REPAIR_BOA_BOILERPLATE_SF26_US_Domestic_CAV_Reporter_(18_SEP_2013).pdf

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AWARD/CONTRACT

1. THIS CONTRACT IS A RATED ORDER

UNDER DPAS (15 CFR 700)

RATING PAGE OF PAGES

See Schedule 1

2. CONTRACT (Proc.Inst.Ident.) NO. 3. EFFECTIVE DATE 4. REQUISITION/PURCHASE REQUEST/PROJECT NO.

N00104-14-G-A300 To be cited on individual Delivery Orders

5. ISSUED BY CODE N00104 6. ADMINISTERED BY (If other than Item 5) CODE S3605A

NAVSUP Weapon System Support 5450 Carlisle Pike P O Box 2020 Mechanicsburg, PA 17055-0788 BUYER: Amanda Lynn Long CODE: 0213.7 E-mail: amanda.l.long@navy.mil Phone: (717) 605-7322

DCMA DAYTON

BUILDING 30 AREA C

1725 VAN PATTON DR

WRIGHT PATTERSON AFB, OH 45433-5302

7. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State and ZIP Code) 8. DELIVERY FOB ORIGIN OTHER BAE Systems Land & Armaments

163 Rochester Drive Louisville, KY 40214

9. DISCOUNT FOR PROMPT PAYMENT

To be cited on individual Delivery Orders

10.SUBMIT INVOICES

(4 copies unless otherwise specified) TO THE

ADDRESS SHOW IN :

ITEM

Block 12 CODE 064S4 FACILITY CODE

11. SHIP TO/MARK FOR CODE 12.PAYMENT WILL BE MADE BY CODE HQ0337

To be cited on individual Delivery Orders

DFAS – Columbus Center North Entitlement Operations P O Box 182266 Columbus, OH 43218-2266

13. AUTHORITY FOR USING OTHER THAN FULL AND OPEN COMPETITION

10 U.S.C. 2304(c)(1) 41 U.S.C. 253(c)( )

14.ACCOUNTING AND APPROPRIATION DATA

To be cited on individual Delivery Orders

15A. ITEM NO. 15B. SUPPLIES/SERVICES 15C. QUANTITY 15D. UNIT 15E. UNIT PRICE 15F. AMOUNT

15G. TOTAL AMOUNT OF CONTRACT $

16. TABLE OF CONTENTS

(X) SEC DESCRIPTION PAGE(S) (X) SEC DESCRIPTION PAGE(S)

PART I – THE SCHEDULE PART II – CONTRACT CLAUSES

X A SOLICITATION/CONTRACT FORM X I CONTRACT CLAUSES

X B SUPPLIES OR SERVICES AND PRICES/COST PART III – LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACH.

X C DESCRIPTION/SPECS./WORK STATEMENT X J LIST OF ATTACHMENTS

X D PACKAGING AND MARKING PART IV – REPRESENTATIONS AND INSTRUCTIONS

X E INSPECTION AND ACCEPTANCE X

K

REPRESENTATIONS, CERTIFICATIONS

AND OTHER STATEMENTS OF OFFERORS

X F DELIVERIES OR PERFORMANCE

X G CONTRACT ADMINISTRATION DATA X L INSTRS,CONDS,AND NOTICES TO OFFERORS

X H SPECIAL CONTRACT REQUIREMENTS X M EVALUATION FACTORS FOR AWARD

CONTRACTING OFFICER WILL COMPLETE ITEM 17 OR 18 AS APPLICABLE

17. CONTRACTOR’S NEGOTIATED AGREEMENT (Contractor is required to sign this document and return copies to issuing office.) Contractor agrees to furnish and deliver all items or perform all the services set forth or otherwise identified above and on any continuation sheets for the consideration stated herein. The rights and obligations of the parties to this contract shall be subject to and governed by the following documents: (a) this award/contract, (b) the solicitation, if any, and (c) such provisions, representations, certifications, and specifications, as are attached or incorporated by reference herein. (Attachments are listed herein.)

18. AWARD (Contractor is not required to sign this document.) Your offer on Solicitation Number , including the additions or changes made by you which additions or changes are set forth in full above, is hereby accepted as to the items listed above and on any continuation sheets. This award consummates the contract which consists of the following documents; (a) the Government's solicitation and your offer, and (b) this award/contract. No further contractual document is necessary.

19A. NAME AND TITLE OF SIGNER (Type or print) 20A. NAME OF CONTRACTING OFFICER

19B. NAME OF CONTRACTOR

19C. DATE SIGNED 20B.UNITED STATES OF AMERICA 20C.DATE SIGNED

BY BY

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

AUTHORIZED FOR LOCAL REPRODUCTION STANDARD FORM 26 (REV. 4-2008)

Previous edition is usable. Prescribed by GSA - FAR (48 CFR) 53.214(a)

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INTENTIONALLY LEFT BLANK

SO THAT FINAL PAGE NUMBERING IS CORRECT

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TABLE OF CONTENTS

PART I THE SCHEDULE

SECTION A - SOLICITATION/CONTRACT FORM AND TABLE OF CONTENTS

SECTION B – SUPPLIES OR SERVICES AND PRICES/COST

B01 - SUPPLIES OR SERVICES TO BE FURNISHED

B02 - PLACING AND PROCESSING ORDERS

B03 - DFARS 252.217-7027 CONTRACT DEFINITIZATION

SECTION C - DESCRIPTION/SPECIFICATIONS/WORK STATEMENT

C01 - INPUT OF ARTICLES TO BE REPAIRED AND/OR MODIFIED

C02 - SPECIFICATIONS FOR REPAIR/MODIFICATION – STATEMENT OF WORK (SOW)

C03 - WEB-BASED COMMERCIAL ASSET VISIBILITY (WEBCAVS) STATEMENT OF WORK (SOW)

(SEE ATTACHMENT "B")

C04 - SPECIFICATION FOR CONSUMABLE PARTS (CONTRACTOR-FURNISHED)

