N0017824R7000_RFP_Conformed Copy_04_23_2024.pdf

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until 12:00 AM local time 18 Jun 2024

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RATING PAGE OF PAGES

7. ISSUED BY

(Date)

IMPORTANT - Award will be made on this Form, or on Standard Form 26, or by other authorized official written notice.

Previous Edition is Unusable 33-134 STANDARD FORM 33 (REV. 9-97)

Prescribed by GSA FAR (48 CFR) 53.214(c)

1 54

(If other than Item 7)

15A. NAME 16. NAME AND TITLE OF PERSON AUTHORIZED TO

AND

ADDRESS

SIGN OFFER (Type or print)

OF

OFFEROR

AMENDMENT NO. DATE

15B. TELEPHONE NO (Include area code) 17. SIGNATURE15C. CHECK IF REMITTANCE ADDRESS

IS DIFFERENT FROM ABOVE - ENTER

SUCH ADDRESS IN SCHEDULE.

18. OFFER DATE

1. THIS CONTRACT IS A RATED ORDER

UNDER DPAS (15 CFR 700)

2. CONTRACT NO.

N00178 8. ADDRESS OFFER TO

See Item 7

9. Sealed offers in original and 0 copies for furnishing the supplies or services in the Schedule will be received at the place specified in Item 8, or if handcarried, in the depository located in

CAUTION - LATE Submissions, Modifications, and Withdrawals: See Section L, Provision No. 52.214-7 or 52.215-1. All offers are subject to all terms and

See Section L conditions contained in this solicitation.

10. FOR INFORMATION

CALL:

A. NAME (NO COLLECT CALLS)

SEAPORT-NXG PCO

11. TABLE OF CONTENTS

SOLICITATION/ CONTRACT FORM

SUPPLIES OR SERVICES AND PRICES/ COSTS

2 - 5

X I CONTRACT CLAUSES

DESCRIPTION/ SPECS./ WORK STATEMENT X

PACKAGING AND MARKING

6 - 18

J LIST OF ATTACHMENTS

INSPECTION AND ACCEPTANCE

DELIVERIES OR PERFORMANCE

K

REPRESENTATIONS, CERTIFICATIONS AND

OTHER STATEMENTS OF OFFERORS

CONTRACT ADMINISTRATION DATA 22 - 24 X

SPECIAL CONTRACT REQUIREMENTS

OFFER (Must be fully completed by offeror) 25 X M

L INSTRS., CONDS., AND NOTICES TO OFFERORS

EVALUATION FACTORS FOR AWARD

NOTE: Item 12 does not apply if the solicitation includes the provisions at 52.214-16, Minimum Bid Acceptance Period.

is inserted by the offeror) from the date for receipt of offers specified above, to furnish any or all items upon which prices are offered at the price set opposite each item, delivered at the designated point(s), within the time specified in the schedule.

13. DISCOUNT FOR PROMPT PAYMENT

(See Section I, Clause No. 52.232-8)

14. ACKNOWLEDGMENT OF AMENDMENTS

(The offeror acknowledges receipt of amendments

AMENDMENT NO. DATE

to the SOLICITATION for offerors and related documents numbered and dated):

FACILITY

12. In compliance with the above, the undersigned agrees, if this offer is accepted within calendar days (60 calendar days unless a different period

SOLICITATION, OFFER AND AWARD

X

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

PART I - THE SCHEDULE

26. NAME OF CONTRACTING OFFICER (Type or print) 27. UNITED STATES OF AMERICA 28. AWARD DATE

EMAIL:TEL: (Signature of Contracting Officer)

CODE CODE

B. TELEPHONE (Include area code) C. E-MAIL ADDRESS

AWARD (To be completed by Government)

19. ACCEPTED AS TO ITEMS NUMBERED 20. AMOUNT 21. ACCOUNTING AND APPROPRIATION

22. AUTHORITY FOR USING OTHER THAN FULL AND OPEN COMPETITION:

10 U.S.C. 2304(c)( ) 41 U.S.C. 253(c)( ) (4 copies unless otherwise specified)

23. SUBMIT INVOICES TO ADDRESS SHOWN IN ITEM

24. ADMINISTERED BY (If other than Item 7) CODE 25. PAYMENT WILL BE MADE BY CODE

PART IV - REPRESENTATIONS AND INSTRUCTIONS

PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACHMENTS

26 - 39

PART II - CONTRACT CLAUSES

NSWC, DAHLGREN DIVISION

17632 DAHLGREN RD

DAHLGREN VA 22448-5154

FAX:

TEL:

FAX:

TEL:

NOTE: In sealed bid solicitations "offer" and "offeror" mean "bid" and "bidder".

SOLICITATION

6. REQUISITION/PURCHASE NO.5. DATE ISSUED

09 Apr 2024

4. TYPE OF SOLICITATION

SEALED BID (IFB)

NEGOTIATED (RFP)

[ X ]

3. SOLICITATION NO.

N0017824R7000

Section B - Supplies or Services and Prices

SECTION B

Block 12: In accordance with 52.232-37 Multiple Payment Arrangements, the pay office is determined at the Task Order Level.

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

CONTRACT MINIMUM OBLIGATION

The minimum obligation guarantee for any awarded SeaPort NxG Multiple Award Contract (MAC) is $500.00 for the life of the contract, including any options. This $500.00 minimum obligation guarantee will be placed in reserved on a corresponding Task Order. When the minimum obligation guarantee is satisfied through subsequent placement of a competitively awarded task order, the Government has the unilateral right to de-obligate this funding placed in reserve.

