N61339-09-R-0016_FTSSIII_Official RFP.doc

Section B - Supplies or Services and Prices

SECTION B

THIS SOLICITATION PROCUREMENT VEHICLE COVERS TWO SEPARATE PROCUREMENTS. ONE IS A FULL AND OPEN PROCUREMENT. THE OTHER PROCUREMENT IS A SMALL BUSINESS SET-ASIDE. THE GOVERNMENT IS CONDUCTING TWO SEPARATE COMPETITIONS, AND TWO MULTIPLE-AWARD CONTRACTS WILL BE AWARDED. THE MULTIPLE AWARD CONTRACTS (MAC) TO BE AWARDED FROM THIS SOLICITATION WILL BE TWO SEPARATE INDEFINITE DELIVERY/INDEFINITE QUANTITY TYPE CONTRACTS WITH THE ORDERING PERIOD AS SET FORTH IN SECTION F OF THIS SOLICITATION. THE TERMS, CONDITIONS AND REQUIRMENTS HEREIN APPLY TO EACH MAC SEPARATELY UNLESS OTHERWISE STATED.

The Unrestricted MAC Not-to-Exceed Ceiling Amount

$900,000,000.00

The Small Business Set Aside MAC Not-to-Exceed Ceiling Amount $80,000,000.00

Offerors shall not provide pricing for any CLINs identified below. All pricing shall be included in individual Task Orders using the Price Breakout Worksheets, Attachment E-2C PBW-1 (Unrestricted MAC) and Attachment NASTP PBW-1 (Small Business Set-Aside MAC).

FTSS III

Base Ordering Period

FOB: Destination

FTSS III

Optional Ordering Period 1

FTSS III

Optional Ordering Period 2

FTSS III

Optional Ordering Period 3

B.1.

ACRONYMNS

The following definitions are provided for acronyms/symbols that may be used in this document:

ACE

Aircraft Common Equipment

ACO

Administrative Contracting Officer

ACOR

Alternate Contracting Officer Representative

ACRN

Accounting Classification Reference Number

AMSDL

Acquisition Management System and Data Requirements Control List

AMT

Amount

ANC

Alaska Native Corporation

APM

Aviation Program Manager

CAGE

Commercial and Government Entity

CBA

Collective Bargaining Agreement

CCR

Central Contractor Registration

CDRL

Contract Data Requirements List (DD Form 1423)