C05 - DFARS 252.211-7005 SUBSTITUTIONS FOR MILITARY OR FEDERAL SPECIFICATIONS AND STANDARDS

SECTION D - PACKAGING AND MARKING

D01 - DFARS 252.211-7006 PASSIVE RADIO FREQUENCY IDENTIFICATION

D02 - NAVSUPWSSDA01 DFARS 252.211-7003 ITEM IDENTIFICATION AND VALUATION INCORPORATED BY

REFERENCE

D03 - NAVSUPWSSDA06 ITEM MARKING REQUIREMENTS

D04 - NAVSUPWSSDA07 PRESERVATION, PACKING AND MARKING

SECTION E - INSPECTION AND ACCEPTANCE

E01 - FAR 52.246-2 (IBR) INSPECTION OF SUPPLIES-FIXED PRICE

E02 - FAR 52.246-16 RESPONSIBILITY FOR SUPPLIES

E03 - NAVSUPWSSEA10 HIGHER-LEVEL CONTRACT QUALITY REQUIREMENT MIL-I/MIL-Q

E04 - INSPECTION AND ACCEPTANCE AT ORIGIN (REPAIRABLE ASSEMBLIES)

E05 - INSPECTION AND ACCEPTANCE AT DESTINATION (REPORTS)

SECTION F - DELIVERIES OR PERFORMANCE

F01 - FAR 52.252-2 CLAUSES INCORPORATED BY REFERENCE

F02 - TIME OF DELIVERY

F03 - PLACE OF DELIVERY - FOB ORIGIN (REPAIR AND REPAIR PARTS)

F04 - NAVSUP 5252.225-9406 VERIFICATION OF “SHIP TO” AND/OR “NOTICE OF AVAILABILITY” ADDRESS

F05 - NAVSUPWSSFA06 FMS DELIVERY AND SHIPPING INSTRUCTIONS

F06 - NAVSUPWSSFA09 REDISTRIBUTION ORDER/READY FOR ISSUE - NAVY TRANSPORTATION - CAV

DIRECT SHIP

F07 - NAVSUPWSSFA22 DIRECT SHIP FOR REDISTRIBUTION

SECTION G - CONTRACT ADMINISTRATION

G01 - CONTRACT ADMINISTRATION

G02 - NAVSUPWSSGA13 “ONE NAVSUP” INITIATIVE – NAME CHANGE FROM NAVICP TO NAVSUP WEAPON

SYSTEMS SUPPORT (NAVSUP WSS)

SECTION H - SPECIAL PROVISIONS

H01 - NAVSUPWSSHA18 CONTRACT SECURITY CLASSIFICATION SPECIFICATION

H02 - NAVSUPWSSHA21 NOTICE OF ASSIGNMENT

H03-NAVSUPWSSH008-M LIMITATION ON ARTICLES TO BE REPAIRED (15 APR 2013) *(Mech Only)*

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PART II CONTRACT CLAUSES

SECTION I - GENERAL PROVISIONS

I01 - NAVSUPWSSIA11 ANNUAL BASIC ORDERING AGREEMENT (BOA) UPDATE

I02 - FAR 52.252-2 CLAUSES INCORPORATED BY REFERENCE

I03 - WARRANTY FOR OVERHAUL AND REPAIR

I04 - FAR 52.204-10 REPORTING EXECUTIVE COMPENSATION AND FIRST-TIER SUBCONTRACT AWARDS I05 - FAR 52.209-9 UPDATES OF PUBLICLY AVAILABLE INFORMATION REGARDING RESPONSIBILITY

MATTERS

I06 - FAR 52.215-19 NOTIFICATION OF OWNERSHIP CHANGES

I07 - FAR 52.219-28 POST-AWARD SMALL BUSINESS PROGRAM REREPRESENTATIONS

I08 - FAR 52.222-40 NOTIFICATION OF EMPLOYEE RIGHTS UNDER THE NATIONAL LABOR RELATIONS ACT

I09 - FAR 52.223-11 OZONE-DEPLETING SUBSTANCES

I10 - FAR 52.244-2 SUBCONTRACTS

I11 - FAR 52.245-1 GOVERNMENT PROPERTY

I12 - DFARS 252.208-7000 INTENT TO FURNISH PRECIOUS METALS AS GOVERNMENT-

FURNISHED MATERIAL

I13 - DFARS 252.219-7003 SMALL BUSINESS SUBCONTRACTING PLAN (DOD CONTRACTS)

I14- DFARS 252.225-7007 PROHIBITION ON ACQUISITION OF UNITED STATES MUNITIONS LIST ITEMS FROM

COMMUNIST CHINESE MILITARY COMPANIES

I15 - DPAP 252.225-7993 PROHIBITION ON CONTRACTING WITH THE ENEMY IN THE UNITED STATES

CENTRAL COMMAND THEATER OF OPERATIONS (DEV)

I16 - DPAP 252.225-7994 ADDITIONAL ACCESS TO CONTRACTOR AND SUBCONTRACTOR RECORDS

IN THE UNITED STATES CENTRAL COMMAND THEATER OF OPERATIONS (DEV)

I17 - DFARS 252.232-7004 DOD PROGRESS PAYMENT RATES

I18 - NAVSUP 5252.227-9400 GOVERNMENT-INDUSTRY DATA EXCHANGE PROGRAM (GIDEP)