The contract holder may not invoice for this amount until the end of the contract period of performance, including any options and not without the written consent of the Contracting Officer. The contract holder must submit their invoice within ninety (90) days of the end of the contract period.

MAXIMUM RATES

A. Maximum Pass Through Rate – Applicable to all Task Orders Types

The pass through rate is defined as the cumulative amount of the two elements listed below divided by the price paid to the Subcontractor or the vendor:

1) Any and all prime Contractor indirect costs applied to the price paid to the Subcontractor including, but not limited to: overhead, material handling charges, subcontract handling, G&A, burdens and mark-ups; and

2) Any and all prime Contractor profit or fee* applied to the price paid to the Subcontractor.

*For purposes of this contract, “fee” means “target fee” in cost-plus-incentive-fee type contracts, “base fee” in cost-plus-award-fee type contracts, or “fixed fee” in cost-plus-fixed-fee type contracts.

The prime Contractor agrees that the maximum pass-through rate charged against any labor CLIN under this contract shall not exceed 8.0 %.

For purposes of the maximum pass-through, any effort provided by a division, subsidiary or any other entity of the prime Contractor shall not be considered subcontracted effort and all fee/profit must be provided at the prime level subject to the limitations specified in this contract.

B. Maximum Profit/Fee Rate – Applicable to Cost Plus Fixed Fee CLINs Only

Contractor compliance with the maximum fee rate on CPFF CLINs is applicable at the time of task order award and is based on the ratio of fixed fee to the estimated cost. A proposed fee at the task order level that is higher than the maximum fee rate stated in the offeror’s base contract shall render the Contractor’s proposal unacceptable.

The Contractor agrees that the maximum fixed fee rate shall not exceed 8.0 %.

Fee becomes a fixed dollar amount at the time of task order award and is subject to the provisions of the Level of Effort clause of the task order. The maximum fee rate being proposed at the task order level by the prime Contractor shall flow down to all Subcontractors/consultants included as part of your (the Prime) proposal. For example, if the prime proposes 5% fee, then their subcontractor’s fee shall not exceed 5%.

C. Other Direct Costs and Travel

No fee is allowed on Other Direct Costs or Travel. Indirect cost elements such as G&A and material handling may be applied to ODCs (including travel) but may not include fee.

D. Escalation

A maximum escalation rate is NOT established at the MAC level. The prime Contractor shall propose escalation in accordance with limits established at the Task Order level.

ITEM NO SUPPLIES/SERVICES MAX

QUANTITY

UNIT UNIT PRICE MAX AMOUNT

5000 13,600 Each CLINs 5000-5999

FFP

Engineering, Technical and Programmatic Support Services *Each = # of FP Orders The maximum amount shall be $340,000,000 NOTE: The requirements in DFARS 252.211-7003, Item Identification and Valuation, are applicable for this line item. The contractor shall provide DoD unique identification or a DoD recognized unique identification equivalent.

FOB: Destination

PSC CD: R425

MAX

NET AMT

UNIT UNIT PRICE MAX AMOUNT

6000 13,600,000 Labor Hours

CLINs 6000-6999

CPFF

Engineering, Technical and Programmatic Support Services

CPFF/CPIF/CPAF

The maximum amount shall be $3,825,000,000 NOTE: The requirements in DFARS 252.211-7003, Item Identification and Valuation, are applicable for this line item. The contractor shall provide DoD unique identification or a DoD recognized unique identification equivalent.

NOTE: The requirements in DFARS 252.211-7003, Item Identification and Valuation, are applicable for this line item. The contractor shall provide DoD unique identification or a DoD recognized unique identification equivalent.

MAX COST

FIXED FEE

TOTAL MAX COST + FEE

UNIT UNIT PRICE MAX AMOUNT

7000 1 Lot CLINs 7000-7999

COST

Other Direct Costs (ODCs) Travel, Miscellaneous Materials, etc.

The maximum amount shall be $85,000,000.

NOTE: The requirements in DFARS 252.211-7003, Item Identification and Valuation, are applicable for this line item. The contractor shall provide DoD unique identification or a DoD recognized unique identification equivalent.

UNIT UNIT PRICE MAX AMOUNT

8000 1 Lot CLINs 8000-8999

COST

Not Separately Priced (NSP) Items Data - Contract Data Requirements List - to be delivered in accordance with DD Form 1423-1.

Section C - Descriptions and Specifications

STATEMENT OF WORK

C.1. SCOPE

In response to Task Orders issued under this contract by the Naval Sea Systems Command, Naval Information Warfare Systems Command, Naval Supply Systems Command, Military Sealift Command, Naval Facilities Systems Command, Office of Naval Research, Naval Air Systems Command, Strategic Systems Programs, or the United States Marine Corps, the Contractor shall provide services that potentially span the entire spectrum of mission areas and technical capabilities supported by the Department of the Navy (DON) ordering activities. Services within the two categories and twenty-three functional area subcategories identified below may be performed under this contract for new and existing product areas, programs, or missions, which are assigned to these activities during the life of the contract.

Services to be provided under this contract are categorized into the following categories:

1. Engineering Services

2. Program Management Services

This contract, known as SeaPort Next Generation (SeaPort NxG), does not allow for the direct procurement of supplies or hardware. Any material or products ordered shall be incidental and in direct support of performed services (for example, small scale testing equipment, prototypes, or spares.)