CD-ROM

Compact Disc – Read-Only Memory

CIS

Contract Instruction Services

CLIN

Contract Line Item Number

CMS

Contractor Maintenance and Services

COMS

Contractor Operation and Maintenance Services

COR

Contracting Officer’s Representative

CPARS

Contractor Performance Assessment Reporting System

CPFF

Cost plus fixed fee

CPF

Contractor Performance Factor

CPR

Cardio-Pulmonary Resuscitation

CS

Contract Specialist

CSD

Contract Start Date

CTT

Contracted Training Time

DIDs

Data Item Descriptions

DOD

Department of Defense

DODAAC

Department of Defense Address Activity Code

DOL

Department of Labor

DON

Department of Navy

DUNS

Data Universal Numbering System

EST

Estimated

EST

Eastern Standard Time

FAR

Federal Acquisition Regulation

FFP

Firm Fixed Price

FMS

Foreign Military Sales

FTSS

Fielded Training Systems Support

FTR

Federal Travel Regulations

FY

Fiscal Year

G&A

General and Administrative

GFP

Government Furnished Property

HR

Hour

HPD

Hours per day

HPW

Hours per week

HUBZones Historically Underutilized Business Zones

IA

Information Assurance

IAW

In Accordance With

IDV

Indefinite Delivery Vehicle

ID/IQC

Indefinite Delivery/Indefinite Quantity Contract

IPT

Integrated Procurement Team

ISD

Instructional Systems Development

ISEO

In-Service Engineering Office

IT

Information Technology

JTR

Joint Travel Regulation

LH

Labor hour

LO

Lot

MAC

Multiple Award Contract

MCAF

Marine Corps Air Facility

MCAS

Marine Corps Air Station

MEW

Model Evaluation Worksheet

MSH

Maintenance Support Hours

MO

Month

MOB

Mobilization

MSD

Mobilization Start Date

MSDS

Material Safety Data Sheet

MTBR/F

Mean Time Between Repair/Failure

N/A

Not Applicable

NAICS

North American Industry Classification System

NAF

Naval Air Facility

NAS

Naval Air Station

NAVAIR

Naval Air Systems Command

NAVICP

Naval Inventory Control Point

NAWCTSD

Naval Air Warfare Center Training Systems Division

NBVC

Naval Base Ventura County

NMCI

Navy Marine Corps Intranet

NDI

Non-developmental item

NRLB

National Labor Relations Board

NS

Naval Station

NSP

Not Separately Priced

NTE

Not to Exceed

OAWR

Over and Above Work Request

OCI

Organizational conflict of interest

O&M

Operations and Maintenance

OEM

Original Equipment Manufacturer

OFCCP

Office of Federal Contract Compliance Programs

OHPD

Operational Hours Per Day

QASP

Quality Assurance Surveillance Plan

QTR

Quarter

PCO

Procurement Contracting Officer

PG

Page

PM

Preventative Maintenance

PM

Program Manager

PMF

Preventative Maintenance Factor

PMI

Preventative Maintenance Inspection

PMS

Preventative Maintenance System/Schedule

POC

Point of Contact

PRST

Performance Requirements Summary Table

PST

Pacific Standard Time

PT

Premium Time

QA

Quality Assurance

QTY

Quantity

REQ

Required

RFI

Ready For Issue

RFP

Request for Proposal

RPRT

Report

RRCR

Repair/replacement cost request

S/N

Serial Number

SAAR

Systems Authorization Access Request

SBA

Small Business Administration

SBC

Small Business Concern

SCA

Service Contract Act

SE

Systems Engineering

SLIN

Sub-contract Line Item Number

SOW

Statement of Work

TBD

To Be Determined

TBN

To Be Negotiated (For Purposes of the Basic Contract)

TD

Technical Directive

TDR

Training Device Relocation

TDV

Technical Data Verification

TECH

Technician

T&M

Time-and-Material

TO

Task Order

TRNR

Trainer

TSDM

Training System Device Modifications

TSM

Training Systems Management

UDIDs

Unique Data Item Descriptions

UIC

Unit Identification Code

WAWF

Wide Area Work Flow

WD

Wage Determination

5252.211-9504 LEVEL OF EFFORT (TIME-AND-MATERIALS AND LABOR-HOUR CONTRACTS) (NAVAIR) (NOV 1999)

(This is applicable to task orders with Premium Time and Additional Instruction requirements.)

(a) Task orders shall establish an anticipated level of effort (projected man-hours) for each CLIN or SLIN and a Ceiling Price for that task order. The ceiling price shall be the sum of: (1) the projected prime Contractor hours multiplied by the appropriate hourly rates prescribed in the schedule; and (2) the estimated amount of materials priced in accordance with the clause entitled, Payments Under Time-and-Materials and Labor-Hour Contracts, including estimated subcontract costs calculated in the same manner as the prime Contractor using the subcontract price schedules.

(b) The Contractor may use any combination of hours of labor categories listed in any single task order, if necessary to perform that task order. Labor categories not shown may not be used without a task order modification. The Contractor may use any combination of prime Contractor labor, subcontractor labor, and other material expense in accomplishing the statement of work within the limits expressed below.

(c) The NAVAIR clause 5252.232-9507, "Limitation of Funds - Time and Material and Labor-Hour Contracts", applies independently to each task order under this contract and nothing in this provision amends the rights or responsibilities of the parties hereto under that clause. In addition, the notifications required by this clause are separate and distinct from any specified in the NAVAIR 5252.232-9507.

(d) The Contractor shall notify the Procuring Contracting Officer immediately in writing whenever it has reason to believe that:

(1) The level of effort the Contractor expects to incur under any order in the next 60 days, when added to the level of effort previously expended in the performance of that order, will exceed seventy-five percent (75%) of the level of effort established for that order; or

(2) The level of effort required to perform a particular order will be greater than the level of effort established for that order.

As part of the notification, the Contractor shall provide the Contracting Officer a revised estimate of the level of effort required to perform the order. As part of the notification, the Contractor also shall submit any proposal for adjustment to the ceiling price that it deems would be equitable if the Government were to increase the level of effort as proposed by the Contractor. Any such upward adjustment shall be prospective only (i.e. will apply only to effort expended after a modification (if any) is issued.

(e) Within thirty days after completion of the work under each task order, the Contractor shall submit the following information directly, in writing, to the ordering officer, the COR and the Defense Contract Audit Agency office to which vouchers are submitted.

(1) The total number of man-hours of direct labor, including subcontract labor, expended and a breakdown of this total showing the number of man-hours expended in each CLIN or SLIN listed in the task order schedule, including the identification of the key employees utilized.

(2) The total labor price plus estimated total allowable material cost incurred under the task order,

(3) In the case of a cost under run, the amount by which the task order amount may be reduced to recover excess funds.

(f) In the event that less than one hundred percent (100%) of the established level of effort for a task order is expended, the Government may require continued performance subject to the remaining obligation.