I19 - NAVSUP 5252.232-9401 SEGREGATION OF COSTS

I20 - NAVSUPWSSIA18 CONFIGURATION MANAGEMENT

PART III LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACHMENTS

SECTION J - ATTACHMENTS

A - ITEMS TO BE REPAIRED AND/OR MODIFIED

B - WEB-BASED COMMERCIAL ASSET VISIBILITY (WEBCAVS) STATEMENT OF WORK

C - PACKAGING INSTRUCTIONS

D - REPAIR MANUALS AND FACILITIES

E - GOVERNMENT FURNISHED PROPERTY/SPECIAL TOOLING/SPECIAL TEST EQUIPMENT, AS

APPLICABLE

F - GOVERNMENT FURNISHED MATERIAL, AS APPLICABLE

G - DD FORM 1423 CONTRACT DATA REQUIREMENTS LIST (CDRL), AS APPLICABLE

H - SECURITY REQUIREMENTS – (DD254), AS APPLICABLE

PART IV REPRESENTATIONS, CERTIFICATIONS AND OTHER STATEMENTS OF OFFERORS

SECTION K - REPRESENTATIONS, CERTIFICATIONS, AND OTHER STATEMENTS OF OFFEROR

K01 - FAR 52.252-2 CLAUSES INCORPORATED BY REFERENCE

K02 - FAR 52.204-8 ANNUAL REPRESENTATIONS AND CERTIFICATIONS

K03 - FAR 52.207-4 ECONOMIC PURCHASE QUANTITY - SUPPLIES

K04 - FAR 52.209-7 INFORMATION REGARDING RESPONSIBILITY MATTERS

K05 - FAR 52.230-1 COST ACCOUNTING STANDARDS NOTICES AND CERTIFICATION

K06 - FAR 52.230-7 PROPOSAL DISCLOSURE--COST ACCOUNTING PRACTICE CHANGES

K07 - DFARS 252.204-7007 ALTERNATE A, ANNUAL REPRESENTATIONS AND CERTIFICATIONS

K08 - DFARS 252.209-7002 DISCLOSURE OF OWNERSHIP OR CONTROL BY A FOREIGN GOVERNMENT K09 - DPAP 252.209-7999 REPRESENTATIONS BY CORPORATIONS REGARDING ANY UNPAID DELINQUENT

TAX LIABILITY OR A FELONY CONVICTION UNDER ANY FEDERAL LAW (DEV)

K10 - DFARS 252.215-7009 PROPOSAL ADEQUACY CHECKLIST

K11 - DFARS 252.217-7026 IDENTIFICATION OF SOURCES OF SUPPLY

K12 - DFARS 252.223-7001 HAZARD WARNING LABELS

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K13 - DFARS 252.225-7000 BUY AMERICAN ACT-BALANCE OF PAYMENTS PROGRAM CERTIFICATE

K14 - DFARS 252.225-7010 COMMERCIAL DERIVATIVE MILITARY ARTICLE-SPECIALTY METALS

COMPLIANCE CERTIFICATE

K15 - DFARS 252.225-7020 TRADE AGREEMENTS CERTIFICATE

K16 - DFARS 252.225-7035 BUY AMERICAN ACT-FREE TRADE AGREEMENTS-BALANCE OF PAYMENTS

PROGRAM CERTIFICATE

K17 - DFARS 252.247-7022 REPRESENTATION OF EXTENT OF TRANSPORTATION BY SEA

K18 - NAVSUPWSSKA01 F.O.B. ORIGIN SHIPPING POINTS

K19 - NAVSUPWSSKA03 AUTHORIZED NEGOTIATORS

K20 - NAVSUPWSSKA04 PRICING INFORMATION

K21 - NAVSUPWSSKA06 TRANSPORTATION AND MATERIAL SOURCE INFORMATION

SECTION L - INSTRUCTIONS AND CONDITIONS AND NOTICES TO OFFERORS

L01 - FAR 52.252-2 CLAUSES INCORPORATED BY REFERENCE

L02 - CERTIFICATE OF CURRENT COST OR PRICING DATA

L03 - FAR 52.211-14 NOTICE OF PRIORITY RATING FOR NATIONAL DEFENSE, EMERGENCY PREPAREDNESS, AND ENERGY PROGRAM USE

L04 - FAR 52.215-20 REQUIREMENTS FOR CERTIFIED COST OR PRICING DATA AND DATA OTHER THAN

CERTIFIED COST OR PRICING DATA

L05 - FAR 52.216-1 TYPE OF CONTRACT

L06 - FAR 52.233-2 SERVICE OF PROTEST

L07 - DFARS 252.222-7006 RESTRICTIONS ON THE USE OF MANDATORY ARBITRATION AGREEMENTS L08 - DFARS 252.225-7003 REPORT OF INTENDED PERFORMANCE OUTSIDE THE UNITED STATES AND

CANADA - SUBMISSION WITH OFFER

L09 - DFARS 252.225-7027 RESTRICTION ON CONTINGENT FEES FOR FOREIGN MILITARY SALES (FMS)

L10 - DFARS 252.243-7002 REQUESTS FOR EQUITABLE ADJUSTMENT

L11 - NAVSUP 5252.204-9400 CONTRACTOR ACCESS TO FEDERALLY CONTROLLED FACILITIES AND/OR

UNCLASSIFIED SENSITIVE INFORMATION OR UNCLASSIFIED IT SYSTEMS

L12 - NAVSUP 5252.243-9400 AUTHORIZED CHANGES ONLY BY THE CONTRACTING OFFICER

L13 - NAVSUP 5252.245-9409 FACILITIES

L14 - NAVSUPWSSLA14 REQUEST FOR INFORMATION

L15 - NAVSUPWSSLA16 DRAWINGS ARE NOT AVAILABLE

L16 - NAVSUPWSSLA18 REVIEW OF AGENCY PROTESTS

L17 - NAVSUPWSSLA19 CONSIGNMENT INSTRUCTIONS

The text of all FAR, DFARS, and NMCARS provisions and clauses may be accessed electronically at the following links:

FAR, DFARS and NMCARS at the Hill AFB website --http://farsite.hill.af.mil/VFFARa.htm

FAR only at the GSA website (click on “Regulations: FAR”) --http://www.acquisition.gov/far/index.html

DFARS and NMCARS only at the DPAP website --https://acquisition.navy.mil/rda/home/policy_and_guidance

The text of all NAVSUP and NAVSUP WSS clauses will be contained in the body of the contract.

http://farsite.hill.af.mil/VFFARa.htm http://www.acquisition.gov/far/index.html https://acquisition.navy.mil/rda/home/policy_and_guidance

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PART I - THE SCHEDULE

SECTION A - SOLICITATION/CONTRACT FORM

SECTION B – SUPPLIES OR SERVICES AND PRICES/COSTS

B01 - SUPPLIES OR SERVICES TO BE FURNISHED (DEC 2005)

(a) This is a Basic Ordering Agreement (BOA) with BAE Systems Land & Armaments. The terms and conditions in this BOA apply to all orders issued hereunder. In the event of any inconsistency between the provisions of this BOA and any order, the provisions of this agreement will govern.

(b) The Government may order, in the manner provided elsewhere herein, the following:

(1) Repair and/or Modification: The contractor shall furnish all effort including labor, material, and facilities as may be required to repair and/or modify the ordered quantities of repairable assemblies (hereinafter repairable assemblies or items) in the MK45, MK38, MK 75 Gun System. The repairable assemblies to be repaired and/or modified under this BOA are set forth by manufacturer's part number or National Stock Number (NSN) in Attachment "A" and constitute “Government Property” as defined in FAR Clause 52.245-1 or 52.245-1 Alternate I, as applicable, of this BOA. Repair and/or modification of repairable assemblies or items will be accomplished in accordance with the Statement of Work (Section C02).