C.2. APPLICABLE DOCUMENTS

Applicable military specifications and standards that are listed in the issue of the Department of Defense Index of Specifications and Standards (DODISS), and current on the date of contract award, plus applicable industry standards, or any other program documents may be specified within the individual Task Order solicitations and awards that will be issued for performing specific tasks under this indefinite delivery indefinite quantity contract.

C.3. REQUIREMENTS

The Contractor shall provide qualified personnel, materials, facilities, equipment, test instrumentation, data collection and analysis, hardware and software, and other services that will support the DON in the execution of their overall organizational functions and the specific missions of the individual activities and ordering offices.

Categories to be supported under this contract are described in the sections below.

C.3.1. – Engineering Services

This category consists of supporting the application of engineering disciplines to technically support the research and development of new and existing Naval capabilities and systems, technically support development of significant alterations to existing systems, support integration and interface of existing equipment or software into different applications or platforms to support the warfighter, and support evaluation of foreign or non-developmental systems, equipment, and technologies. This category also includes all support required within the area of environmental engineering of U. S. Navy weapon systems and base related infrastructure. Functional areas that are included under the Engineering Services category include but are not limited to the following examples:

1. Engineering, System Engineering, and Safety and Process Engineering Support

2. Software Engineering, Development, Programming, and Network Support

3. In-Service Engineering, Fleet Introduction, Installation and Checkout and Provisioning Support

4. Measurement Facilities, Range, and Instrumentation Support

5. Interoperability, Test and Evaluation, Trials Support

6. Research and Development Support

7. Modeling, Simulation, Stimulation, and Analysis Support

8. Prototyping, Pre-Production, Model-Making, and Fabrication Support

9. System Design Documentation and Technical Data Support

10. Reliability, Maintainability, and Availability (OmRM&A) Support

11. Inactivation and Disposal Support

12. Biochemical Engineering Support

C.3.2. – Program Management Services

This category consists of applying the business, financial management, and technical disciplines required to support planning, organizing, staffing, controlling, and leading team efforts in managing acquisition programs such that the result places a capable and supportable system in the hands of the warfighter when and where it is needed, and does so at an affordable price. This category represents an integration of a complex system of differing but related functional disciplines that must work together to achieve program goals through development, production, deployment, operations, support, and disposal.

This category also consists of providing information system software analysis, requirements definition, design, development, test, modification, installation, implementation, quality assurance, training, and documentation to meet the evolving data storage and reporting needs of programs, analyze existing IT and IS databases, web sites, and IT applications and recommending new or improved interfaces and improved management tools that meet new requirements, or improve management effectiveness and efficiency. Performing maintenance and technical support for Local Area Networks (LAN) and Wide Area Networks (WAN) that are outside the cognizance of the Navy Marine Corps Intranet (NMCI). Modifying, implementing and maintaining web-based information systems and links. Developing web-site structure, prepare documentation for population, implement and maintain web sites.

Conduct IA analyses, develop, recommend, and implement, monitor, update, and maintain, IA practices, procedures, equipment, algorithms, and hardware that are outside the cognizance of NMCI. This category also provides systems engineering and technical support for establishment, test, upgrade, and operational support of systems, networks, workstations and support equipment hardware and software that are outside the cognizance of NMCI. Functional areas that are included under the Program Management Services category include but are not limited to the following examples:

1. Financial Analysis and Budget Support

2. Quality Assurance (QA) Support

3. Functional and Direct Programmatic Administrative Support

4. Professional Development and Training Support

5. Analytical and Organizational Assessment Support

6. Database Administrators

7. Public Affairs and Multimedia Support

8. Logistics Support

9. Configuration Management (CM) Support

10. Information System (IS) Development, Information Assurance (IA), and Information Technology (IT) Support

11. Computer Systems Analysts

C.4. SECURITY, DD254s, AND FACILITY/PERSONNEL CLEARANCES

Security requirements and Contract Security Classification Specifications (DD Form 254s) will be identified at the Task Order level. Work at the Task Order level may involve access to, handling of, and generation of classified material. The Contractor shall (1) be responsible for all security aspects of the work performed under this contract,

(2) assure compliance with all DoD and U.S. Navy specific regulations regarding security, and (3) assure compliance with any written instructions from the Security Officers of the activity issuing Task Orders under this contract. When applicable, a DD Form 254 will be prepared by the ordering activity and issued with the Task Order. If the work being performed under the Task Order would require access to Government Information Technology Systems, then an applicable clause will be included at the Task Order level.

A Facility Clearance is an administrative determination that a company is eligible for access to classified information; Personnel Clearances are for individuals. The National Industrial Security Program Operating Manual

(NISPOM) 32 CFR § 117 governs the Facility Clearance process and procedures and requires that Contractors be sponsored by a Government Contracting Agency OR a cleared contractor AND have a legitimate need to have access to classified materials. eCFR :: 32 CFR Part 117 -- National Industrial Security Program Operating Manual

(NISPOM)

There is no work at the MAC level; therefore, the MAC Contracting Officer has no requirement upon which to base sponsorship for a facility clearance. A Facility Clearance is not a requirement to obtain a MAC, however, Task Orders placed under this IDIQ may require a facility clearance or personnel to maintain personal clearances. Sponsorship must be initiated by the Task Order Contracting Office OR by a cleared SeaPort Prime in the case of a subcontractor as performance requirements are held at the Task Order level, not the MAC level. Sponsorship can begin as soon as the Task Order Contracting Office has determined the contract awardee. Contractors can work with the Task Order Contracting Office or Local Deputy of Small Business on solicitation requirements that allow for clearances of Primes or subcontractors to be sponsored post award or to provide transition periods for clearances.