Section C - Descriptions and Specifications

C.1

FTSS III SCOPE

The scope for the FTSS III Unrestricted MAC and the FTSS III Small Business Set-Aside MAC is contained in Attachment 1. A separate SOW will be attached as part of individual Task Orders awarded as a result of these competitive MACs.

C.2

INCORPORATION OF CONTRACTOR’S PROPOSAL

The Government may incorporate any part of the offeror's proposal that is deemed to be beneficial to the task order by the Government. Confirmation of apparent promissory aspects of the apparent successful offeror’s proposal will not constitute discussions. The apparent successful offeror's refusal to agree to include the offeror's proposed enhancements directly into the task order may require the Government to reconsider its source selection decision.

CLAUSES INCORPORATED BY FULL TEXT

5252.204-9505

SYSTEM AUTHORIZATION ACCESS REQUEST NAVY

(SAAR-N) REQUIREMENTS FOR INFORMATION TECHNOLOGY (IT) (JUN 2009)

(a) Contractor personnel assigned to perform work under this contract may require access to Navy Information Technology (IT) resources (e.g., computers, laptops, personal electronic devices/personal digital assistants (PEDs/PDAs), NMCI, RDT&E networks, websites such as MyNAVAIR, and Navy Web servers requiring Common Access Card (CAC) Public Key Infrastructure (PKI)). Contractor personnel (prime, subcontractor, consultants, and temporary employees) requiring access to Navy IT resources (including those personnel who previously signed SAAR DD Form 2875) shall submit a completed System Authorization Access Request Navy (SAAR-N), OPNAV 5239/14 (Jul 2008) form or latest version thereof, and have initiated the requisite background investigation (or provide proof of a current background investigation) prior to accessing any Navy IT resources . Instructions for processing the SAAR-N forms are available at: http://www.navair.navy.mil/index.cfm?fuseaction=home.contractor_forms.

(b) SAAR-N forms will be submitted to the Contracting Officer’s Representative (COR) or Alternate COR, or to the government sponsor, if the contract does not name a COR or Alternate COR via the contractor’s Facility Security Officer (FSO). If the contract does not have an assigned COR or Alternate COR (ACOR), the designated SAAR-N Government Sponsor for contractor employees requiring IT access, [fill-in name] shall be responsible for signing and processing the SAAR-N forms. For those contractors that do not have a FSO, SAAR-N forms shall be submitted directly to the COR/ACOR or designated SAAR-N Government Sponsor. Copies of the approved SAAR-N forms may be obtained through the COR/ACOR or designated SAAR-N Government Sponsor. Requests for access should be routed through the NAVAIR SAAR.fct@navy.mil mailbox.

(c) In order to maintain access to Navy IT resources, the contractor shall ensure completion of initial and annual IA training, monitor expiration of requisite background investigations, and initiate re-investigations as required. If requested, the contractor shall provide to the COR/ACOR or designated SAAR-N Government Sponsor documentation sufficient to prove that it is monitoring/tracking the SAAR-N requirements for its employees who are accessing Navy IT resources. For those contractor personnel not in compliance with the requirements of this clause, access to Navy IT resources will be denied/revoked.

(d) The SAAR-N form remains valid throughout contractual performance, inclusive of performance extensions and option exercises where the contract number does not change. Contractor personnel are required to submit a new SAAR-N form only when they begin work on a new or different contract.

Section D - Packaging and Marking

CLAUSES INCORPORATED BY FULL TEXT

5252.247-9507 PACKAGING AND MARKING OF REPORTS (NAVAIR) (OCT 2005)

(a) All unclassified data shall be prepared for shipment in accordance with best commercial practice. Classified reports, data and documentation, if any, shall be prepared for shipment in accordance with the National Industry Security Program Operating Manual, DoD 5220.22-M.

(b) The contractor shall prominently display on the cover of each report the following information:

(1) Name and business address of contractor.

(2) Contract Number/Delivery/Task order number.

(3) Contract/Delivery/Task order dollar amount.

(4) Whether the contract was competitively or non-competitively awarded.

(5) Name of sponsoring individual.

(6) Name and address of requiring activity.

5252.247-9508

PROHIBITED PACKING MATERIALS (NAVAIR) (JUN 1998)

The use of asbestos, excelsior, newspaper or shredded paper (all types including waxed paper, computer paper and similar hydroscopic or non-neutral material) is prohibited. In addition, loose fill polystyrene is prohibited for shipboard use.

5252.247-9509 PRESERVATION, PACKAGING, PACKING AND MARKING (NAVAIR)(JUL 1998)

(a) Preservation, packaging and packing shall conform to prevailing industry standards for the type of commodity purchased under this contract.

(b) All packages will be clearly marked with applicable contract number/delivery order number, and will contain appropriate packing slip. All deliveries will be marked for and/or consigned as follows:

To be specified at task order level.