(2) Web-based Commercial Asset Visibility (WEBCAV) Reporting: The Contractor shall furnish effort including labor, materials, and facilities as may be required to accumulate, format, and transmit the transactions specified in Section C03.

B02 - PLACING AND PROCESSING ORDERS (JUL 2006)

(a) Ordering Period. The Government may, during the period commencing on the date of execution of this agreement and ending five (5) years from the date thereof, place orders for items to be repaired hereunder. Each order placed shall be issued and processed in accordance with the terms of this BOA.

(b) Authorized Ordering Activities.

(1) The Procuring Contracting Officer (PCO) may place orders under this agreement in the manner provided elsewhere herein.

The PCO shall have the sole responsibility and authority to make any changes to the provisions of this BOA.

(2) The Administrative Contracting Officer (ACO) may place orders under this BOA in the manner provided elsewhere in this

BOA.

(3) Other Department of Defense activities may place orders under this BOA in the manner provided elsewhere in this BOA.

(4) The authorized PCO for each order is the Contracting Officer who issued the order.

(c) Types of Orders. The Contracting Officer will determine the type of order to be issued. The following types of orders may be placed under the terms of this BOA:

(1) Priced Orders-A priced order is one in which all terms and conditions have been agreed upon, including price and delivery, prior to issuance of the order.

(2) Undefinitized Contract Actions (UCA). Two types of UCAs may be placed under this BOA:

(i) Ceiling Priced Orders. A ceiling priced order is one in which contract terms, specifications and/or price have not been agreed to at the time of issuance of the order. Each such order shall include an agreed-to not-to-exceed ceiling price. The ceiling price may be on a line item or total basis.

(ii) Monetary Limitation Orders Under $150,000. This type of order includes a monetary limitation (under $150,000) which is subject to adjustment when the fixed price is established. The monetary limitation may be on a

N00104-14-G-A300 7 line item or total basis. The Government is not obligated to pay over the monetary limitation unless the limitation is revised by written modification to the order prior to definitization.

(d) Form and Content of Orders

(1) Each order issued under this agreement shall be prepared on DD Form 1155 and shall include the following:

(i) The order number, date, and reference to this BOA;

(ii) Identification of the items to be repaired, including serial numbers, part numbers, and national stock numbers (NSN), if available, and quantities to be repaired;

(iii) For priced orders, the agreed upon delivery schedule; for unpriced orders a desired delivery schedule; and for all orders, if applicable: special instructions regarding shipping, place of inspection, priority rating under the Defense Priorities and Allocations System, and Surveillance Criticality Designator;

(iv) A firm fixed price, ceiling price or monetary limitation, as applicable;

(v) Applicable appropriation and accounting data;

(vi) Special invoicing instructions, if applicable;

(vii) Induction period

(viii) Citation of negotiation authority pursuant to which the order is negotiated; and

(ix) Such other terms and conditions as may be pertinent and peculiar to the particular items being repaired.

(e) Procedures and Processing of Priced Orders

(1) Upon a determination that a priced order will be used, the Contracting Officer will request the contractor to provide a proposal. The contractor agrees to submit a proposal with a firm fixed unit price and delivery schedule for each of the items to be repaired under the order within the timeframe specified by the Contracting Officer. The contractor agrees to submit with each proposal such information substantiating the proposed unit price as the Contracting Officer may reasonably require. The Contracting Officer may unilaterally issue a binding order upon agreement of price and delivery.

(2) If an established pricing agreement is in effect between the parties, e.g. article price list, catalogue, etc., the Contracting

Officer may unilaterally issue a binding order in accordance with the terms of the pricing agreement.

(3) If the order cannot be issued unilaterally, the order may be executed bilaterally.

(4) All terms and conditions are defined and complete at the time the order is placed.

(f) Procedures and Processing of Ceiling Priced Orders

(1) Upon determination that a ceiling priced/undefinitized order will be used, the contracting officer will request the contractor to provide a proposed ceiling price and proposed delivery schedule, to the extent a firm delivery schedule is not provided for in this BOA. The contractor will provide the proposed ceiling price and, if required, a proposed delivery schedule, for the items to be repaired under the order within 7 days of the contracting officer’s request. The contractor agrees to submit such information substantiating the proposed ceiling price as the PCO may reasonably require.

(2) When the ceiling price and delivery schedule have been agreed upon, the contracting officer may unilaterally issue a ceiling priced/undefinitized order. Within 30 days of the issuance of the order, or within such additional time as may be authorized by the contracting officer, the contractor shall submit a firm, fixed price proposal, a firm delivery schedule (if necessary), and substantiating pricing information, including cost or pricing data, where required.

(3) The order shall include a schedule for definitizing the order which is the earlier of:

(i) the date that is 180 days after issuance of the order (this date may be extended but may not exceed the date that is 180 days after the contractor submits a qualifying proposal); or

(ii)(a) the date on which the amount of funds obligated under the order is at 50 percent of the not-to-exceed ceiling price, or

(b) if the limitation on obligations is adjusted in accordance with (f)(4) below, the date on which the amount of funds obligated under the order is more than the percentage, e.g. 75 percent, of the not-to-exceed price as adjusted.

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(4) Not more than 50 percent of the not-to-exceed ceiling price will be obligated on any order prior to definitization.

However, if the contractor submits a qualifying proposal before more than 50 percent of the not-to-exceed ceiling price has been obligated by the Government, the limitation on obligation may be no more than 75 percent of the not-to-exceed ceiling price, at the Government’s discretion. A qualifying proposal is defined in DFARS 217. 7401.

(5) For any order, the Government’s liability is only to the extent provided for in FAR 52.216-24, Limitation of

Government Liability.

(6) The parties shall execute a modification (SF30) definitizing prices and, if required, delivery, for the items to be repaired.

(g) Procedures and Processing of Monetary Limitation Orders Under $150,000

(1) The Contracting Officer may unilaterally issue a monetary limitation order.