C.5. MERGERS, ACQUISITIONS, NOVATIONS, AND CHANGE-OF-NAME AGREEMENTS

In accordance with 41 U.S.C 6305, a party to whom the Federal Government gives a contract or order may not transfer the contract or order, or any interest in the contract or order, to another party. The Government may, when in its interest, recognize a third party as the successor in interest to a Government contract (FAR Subpart 42.1204(a)), when the third party’s interest arises out of the transfer of:

1. All the contractor’s assets;

2. The entire portion of the assets involved in performing the contract such as,

a. Sale of these assets with a provision for assuming liabilities;

b. Transfer of these assets incident to a merger or corporate consolidation; and

c. Incorporation of a proprietorship or partnership or formation of a partnership.

In these situations, the Contractor shall submit a novation request within five (5) business days to their cognizant Defense Contract Management Agency (DCMA) Contracting Officer for processing.

In the case of an acquisition whereby the transferor holds a SeaPort MAC but is not currently performing work on a Task Order under that MAC, the SeaPort Contracting Officer will not recognize a successor in interest. Such situations are not considered in the best interest of the Government as proper vetting and fair opportunity have not occurred. A novation must include the SeaPort NxG MAC and all task orders awarded under that MAC. SeaPort will not novate individual task orders separate from the SeaPort NxG MAC itself.

If a Contractor merges, is acquired, or recognizes a successor in interest (transferee) to Government contracts when Contractor assets are transferred; OR recognizes a change in a Contractor’s name; OR executes novation agreements and change-of-name agreements, then the Contractor must notify the SeaPort NxG MAC PCO and provide a copy of the novation or any other agreement that changes the status of the Contractor, including the new UEI/CAGE code numbers within thirty (30) days. The Contractor must also recertify its size status to the SeaPort MAC PCO within thirty (30) days of an approved contract novation. The Contractor may not submit Task Order proposals under the new company name until a Contract Modification has made the change effective.

The Contractor, either through its parent, affiliates, subsidiaries, business units, etc. is permitted to hold one SeaPort NxG MAC in total. The MAC is not a tangible item and may not be sold. If two or more MACs are acquired by a single SeaPort NxG awardee either via a merger or acquisition, the successor in interest will recognize only one existing SeaPort NxG MAC (See Section C.10.2). All Task Orders awarded under the acquired MAC shall be novated to the successor in interest (transferee) and the transferor’s MAC shall be terminated for convenience at no cost to the Government.

If a Contractor has legally changed its business name, “doing business as” name, or division name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in FAR Subpart 42.12, then the

Contractor shall provide the SeaPort MAC Contracting Officer, within five (5) business days, sufficient documentation to support the legally changed name with written notification of its intention to:

1. Change the name in the SAM database;

2. Comply with the requirements of Subpart 42.12; and

3. Agree in writing to the timeline and procedures specified by the responsible Contracting Officer.

Any change to the status of the SeaPort NxG awardee does not alleviate the contractual responsibilities including but not limited to:

Complete documentation of previous Task Orders for purposes of audit;

Assumption of all unresolved expired Task Orders that were not closed out;

Acceptance of the previously negotiated acquired contract pricing;

Approval of the minimum SeaPort NxG Small Business Subcontract socio-economic goals.

Request for novation modifications will not be processed within one hundred twenty (120) days of MAC option exercise dates.

C.6. GOVERNMENT-FURNISHED PROPERTY

During performance of task orders, both equipment or material used during performance may be considered GFP and subject to FAR 52.245-1, Government Property, FAR 52.245-9, Use and Charges, DFARS 252.245-7003, Contractor Property Management Systems Administration, 252.245-7005, Management and Reporting of Government Property and PGI 245.103-72.

Any Government furnished information, material, and equipment will be specified in the individual Task Orders and processed in accordance with PGI 245.103-72.

Government Furnished Property (GFP) is defined as property in the possession of or acquired by the Government and subsequently furnished to the Contractor for performance of a contract. It consists of both equipment and material (GFE & GFM) and includes items like spares and property furnished for repair, maintenance, overhaul, or modification. It can be items taken or requisitioned from Government inventory or purchased by the Government specifically to be provided on a contract.

Contractor Acquired Property (CAP) is property purchased or fabricated by a Contractor for use on a contract to which the Government has title but has not performed receipt and acceptance. CAP is usually generated on Cost Type contracts where the Government has title to property that is fabricated or purchased for use on the contract.

GFP also includes Contractor-acquired property if the Contractor-acquired property is a deliverable under a cost contract that has been accepted by the Government for continued use under that contract or a future contract

All Government furnished information is the property of the U.S. Government and shall not be transferred to any individual or agency public or private without the express written approval of the Task Order Contracting Officer.

