA-approved Disclosure Statement prior to contract award in accordance with FAR 30.202-6. The Offeror shall include the report number and date of the cognizant DCMA office’s determination stating that the Offeror’s Disclosure

Statement is adequate (attach a copy of the report).

L-3.1.8 Section 8: Organizational Conflict of Interest (OCI) Mitigation Plan(s). The

Offeror’s attention is directed to FAR Subpart 9.5 relating to organizational conflicts of interest.

It is the Government’s intent to avoid, neutralize, or mitigate potential conflicts as early in the acquisition process as possible. The Offeror shall submit draft versions of any required OCI

Mitigation Plans, consistent with the guidance contained in FAR Subpart 9.5.

L-3.2 VOLUME II: TECHNICAL PROPOSAL. Each Offeror shall submit a written proposal in accordance with Sections 1 through 5 below to enable the Government to evaluate the extent to which the proposal meets the Government’s requirements. Wherever relevant, the

Offeror is encouraged to use cross-references to the applicable sections of the proposal, rather than repeating that information in the several sections of this volume. No pricing information shall be included in the technical volume.

L-3.2.1 Section 1 - Mandatory Gate Criteria Requirement

The Government is conducting this Full and Open competition in accordance with (IAW)

Federal Acquisition Regulation (FAR) 15.101-1 – Tradeoff Process. Any award to be made will be based on the following two step approach:

1. Acceptable/Unacceptable Gate Criteria which the offeror shall substantiate in

Section 1.

2. Only those Offerors who receive a rating of “Acceptable” in the first step will then be evaluated under the factors set forth below and using the best value tradeoff approach provided under Sections 2 through 6.

In order to meet the Mandatory Gate criteria and be determined acceptable, the Offeror must have previously embedded the cryptographic engine, which they intend to propose as part of the

KGV-11M design, into a NSA High Assurance (formerly known as Type 1) certified End

Cryptographic Unit (ECU) within the last five (5) years of the date of RFP issuance.

Alternatively, the Gate criteria can be satisfied if the Offeror’s proposed cryptographic engine has been embedded into an ECU that has completed all required NSA certification testing successfully, pending only the receipt of the certification letter.

In order to demonstrate compliance with the Gate criteria, as part of its proposal, the Offeror must provide the NSA High Assurance Certification letter, issued by NSA, certifying that the

Offeror has previously embedded its proposed cryptographic engine into a NSA High Assurance certified ECU within the last five (5) years of the date of RFP issuance. Alternatively, if the

Offeror has completed all required NSA High Assurance certification testing and the ECU is pending only the receipt of the certification letter, the Offeror must provide documentation demonstrating that all required NSA High Assurance certification testing was successfully completed, as well as contact information for the NSA Program Manager for the ECU for verification purposes.

This mandatory requirement does not remove the requirement to demonstrate performance specification compliance in accordance with Section 2, KGV-11M Design (Factor 1).

Only offerors whose gate criteria in Section 1 above has been determined to be met and thus acceptable by the Government will be evaluated on their technical approach in Sections 2 through 6. Those offeror’s who have been determined to be unacceptable will be removed from consideration for award

L-3.2.2 Section 2: KGV-11M Design and Data Rights (Factor 1).

Subfactor 1.1 – KGV-11M Design. The Offeror shall detail its design to meet or exceed the applicable requirements from the Statement of Work (SOW) Technical Requirements Document

(TRD), and Technical Security Requirements Document (TSRD) for KGV-11M as it relates to the following:

Their approach to integrating their cryptographic engine, which has met the Mandatory

Gate Criteria set forth in Section M-1.2, into their proposed KGV-11M design, including any changes required to their…