(2) The contractor will immediately start work on the order or notify the Contracting Officer in writing within seven days if the monetary limitation is so unreasonably deficient as to preclude commencement of the repair work to be performed.

At this time, the contractor will also provide an estimate of what a reasonable price would be.

(3) The contractor shall submit a quote sufficient for negotiation, including proposed price and delivery, within thirty days of the issuance of the order, or within such additional time as may be authorized in writing by the Contracting Officer.

(4) Prior to the definitization of the prices for orders issued under these procedures, the contractor shall be permitted to stop work on such order at any time if it is reasonably estimated that the costs incurred with respect to such order, plus termination expense and profit, will exceed the monetary limitation set forth in the order. In the event the contractor stops work on any order, the contractor shall promptly notify the Contracting Officer in writing of the work stoppage and of the amount of increase in monetary limitation that is reasonably required in order to permit the contractor to complete the order. Performance of the order shall continue upon issuance of a modification by the Contracting Officer that increases the monetary limitation. The Government shall not be obligated under any of the provisions of this BOA to pay the contractor any amount in excess of the monetary limitation stated in the order; this includes but is not limited to the provisions regarding the definitizing of prices in the event of a dispute, or the provisions of the clause of this agreement entitled "Termination for Convenience of the Government."

(5) Definitization of the order will occur prior to completion of 49% of the work performed or within 90 days of the issuance of the order, whichever occurs first, or within such additional time that is granted by the Contracting Officer.

(h) Additional Provisions and Obligations of the Contractor

(1) Orders issued under the BOA shall be binding upon date of issuance. The contractor shall, except as specified below, immediately proceed with performance of the order.

(2) The contractor shall notify the Contracting Officer within 30 days if items are received for which there is no contractual coverage in place or when the items cannot be identified by the given part number. After receipt of such notice, the Contracting Officer will advise the contractor of any actions to be taken. Performance and induction are not authorized until an order is issued.

(3) The contractor shall provide appropriate and adequate storage for all items received.

(4) The contractor shall notify the contracting officer if the required repair:

(i) is covered under a warranty,

(ii) is due to a defect in material or workmanship or (iii)is necessary due to the delivery of a nonconforming item under a prior contract

(5) The contractor shall not proceed with performance of any order when the contractor's applicable representations or certifications set forth in this BOA cannot be made by the contractor as to such order. Revised representations and/or certifications shall be provided to the Contracting Officer within ten days of the date of order issuance and shall be updated annually by the Contractor.

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(6) Failure to agree upon any prices required to definitize an order shall be deemed to be a dispute within the meaning of the clause of this BOA entitled "Disputes."

(7) Prices negotiated on any undefinitized order shall not include overtime or shift premiums unless:

(i) the contractor identified the use of such overtime or shift premiums at the time of the submission of the proposed ceiling price or within 7 days of the issuance of a monetary limitation order under $150,000 and

(ii) the contracting officer has agreed to the use of overtime or shift premiums.

Overtime and shift premiums should only be used when it results in overall lower costs to the Government or is necessary to meet essential delivery or performance requirements.

(8) The induction period for repairs under any order will be one year unless specified otherwise in the order or unless otherwise directed by the Contracting Officer.

(9) Within 45 days of the last day of the induction period of an order, the contractor shall advise the Contracting Officer of the actual quantities inducted for repair. The ACO shall modify the order, within 60 days of the last day of the induction period, to reduce all excess quantities and funds based on the verified actual number of items repaired under the order.

B03 - DFARS 252.217-7027 CONTRACT DEFINITIZATION (DEC 2012)

(applicable to any ceiling priced/undefinitized order issued under this BOA)

(a) A firm fixed price contract is contemplated. The Contractor agrees to begin promptly negotiating with the Contracting Officer the terms of a definitive contract that will include (1) all clauses required by the Federal Acquisition Regulation (FAR) on the date of execution of the undefinitized contract action, (2) all clauses required by law on the date of execution of the definitive contract action, and (3) any other mutually agreeable clauses, terms, and conditions. The Contractor agrees to submit a firm fixed price proposal and cost or pricing data supporting its proposal.

(b) The schedule for definitizing this contract action is set forth in the individual orders. However, in any event, definitization will be within the earlier of:

(1) 180 days after issuance of the order (although this date may be extended in writing at the discretion of the PCO, but may not exceed the date that is 180 days after the contractor submits a qualifying proposal); or

(2) the date on which the amount of funds obligated under the contract action is equal to more than 50 percent of the not-to-exceed price.

(3) if the limitation on obligations is adjusted in accordance with (f)(4) of B02 of this Agreement, the date on which the amount of funds obligated under the order is more than 75% of the NTE price as adjusted.

(c) If agreement on a definitive contract action to supersede this undefinitized contract action is not reached by the target date in paragraph (b) of this clause, or within any extension of it granted by the Contracting Officer, the Contracting Officer may, with the approval of the head of the contracting activity, determine a reasonable price or fee in accordance with Subpart 15.4 and Part 31 of the FAR, subject to Contractor appeal as provided in the Disputes clause. In any event, the Contractor shall proceed with completion of the contract, subject only to the Limitation of Government Liability clause.

(1) After the Contracting Officer's determination of price or fee, the contract shall be governed by-

(i) All clauses required by the FAR on the date of execution of this undefinitized contract action for either fixed-price or cost-reimbursement contracts, as determined by the Contracting Officer under this paragraph (c);

(ii) All clauses required by law as of the date of the Contracting Officer's determination; and

(iii) Any other clauses, terms, and conditions mutually agreed upon.

(2) To the extent consistent with paragraph (c)(1) of this clause, all clauses, terms, and conditions included in this undefinitized contract action shall continue in effect, except those that by their nature apply only to an undefinitized contract action.

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(d) The definitive contract resulting from this undefinitized contract action will include a negotiated firm fixed price in no event to exceed the not-to-exceed amount stated in the order.

SECTION C - DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK

C01 - INPUT OF ARTICLES TO BE REPAIRED AND/OR MODIFIED

(a) Articles to be repaired and/or modified under this agreement, as shown on Attachment "A", will be shipped at the Government's expense to the plant of the contractor at:

163 Rochester Drive Louisville, KY 40214

The contractor shall receive for each shipment a list (referencing this agreement number) of the articles included in the shipment.