C.7. PORTAL ACCESS AND CONTRACTOR RESPONSIBILITY REGARDING PORTAL ACCOUNTS

C.7.1. - General

The administration of this contract and all Task Order (TO) solicitations, proposal submissions, awards, and TO administration will entail the use of the SeaPort NxG web-based portal. Access to the portal shall be granted to MAC awardees and authorized account holders only. Account access shall be granted after successful c award of the MAC contract. A SeaPort NxG Vendor Concept of Operations (CONOPs) and Functional User Guide will be available after award via the “Help Link”. This document will provide detailed processes of portal and Task Order solicitation, award, and administration processes as well as specific information on portal access and security requirements.

Potential SeaPort MAC Prime vendors will be provided an opportunity to register for initial SeaPort NxG accounts only during the Rolling Admissions process. The requested information includes but may not be limited to, team member name, address, CAGE, UEI, POC name, POC email address, POC phone number, Business Size, and Socio-Economic designations. All information entered at the registration site shall be consistent with the MAC holder's information contained on their SAM registration (company name (including DBA name if used), physical address, CAGE and UEI codes, etc.) MAC holders shall also complete their initial teaming requests during the Rolling Admissions registration process. MAC holders will not be able view or submit proposals against any Task Order solicitation opportunities until registration is completed successfully and a MAC award is finalized.

C.7.2. - Consent

The Contractor agrees that use of the portal is to be considered authorization to allow the Contractor retained for the purpose of operating and maintaining the portal, currently Octo Consulting, and IBM Company, access to any data submitted (including cost and pricing data, data the Contractor might otherwise consider proprietary, personally identifiable information and data that meets the definition of “trade secret” as used in the context of 18 USC 1905). The consent to access that is to be inferred for the use of the portal shall also be granted by any Subcontractor or team member who makes direct submission of information to the Government. The Government shall consider submission of data via the portal to be consent to access only by the portal administration Contractor and Government personnel. The information is protected and restricted from disclosure.

C.7.3. - Electronic Signatures

The SeaPort Portal is accessible through the NAVSEA professional support services web site (www.seaport.navy.mil). SeaPort establishes a system of electronic signatures, transactions, contracts, and records in accordance with 27 CFR § 73.

Only authorized persons are permitted to engage in legally binding electronic activities, such as signing/submitting a proposal, and signing/awarding the Task Order. The SeaPort system requires user accounts having predetermined authority requirements (i.e., authority to legally bind the user's organization), and having username and password controls. Contractors shall only have access to the contractor side of the portal. The Contractor shall identify at least one employee, and alternate employees, having the authority to sign legally binding documents, including proposals, on behalf of the Contractor. Task Order Contracting Officers authorized to sign and award legally binding TO shall be identified.

The authorized user is required to confirm the intention to engage in any legally binding electronic action. The SeaPort Portal will display a notice that the user has requested a legally binding activity and shall require an affirmative/confirming response before the system will permit the requested action. The affirmative/confirming response serves as the electronic signature event.

Once the information related to a legally binding event is stored by the system, that information (i) cannot be altered or modified in any way by any user--including the authorized user who initiated and confirmed the action; and (ii) remains accessible and retrievable by the parties throughout the records retention period required by law.

C.7.4. – Browser Requirements

SeaPort NxG MAC awardees and their registered team members are advised to access the SeaPort NxG portal through the Google Chrome web browser for optimal utilization. It is also recommended that users do not have multiple web browsers open while accessing the SeaPort NxG portal.

C.7.5. - Portal Account Responsibility

It is the responsibility of the Contractor to maintain active account(s) in the SeaPort NxG portal to be able to receive all notices and modifications. Account holders are required to log in to the portal at least once every thirty (30) days or their accounts will become inactive. Inactive accounts do not receive notices from the portal including requests for information, solicitation release notices, award notices, bilateral modification notices and other communications. The portal is the sole method the Government utilizes to correspond with MAC holders so it is imperative that all the respective account holders maintain active accounts. Contractors are strongly advised to appoint more than one system administrator charged with the responsibility for activating individual accounts, deactivating accounts for individuals who have left the employ of the Contractor, moved to other positions/individuals no longer needing access. The SeaPort NxG helpdesk shall only be utilized for assistance in instances where the Contractor system administrator has left the position or employ of the Contractor. A Contractor’s system administrator can only be changed by the SeaPort NxG helpdesk. The SeaPort NxG helpdesk email address is: usn.ncr.comnavseasyscomdc.mbx.SeaPort-support@us.navy.mil

C.7.6 – Privacy Sensitive or Personally Identifiable Information (PII)

No Privacy Sensitive or Personally Identifiable Information (PII) may be stored within the SeaPort portal. The submission of PII shall not be required in solicitations, including PII contained in resumes, staffing plans, payroll screen shots (SSN, home address, etc.). All PII must be redacted prior to submittal. Solicitations shall advise contractors, both prime and subcontractors, that they shall not include any PII in their proposal submittal. If PII is inadvertently provided, it shall be properly redacted before uploading into the Government side of the portal.

C.8. TASK ORDER PROCESS

C.8.1. - General

One or more Task Orders (TOs) may be issued during the performance period of this contract. All Task Orders are competitively solicited in the SeaPort Portal. There is no direct ordering or sole source. The Contractor agrees to accept and perform orders issued by the Task Order Contracting Officer within the scope of this agreement. It is understood and agreed that the Government has no obligation to issue any orders except the minimum order.