(b) Upon receipt of such articles, the contractor shall:

(i) If the ACO issues the orders, then, promptly notify the ACO of the receipt of the articles;

(ii) Verify that the articles received corresponds with the list of the articles furnished for such shipment;

(iii) Inspect such articles to assure that they are candidates for servicing under this agreement;

(iv) Segregate those which were improperly sent to the contractor and request disposition instructions therefor from the Naval Inventory Control Point, PCO;

(v) Provide adequate storage for articles to be repaired pending issuance of an order by the ACO or PCO hereunder;

(vi) Not proceed with the repair of any articles set forth in Attachment "A" (i.e., inducting any units into "M" condition) until funding authorization is received from the ACO or PCO. Retain such units in "F" condition until funding authorization/disposition instructions are received from the Government (ACO or PCO).

(vii) Advise the Government (ACO and PCO) if any portion of the required repair is a result of the furnishing by the contractor of articles that were defective in material and/or workmanship, or otherwise not in conformance with the requirements of the contract under which such articles were originally furnished; and

(viii) Further advise the Government (ACO or PCO) of the results of the foregoing preliminary inspection, together with a list of the articles and quantities required to be repaired.

C02 - SPECIFICATIONS FOR REPAIR/MODIFICATION

Statement Of Work (August 2006)

1.0 SCOPE

1.1 General. The items to be furnished hereunder shall be repaired, tested, inspected, and accepted in accordance with the terms and conditions specified in this BOA/contract. Government Furnished Property (GFP), including equipment such as fixtures, jigs, dies, patterns, mylars, special tooling, special test equipment, or any other manufacturing aid required for the repair, manufacture, and/or testing of the subject item(s), will not be provided by the Government and shall be the responsibility of the Contractor unless expressly provided for on Attachment E This limitation regarding the furnishing of GFP applies notwithstanding any reference to the contrary in any drawing, manual, or specification for the BOA/contract items.

1.2 Repair Requirements. The Contractor shall provide the necessary facility, labor, materials, parts, and test and tooling equipment required to return the items (see Attachment A for a list of these items) to a Ready For Issue (RFI) condition. RFI is defined as

N00104-14-G-A300 11 that condition allowing the items to perform properly and reliably in an operational environment in a manner they were intended to operate.

1.2.1 Changes to repair manuals/documents and changes to drawings or specifications for the manufacture of parts utilized in these repairs require Procuring Contracting Officer (PCO) approval in accordance with the Configuration Management provisions of this BOA/contract. In addition, as provided for in Section 2.3, requests for changes to a repair source or repair facility shall be submitted in writing to the PCO and must be approved prior to making any such change.

1.2.2 Any repairs performed using unapproved changes to manuals, drawings, specifications, or unapproved changes to a repair source or facility are not permitted and any such changes are done entirely at the Contractor’s own risk.

1.2.3 The Contractor is not entitled to any equitable adjustment to the price or BOA/contract terms based on the Government’s disapproval of a requested change to manuals, drawings, specifications, or to a repair source or facility.

1.3 Beyond Physical Repair (BPR)

1.3.1 Scope. An item is BPR when the item is not capable of being repaired in accordance with the Statement of Work due to the extent of physical damage.

1.3.2 Procedures. The Contractor shall obtain written concurrence from DCMA for all units determined by the Contractor to be BPR.

All such determinations, including the basis for the determination and the DCMA written concurrence shall be provided by the Contractor to the PCO, with a copy to the Inventory Manager (IM). After receipt of the required documentation, the PCO shall provide the Contractor disposition instructions. Any disposal ordered shall be performed by the Contractor in accordance with all applicable regulations and the Contractor’s approved Government property disposal procedures.

1.4 Beyond Economical Repair (BER)

1.4.1 Scope. An item is BER if the cost of the repair exceeds 80% of the replacement price identified on Attachment A. This replacement price is for the purposes of BER determinations only, and may not be used or relied on by the offeror in the pricing of the repairs required by this BOA/contract.

1.4.2 Procedures. Items determined BER will be separately priced if the repair is authorized by the PCO. The Contractor shall obtain written concurrence from DCMA for all units determined by the Contractor to be BER. All such determinations, including the basis for the determination, the repair required, the proposed price to repair and the DCMA written concurrence, shall be provided by the Contractor to the PCO, with a copy to the IM. After receipt of the required documentation, the PCO shall provide the Contractor disposition instructions or contractual authority for repair of the item. The Contractor is not authorized to proceed with the repair until notification is received from the PCO. Any disposal ordered shall be performed by the Contractor in accordance with all applicable regulations and the Contractor’s approved Government property disposal procedures.

1.4.3 The following additional procedures may apply, if authorized, for the replacement of a BER SRA (Shop Repairable Assembly) within a WRA (Weapons Repairable Assembly) when the SRA has not been separately inducted. The Contractor may request authorization to:

Ship in place an accepted item from an existing spares or repair BOA/contract, if any, or MILSTRIP the SRA(s), Authorization to ship in place or MILSTRIP must be provided by the IM in writing to the Contractor and must be appropriately documented in accordance with Section III.I.2.a of the WEB-BASED COMMERCIAL ASSET VISIBILITY (WEBCAV) STATEMENT OF WORK. The Contractor must provide written notification of any item shipped in place or MILSTRIPed to the PCO and an equitable adjustment may be required. If authorization to ship in place or MILSTRIP is not provided, the Contractor shall contact the PCO for further instructions.

1.5 Missing on Induction (MOI).

1.5.1 Scope. A WRA is subject to this MOI provision if the item received by the Contractor for repair is missing one or more SRAs and the SRA is not a separately inducted item. Contractor replacement of MOI SRAs is not included in the contract price. Items received by the Contractor missing consumable parts are not MOI items. Rather, repair of such items and replacement of the missing consumable parts are included in the contract price and the item shall be inducted and repaired by the Contractor under this BOA/contract.

1.5.2 Procedures. The Contractor shall immediately notify DCMA when an item is received with MOI SRA(s) and shall obtain written verification from DCMA for all WRAs determined to have MOI SRA(s). The Contractor shall provide written notice of all such determinations, including identification of the missing SRA(s), and the DCMA written verification, to the IM with a copy to the PCO and ACO prior to induction and/or repair of the WRA. The Contractor shall not proceed with repair of WRAs with MOI SRAs until instructions on how to proceed are provided to the Contractor.