In the event of any inconsistency between any Task Order and the contract, the contract shall control. In accordance with the Federal Acquisition Streamlining Act (FASA) and FAR 16.505(b), the Task Order Contracting Officer will give all awardees a "fair opportunity" to be considered for each order.

C.8.2. - Competitive Ordering Process

1. Pre solicitation and solicitation: All SeaPort Requests for Information (RFIs) or solicitations are issued through the SeaPort portal. All active MAC holders will receive notification of the posting of each proposed Task Order at the time a proposed Task Order is posted to the SeaPort Portal. All proposed Task Orders will incorporate all terms of the IDIQ contract unless otherwise specified in the proposed Task Order. In addition, the proposed Task Order will include:

a. All known information including Sections B through H of the Task Order (Line Items, statement of work or objectives, packaging and marking information, data rights, inspection and acceptance of the services, period of performance, security, Government property/information to be provided and other relevant information.)

b. The means and time for the MAC holders to respond expressing interest and providing appropriate information.

c. Specific instructions for the means of responding to the Task Order request, including but not limited to, oral interviews, reverse auctions, written responses summarizing technical and price approaches, submission of proposals, the selection criteria factors, the factors’ order of importance and other information deemed appropriate.

d. Any Set-Aside restrictions.

2. Restricted Competition: During the Fair Opportunity Process the Government may conduct unrestricted competition or elect to restrict competition for the following set-asides: Small Businesses, Service-Disabled Veteran Owned Small Businesses (SDVOSB), Women-Owned Small Businesses (WOSB), Small Disadvantaged Business

(SDB) 8(a) Businesses, or HubZone Businesses. The Task Order solicitation will notify offerors of the restricted competition decision.

To be eligible as a Small Business, Service-Disabled Veteran Owned Small Business (SDVOSB), Women-Owned Small Business (WOSB), Small Disadvantaged Business (SDB) 8(a) Business, or HubZone Business during the competitive ordering process, the Offeror must have that status at the time of Task Order proposal submission. The basis for verification of the applicable status is the offeror's System for Award Management (SAM) certification under NAICS 541330 with the $47M exception for military and aerospace equipment and military weapons.

For Task Order solicitations with competition restricted for Small Business, Service-Disabled Veteran Owned Small Business (SDVOSB), Women-Owned Small Business (WOSB), Small Disadvantaged Business (SDB) 8(a) Business, or HubZone Business, the Prime Contractor will not pay more than 50 percent of the amount paid by the Government for contract performance to subcontractors that are not similarly situated entities. A similarly situated entity is defined as one with the same small business program status as the prime contractor that qualifies for the award (See FAR 52.219-14 Dev 2021-O0008).

3. Responses: Awardees will be provided an adequate time to prepare and submit responses based on the estimated dollar value and complexity of the proposed Task Order. The due date shall be set forth in each proposed Task Order. Responses will be streamlined and succinct to the extent practical based on the dollar value and complexity of the work. All proposals, including those offered by the Prime contractor and their subcontracts, shall be submitted exclusively through the SeaPort Portal. Responses will not be a proposal as defined in FAR 15, but only sufficient information to be considered in accordance with FAR 16.

4. Evaluation: The ordering activity issuing the solicitation will evaluate responses against selection criteria contained in the proposed Task Order. Individual Task Order selection criteria will be included in particular Task Order solicitation. The weight of factors (if applicable) will be identified in a Task Order solicitation. Upon completion of evaluations, the PCO will issue a Task Order to the awardee whose proposal is most advantageous to the Government under the selection criteria set forth in the Task Order. The Task Order Contracting Officer will notify the IDIQ holders of the selection decision.

5. Electronic Offer/Proposal: Submission of a proposal by an Offeror within the SeaPort portal constitutes the formal offer by the Offeror. In the event that the SeaPort system is not operational or accessible due to system outages outside of the Offeror’s control, the Offeror shall notify the Task Order Contracting Officer immediately, and no less than twenty-four (24) hours prior to the closing date and time of the solicitation. Offerors shall also contact the SeaPort NxG helpdesk to register a help ticket/notice that the portal is down or inoperable. If operational or accessibility issues continue, the Offeror may arrange with the Task Order Contracting Officer to make an alternative submission of its proposal, which must be received prior to the solicitation closing date and time. Scenarios considered within the Offeror’s control are, but not limited to password expiration, multiple open browsers, security timeouts, and failure to save and submit all required information prior to the closing time and date.

C.8.3. - Task Order Types

Each individual Task Order may be cost reimbursable, fixed price (FP), or any combination of the two. Neither Time and Material nor undefinitized orders are authorized under SeaPort. All Task Orders shall be issued electronically via the SeaPort Portal.

Task Orders issued shall be primarily for services. At no time shall Task Orders be solicited for material that exceeds 50% of the labor value.

C.8.4. - Unauthorized Work

The Contractor is not authorized to commence task performance prior to issuance of a signed Task Order or signed authorization from the Task Order Contracting Officer.

C.8.5. - Task Funding Restrictions

Task Orders shall either be funded at the time of award or awarded under the authority provided within Section I Clause 52.232-18, entitled, “Availability of Funds”.

C.8.6. – Task Order Ordering Period

Orders may be issued by any Contracting Officer from Naval Sea Systems Command, Naval Information Warfare Systems Command, Naval Supply Systems Command, Military Sealift Command, Naval Facilities Systems Command, Office of Naval Research, Naval Air Systems Command, Strategic Systems Programs, or the United States Marine Corps, from contract award through the end of the ordering period, specified in Section F. The period of performance for a Task Order can be up to 5 years. Any exception must be appropriately documented and approved by the Task Order Contracting Officer.

C.8.7. - Ombudsman Description.

SeaPort Ombudsman information can be found at 52.216-32 Task Order and Delivery Order Ombudsman located in full text in Section I.

In accordance FAR 16.505(a)(10)(i), no protest under subpart 33.1 is authorized in connection with the issuance or proposed issuance of an order under a task-order contract or delivery-order contract, except—

(A) A protest on the grounds that the order increases the scope, period, or maximum value of the contract;

or

(B) (1) For agencies other than DoD, NASA, and the Coast Guard, a protest of an order valued in excess of $10 million ( 41 U.S.C. 4106(f)); or

(2) For DoD, NASA, or the Coast Guard, a protest of an order valued in excess of $25 million ( 10 U.S.C. 2304c(e)).

An Ombudsman is available to the Contractor to assist in the resolution of complaints arising under the issuance of any Task Order under this SeaPort NxG MAC. The primary responsibility of the Ombudsman is to ensure that all contractors are afforded a fair opportunity to be considered in the award of orders, consistent with the procedures in the contract, the Fair Opportunity procedures in FAR 16.505(b) and small business regulations. Additionally, the Ombudsman is established to assist in Alternative Dispute Resolution, by serving as a neutral third party to hear general concerns of contractors related to the SeaPort procurement process.

Before consulting with the Ombudsman, Contractors are encouraged to first address complaints with the Task Order Contracting Officer for resolution. Contractors shall be advised to submit the complaint in writing and at a minimum, Contractors should provide the Ombudsman with the solicitation number, the name of the Issuing Office and Task Order PCO, as well as a description of the complaint. If the complaint cannot be resolved with the Task Order PCO, the complaint will then be elevated to the cognizant Issuing Office Chief of Contracting. Should resolution not be achieved with the PCO or Issuing Office Chief of Contracting, then cognizance for resolution would reside with the Agency task Order Ombudsman.

Contractors shall file complaints with the cognizant Task Order Contracting Officer within 10 days from the issuance of the solicitation or Task Order award at issue in the complaint.

C.8.8. - Ordering Authority

All warranted Contracting Officers from the Naval Sea Systems Command, Naval Information Warfare Systems Command, Naval Supply Systems Command, Military Sealift Command, Naval Facilities Systems Command, Office of Naval Research, Naval Air Systems Command, Strategic Systems Programs, or the United States Marine Corps are authorized to place order under this IDIQ contract, using the electronic SeaPort portal.

C.8.9. – Service Contract Reporting

Services Contract Reporting (SCR) requirements may apply to Task Orders awarded under this MAC in accordance with FAR 52.204.14 Service Contract Reporting Requirements. The contractor shall report required SCR data fields using the SCR section of the System for Award Management (SAM) at https://sam.gov/SAM/.

Reporting inputs will be for the labor executed during the period of performance during each Government fiscal year (FY), which runs October 1 through September 30. While inputs may be reported any time during the FY, all data shall be reported no later than October 31 of each calendar year. Contractors may direct questions to the help desk, linked at https://sam.gov/SAM/.

C.9 TEAMING AND SUBCONTRACTING

C.9.1. - Definitions

“Prime” contractor means that the Contractor has privity-of-contract with the Government for all contractual obligations under a mutually binding legal relationship with the Government. In other words, when the Government awards a contract to a contractor, the Contractor is considered the “Prime” contractor.

“Team member” is a term applied only at the MAC level. Team members are established for use in Task Order electronic proposal submissions. Team members are not legally binding; their inclusion at the MAC level is to set up electronic relationships for use as potential subcontractors in Task Order performance. Team members do not need to have a subcontract agreement with the Prime at time of Team member requests.

The term “Subcontractor” is when a Prime contractor awards a contract to another contractor. The term is applied at the Task Order level.

Team members and subcontractors do not have to hold a MAC contract in order to perform tasking under SeaPort orders. They must however, hold active registrations in SAM.

C.9.2. - Subcontracting Plan

Large Business Offerors must subcontract at least 20% of the total planned subcontracted dollars under the MAC (not per Task Order) to small businesses. The 20% subcontracted effort must be comprised of meaningful work under the statement of work within the Task Orders. In achieving the 20% requirement, the following specific minimum requirements must be met:

5% of the total planned subcontracted dollars under the contract (not per Task Order) to Small Disadvantaged Businesses, 5% of the total planned subcontracted dollars under the contract (not per Task Order) to Women- Owned Small Businesses, 3% of the total planned subcontracted dollars under the contract (not per Task Order) to Hub- Zones, 3% of the total planned subcontracted dollars under the contract (not per Task Order) to Service Disabled Veteran owned Small Business concerns

In accordance with FAR Part 19, Large Businesses are required to submit a subcontracting plan which contains the above goals.

Task Order solicitations may further require subcontracting requirements other than the mandated 20% at the MAC level.

C.9.3. - SeaPort Portal Subcontract Reporting:

All SeaPort Prime MAC holders (large and small businesses) are required to report actual subcontracting data twice per year for each Task Order in the SeaPort portal. When the reporting period opens – between April 1- May 15 and again between October 1 - November 15, Prime MAC holders will receive an emailed link that will provide access to the portal in order to input actual subcontract performance data. Actuals are required ONLY for the active task order that have a response status due.