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1.5.3 The following additional procedures may apply, if authorized, for the replacement of a MOI SRA within a WRA. The Contractor may request authorization to:

Ship in place an accepted item from an existing spares or repair BOA/contract, if any, or MILSTRIP the SRA(s), Authorization to ship in place or MILSTRIP must be provided by the IM in writing to the Contractor and must be appropriately documented in accordance with Section III.I.2.b of the WEB-BASED COMMERCIAL ASSET VISIBILITY (WEBCAV) STATEMENT OF WORK. If either of these options is not authorized, the Contractor shall contact the PCO for further instructions.

1.6 Swapping SRAs

1.6.1 Scope. On rare occasions the Contractor may request authority to replace a failed but repairable SRA (within an inducted WRA) that is not BPR, BER or MOI.

1.6.2 Procedures. The Contractor may request authorization to replace the failed SRA unit from the Contractor’s production line, by MILSTRIP for an RFI item from Government stock, or with another repairable WRA, i.e. cannibalization. Permission from the PCO must be obtained and an equitable adjustment may be required. Authorization to ship in place from the Contractor’s production line or MILSTRIP must be appropriately documented in accordance with Section III.I.2.c of the WEB-BASED COMMERCIAL ASSET VISIBILITY (WEBCAV) STATEMENT OF WORK. Although permission from the PCO is required if the SRA is obtained from another repairable WRA (cannibalized), that transaction does not have to be input into CAV.

1.7 Over and Above Repair (OAR).

1.7.1 Scope. An item sent to the Contractor shall be considered to require Over and Above Repair (OAR) effort if the repair required is highly unusual, not the type of repair that would be anticipated as a result of normal Navy operation of the item and is not included in the contract pricing due to the nature or scope of the repair needed for that particular item. Therefore, repair of OAR items may be subject to equitable adjustment.

1.7.2 Procedures. To the maximum extent possible, OAR shall be identified by the Contractor as part of the price proposal. If this is an undefinitized contract action, the Contractor shall identify OAR with the submission of the proposed ceiling price.

1.7.3 The Contractor shall obtain written concurrence from DCMA for all units determined by the Contractor to require OAR effort.

All such OAR determinations, including the basis for the determination, the repair required, the proposed price to repair and the DCMA written concurrence, shall be provided by the Contractor to the PCO prior to undertaking repair of the item. After receipt of the required documentation, the PCO shall provide the Contractor disposition instructions or contractual authority for repair of the item. Any disposal ordered shall be performed by the Contractor in accordance with all applicable regulations and the Contractor’s approved Government property disposal procedures.

2.0 PARTS AND MATERIAL

2.1 General. The Contractor is responsible for supplying all parts and material necessary to perform the required repairs under this BOA/contract unless parts or material are specifically identified on Attachment F as Government Furnished Material (GFM). All parts and material used in performance of this BOA/contract shall be in accordance with the latest approved revision of applicable drawings and specifications. The Contractor shall ensure it has access for the duration of this BOA/contract to updated drawings and specifications for parts and material required for repairs performed under this BOA/contract. Any change to such parts/material drawings or specifications requires Government approval in accordance with the Configuration Management provisions of this BOA/contract.

2.2 All parts and material shall be new in accordance with FAR 52.211-5, Material Requirements, which is incorporated by reference herein. Authorization to use other than new material as defined by FAR 52.211-5 requires written approval from the PCO. In addition, cannibalization of piece parts must be approved by the PCO. Cannibalization of units that have not been inducted is not typically authorized and requires specific additional approval by the PCO. Cannibalization or swapping, including any actions authorized under paragraphs 1.4, 1.5 and 1.6, shall not render an item BER or BPR.

2.3 Written approval from the PCO must be obtained prior to any change to the manufacturing source or manufacturing facility for all parts which require source approval. However, a Contractor who has been delegated authority by the Naval Air Systems Command in writing to approve a change in manufacturing source or a manufacturing facility may implement such a change after notifying the PCO.

2.3.1 Where there has been a change to a manufacturing source, the Contractor shall complete all qualification testing that was required when that item or component was originally qualified. Any changes in such testing shall be submitted to the Contracting Officer for Government review and approval. Any repairs performed using unapproved changes to such drawings, specifications or manufacturing source or facility are done at the Contractor’s own risk. The Contractor is not authorized to deliver any items until

N00104-14-G-A300 13 such testing (including revised testing as properly approved) has been completed and the delivered items are repaired/manufactured in accordance with the qualification requirements package.

2.3.2 The Contractor is not entitled to any equitable adjustment to the contract price or terms based on the Government’s disapproval of a requested change to the drawings, specifications or manufacturing source or facility.

2.4 Purchased Material Control and Parts Control. The Contractor shall establish and maintain a system of control over purchased parts and material. Such controls shall, at a minimum, assure that the parts and material purchased are in compliance with the requirements of this BOA/contract.

2.5 Receiving Inspection of Purchased Parts and Material. Purchased parts and material shall be inspected by the Contractor upon receipt at the Contractor’s facility to assure conformance with all requirements of the applicable drawings and specifications.

Alternatively, the Contractor shall submit, prior to contract award, evidence for Government review and approval of a purchased parts and material system which provides for adequate inspection to assure parts and material conform with all requirements of the applicable drawings and specifications.

2.5.1 Evidence of such inspections shall be maintained by the Contractor or Subcontractor for Government review at least twelve

(12) months following the conclusion of the contract. The inspection report shall, at a minimum, include a record of all dimensional data (coordinate/positional), material, finish, and processes with appropriate pass/fail criteria, such as certifications, and actual dimensional readings.

3.0 Inspection Provisions. Government inspection shall be in accordance with FAR 52.246-2, Inspection of Supplies - Fixed-Price referenced in Section E, at source by DCMA unless otherwise specified in the BOA/contract or as authorized by the Administrative Contracting Officer (ACO) or PCO. Acceptance testing shall be conducted under the surveillance of the DCMA QAR. These tests shall include all tests necessary to assure that the items repaired conform to the performance required to provide Ready For-Issue material. The DCMA retains the authority to require the Contractor to conduct or reconduct any tests deemed necessary to ensure compliance with the manuals, drawings and specifications applicable to this BOA/contract.