In addition to reporting subcontracting data in the SeaPort portal, all Large Business Prime MAC holders are required to report subcontracting data semi-annually in the Electronic Subcontracting Reporting System (ESRS) for periods ending March 31 and September 30. Reporting is required whether actual Task Orders awards have been received or not. The reporting in ESRS will take the place of the SF 294 and SF 295. For information on ESRS reporting, please go to https://www.esrs.gov/. Task Order subcontracting information is not reported individually in the ESRS.

Small business prime contractors are required to report actual subcontracting information in the SeaPort portal in order to ensure compliance with the requirement that small business prime contractors, or with similarly situated subcontractors, perform more than 50% of the effort under a small business set-aside procurement (Reference FAR 52.219-14).

Small business prime contractors are NOT required to enter information in ESRS.

SeaPort NxG MAC holders are also required to report annually, by October 31, at https://www.sam.gov, in accordance with DFARs 252.204-7023 (incorporated in full text in Section I herein).

C.10. AFFILIATES RULE

C.10.1 - Definitions

“Affiliates” are business concerns that are affiliates of each other if, directly or indirectly, either one controls or has the power to control the other, or another concern controls or has the power to control both. Affiliates are encouraged to determine amongst themselves which entity will hold the MAC as the Prime for bidding purposes.

“Company” includes affiliates and business units as defined in FAR 2.101.

“Division” is a separate business unit of a company representing a specific business function.

“Subsidiary” means an entity in which more than 50 percent of the entity is owned directly by a parent corporation;

or through another subsidiary of a parent corporation.

C.10.2. - One Prime Contract Per Company

The Contractor, either through its parent, affiliates, subsidiaries, business units, etc. is permitted to hold one SeaPort NxG MAC in total. This rule does not prevent an affiliated company from being able to participate in SeaPort NxG on opportunities for which they are eligible. Any proposal submitted in response to a Task Order solicitation should be submitted in the portal through the account of the Prime MAC holder and the proposal should clearly identify the affiliate as the prime. Contractors are cautioned that the Prime MAC holder is the authorized and binding authority in any Task Order award. All payment information and CPARS ratings will flow through the Prime MAC holders and although the affiliate may hold a different size status/representation, the size and representations of the Prime MAC holder is what governs.

Affiliates must decide who will be the NxG Prime MAC holder and all other affiliates would then become subcontractors to that Prime MAC holder, even in the case of the subcontractor/affiliate performing 100% of the work. A Prime MAC holder may novate their SeaPort NxG contract to an affiliate through their cognizant DCMA office; however, it must be novated in its entirety - the base MAC contract AND any awarded Task Orders. Upon novation, the SeaPort NxG MAC contract would then maintain the size status or socio-economic status of the official Prime MAC holder.

C.10.3 – Joint Ventures (JVs)

A Joint Venture and individual partners in the Joint Venture can only hold one SeaPort NxG MAC. If one partner of the Joint Venture holds a Prime MAC contract, then the Joint Venture entity cannot also hold a subsequent Prime MAC contract. Members of the Joint Venture must decide which – the Joint Venture or the individual partner -would be the Prime MAC holder.

Contractors are cautioned that if a Joint Venture holds a SeaPort NxG MAC and that Joint Venture relationship dissolves, the MAC does not automatically transfer to one of the remaining partners. A novation agreement must be processed through the cognizant DCMA office.

C.11. ROLLING ADMISSION

The Navy may periodically decide to expand the existing SeaPort Next Generation Multiple Award Contracts. This expansion would take place during the Rolling Admissions process.

The MAC Contracting Officer located at NSWC Dahlgren is responsible for conducting Rolling Admissions and SeaPort NxG MAC administration.

C.12 CONTRACTOR SIZE STATUS

Size status of the MACs shall reflect either Small Business or other than Small Business (Large Business) under NAICS 541330 – with the $47M exception for military and aerospace equipment & military weapons. Contractors will certify their size status at the MAC award and will be required to recertify at the five-year Option renewal.

SeaPort NxG prime MAC holder must recertify their size statues when it merges with, or is bought by, another company. In such situations, the prime MAC holder must notify the MAC Contracting officer within five (5) business days.

Representations of Small Business, SDVOSB, WOSB, 8(a) and HUBZone shall be verified for award eligibility in set-asides at the Task Order level. SeaPort NxG prime MAC holders participating in the 8(a) program shall notify the MAC PCO upon graduation from the program as the MACs themselves were not specifically set-aside for 8(a) vendors. Upon notification, the MAC PCO will execute a modification to the MAC updating the prime MAC holders socio-economic designation.

C.13 ORGANIZATIONAL CONFLICT OF INTEREST

(a) "Organizational Conflict of Interest" means that because of other activities or relationships with other persons, a person is unable or potentially unable to render impartial assistance or advice to the Government, or the person's objectivity in performing the contract work is or might be otherwise impaired, or a person has an unfair competitive advantage. "Person" as used herein includes Corporations, Partnerships, Joint Ventures, and other business enterprises.

(b) The Contractor warrants that to the best of its knowledge and belief, and except as otherwise set forth in the contract, the Contractor does not have any organizational conflict of interest(s) as defined in paragraph (a).

(c) It is recognized that the effort to be performed by the Contractor under this contract may create a potential organizational conflict of interest on the…