C03 - WEB-BASED COMMERCIAL ASSET VISIBILITY (WEBCAVS) STATEMENT OF WORK

(SEE ATTACHMENT "B")

C04 - SPECIFICATION FOR CONSUMABLE PARTS (CONTRACTOR-FURNISHED)

The contractor shall furnish on an "as required" basis all parts required to complete servicing of repairable articles hereunder within established delivery schedules. Such parts shall be in accordance with applicable drawings and specifications.

C05 - DFARS 252.211-7005 SUBSTITUTIONS FOR MILITARY OR FEDERAL SPECIFICATIONS AND STANDARDS (NOV 2005) (Applicable >$3K)

(a) Definition. “SPI process,” as used in this clause, means a management or manufacturing process that has been accepted previously by the Department of Defense under the Single Process Initiative (SPI) for use in lieu of a specific military or Federal specification or standard at specific facilities. Under SPI, these processes are reviewed and accepted by Management Council, which includes representatives of the Contractor, the Defense Contract Management Agency, the Defense Contract Audit Agency, and the military departments.

(b) Offerors are encouraged to propose SPI processes in lieu of military or Federal specifications and standards cited in the solicitation. A listing of SPI processes accepted at specific facilities is available via the Internet at http://guidebook.dcma.mil/20/guidebook_process.htm (paragraph 4.2).

(c) An offeror proposing to use an SPI process in lieu of military or Federal specifications or standards cited in the solicitation shall

(1) Identify the specific military or Federal specification or standard for which the SPI process has been accepted;

(2) Identify each facility at which the offeror proposes to use the specific SPI process in lieu of military or Federal specifications or standards cited in the solicitation;

(3) Identify the contract line items, subline items, components, or elements affected by the SPI process; and

(4) If the proposed SPI process has been accepted at the facility at which it is proposed for use, but is not yet listed at the Internet site specified in paragraph (b) of this clause, submit documentation of Department of Defense acceptance of the SPI process.

http://guidebook.dcma.mil/20/guidebook_process.htm

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(d) Absent a determination that an SPI process is not acceptable for this procurement, the Contractor shall use the following SPI processes in lieu of military or Federal specifications or standards:

(Offeror insert information for each SPI process)

SPI Process:

Facility:

Military or Federal Specification or Standard:

Affected Contract Line Item Number, Subline Item Number, Component, or Element:

(e) If a prospective offeror wishes to obtain, prior to the time specified for receipt of offers, verification that an SPI process is an acceptable replacement for military or Federal specifications or standards required by the solicitation, the prospective offeror

(1) May submit the information required by paragraph (d) of this clause to the Contracting Officer prior to submission of an offer; but

(2) Must submit the information to the Contracting Officer at least 10 working days prior to the date specified for receipt of offers.

SECTION D - PACKAGING AND MARKING

D01 - DFARS 252. 211-7006 PASSIVE RADIO FREQUENCY IDENTIFICATION (SEP 2011)

This clause is incorporated by reference with the same force and effect as if it were given in full text. The clause is applicable to individual cases and palletized unit loads for the shipment of items in the supply classes and to the locations identified in DFARS 211.275-2.

D02 - NAVSUPWSSDA01 DFARS 252.211-7003 ITEM IDENTIFICATION AND VALUATION

INCORPORATED BY REFERENCE (JUN 2011)

(Applicable when unit prices are at or above $5K, or if clause 252.211-7007 applies)

DFARS 252.211-7003(JUN 2011) is incorporated by reference into this contract with the same force and effect as if it were given in full text. Implementation of the UID requirement will be via contract modification. Pricing and accounting for UID costs will be consistent with applicable requirements. Requirements for valuation will be passed along to subcontractors.

Costs associated with engineering or drawing updates or similar issues shall not be included or funded in NAVSUP WSS contracts.

Contractor implementation of the UID marking requirement under this contract will begin following an OSD approval of the Program Office implementation plan that includes updated technical specifications detailing how the item is to be marked.

At such time, the Contractor may be required to provide a plan outlining how this requirement will be implemented. For planning purposes, development of specific marking requirements will be based on MIL-STD-130M (or later, as in effect on the date of the contract award) criteria. As part of the plan, the contractor may be required to, for example, identify all parts with MIL-STD-130 identification plates, how parts with such plates will be marked and how items without such plates will be marked. Configuration management provisions of the contract apply to UID requirements.

D03 - NAVSUPWSSDA06 ITEM MARKING REQUIREMENTS (JUN 2006)

Item Marking Requirements and methods for identification of Items of Military Property Produced, Stocked, Stored, and Issued by or for the Department of Defense (DoD) shall be in accordance with MIL-STD-130, REV M.

D04 - NAVSUPWSSDA07 PRESERVATION, PACKAGING, PACKING AND MARKING (APR 2013)

N00104-14-G-A300 15

The contractor shall preserve, package, pack and mark all items as cited below.

1. PRESERVATION REQUIREMENTS

a. SYSTEM STOCK SHIPMENTS - The contractor shall preserve all items intended to enter the military distribution system (stock) in accordance with the MIL-STD-2073-1E, “Standard Practice for Military Packaging”, Packaging Requirements Code specified in the Schedule. When a Specialized Preservation Code/Method of Preservation (MOP) (Table J-Ia) is invoked, and one or more of the following packaging fields (WM, CUD, CT, UC) value is a 00 (numeric), the Specialized Preservation/MOP procedure and materials takes precedence. Disregard “HM” and “LP” fields and replace “SPMK 99” with “00” (numeric). Contractor can access https://tarp.navsisa.navy.mil for code interpretation.

1) Contractor shall use material produced by a Qualified Products List (QPL) manufacturer if the required packaging material has a QPL. Barrier materials that have QPLs are MIL-B-131, Classes 1 and 3, and MIL-PRF-81705D, Type 1. These items can be identified by the following packaging field values: PM = “31”, “32”, “33”, “41”, “42”, “43”, “44”, “45”, “51”, “52”, “53”, “54”, “55”, “AW”, “BD”, “DW”, “GX”; or UC = “B2”, “B3”, “B9”, “BL”, “BS” or “SD”. Sources for QPL material can be obtained by contacting 215-697-5842.

b. IMMEDIATE USE/INSTALLATION AND PART NUMBER…