(c) In the event of any discrepancy in material shipped (overage, technical rejection, damage), the contractor shall, immediately upon request of the Contracting Officer, furnish disposition instructions. Normally, such disposition instruction shall be a properly completed Commercial Bill of Lading, which includes, but is not limited to, the mode of shipment, routing, special handling, and so forth.

(d) If the contractor is required to install equipment upon delivery, then the contractor shall inform the Government of the date of shipment from the contractor’s facilities and the anticipated date of arrival at the site. This report shall be made no later than the actual date that the shipment is made from the contractor’s facilities. The report may be made by facsimile or e-mail, to the point of contact listed in Section G. All transportation, rigging, drayage, packing, unpacking, and handling necessary to accomplish the installation shall be the responsibility of the contractor.

5252.247-9514 TECHNICAL DATA PACKING INSTRUCTIONS (NAVAIR) (SEP 1999)

Technical Data and Information shall be packed and packaged for domestic shipment in accordance with best commercial practices. The package or envelope should be clearly marked with any special markings specified in this contract (or delivery/task order), e.g., Contract Number, CLIN, Device No., and document title must be on the outside of the package. Classified reports, data and documentation, if applicable, shall be prepared for shipment in accordance with Defense Industrial Manual for Safeguarding Classified Information, DoD 5220.22M.

Section E - Inspection and Acceptance

CLAUSES INCORPORATED BY REFERENCE

5252.246-9512

INSPECTION AND ACCEPTANCE (NAVAIR) (OCT 2005)

(a) Inspection and acceptance of the supplies or services to be furnished hereunder shall be performed by provided at task order level.

(b) Acceptance of all Contract Line Items/Sub Line Items (CLINs/SLINs) shall be made by signature of the accepting authority on a DD 250 submitted through the WAWF system. Acceptance will only occur when the accepting authority is sure that inspections performed demonstrate compliance with contract requirements.

5252.246-9514

INSPECTION AND ACCEPTANCE OF TECHNICAL DATA AND INFORMATION (NAVAIR) (FEB 1995)

Inspection and acceptance of technical data and information will be performed by the Procuring Contracting Officer (PCO) or his duly authorized representative. Inspection of technical data and information will be performed by ensuring successful completion of the requirements set forth in the DD Form 1423, Contract Data Requirements List (CDRL) and incorporation/resolution of Government review comments on the data items. Acceptance will be evidenced by execution of an unconditional DD Form 250, Material Inspection and Receiving Report, as appropriate, and/or upon receipt of a second endorsement acceptance by the PCO on Attachment 2 to this contract entitled NAWCTSD 4330/60 Data Item Transmittal/Acceptance/ Rejection Form. The attached form will not be used for high cost data such as drawings, specifications, and technical manuals.

E.1

GOVERNMENT QUALITY ASSURANCE SURVEILLANCE PLAN

The Quality Assurance Surveillance Plan (QASP) at Attachment 3 is a Government-developed and applied document used to ensure that systematic quality assurance methods are used in the administration of the FTSS III Multiple Award Contracts. The intent is to verify that the Contractor performs in accordance with task order Statements of Work and meets Acceptable Quality Level (AQL) performance metrics and the Government receives the quality of services called for in the contract and task orders.

Section F - Deliveries or Performance

F.1 ORDERING PERIOD*

The Indefinite Delivery/ Indefinite Quantity contract includes a base ordering period and three (3) option ordering periods, for a total potential ordering period of 8 years. The ordering period for each MAC shall be as follows:

BASE PERIOD CLIN 0001

The ordering period shall be from date of contract award through 5 years. Individual delivery/task orders will specify their respective periods of performance, which may extend beyond the ordering period for these CLINs set forth in this section.

OPTION CLIN 0002

If exercised by the Government, the ordering period may be extended for an additional year. Individual delivery/task orders issued during this ordering period will specify their respective periods of performance, which may extend beyond the ordering period for these CLINs set forth in this section.

OPTION CLIN 0003

If exercised by the Government, the ordering period may be extended for an additional year. Individual delivery/task orders issued during this ordering period will specify their respective periods of performance, which may extend beyond the ordering period for these CLINs set forth in this section.

OPTION CLIN 0004

If exercised by the Government, the ordering period may be extended for an additional year. Individual delivery/task orders issued during this ordering period will specify their respective periods of performance, which may extend beyond the ordering period for these CLINs set forth in this section.

* Dates will be added at time of award.

F.2

ORDERING PERIOD

(a) The contract shall commence on the date of contract award and shall continue for a period of 60 months. However, the ordering period may be extended in accordance with the option provisions contained herein.

(b) FAR Clause 52.216-18, “Ordering” is incorporated into this contract. Therefore, the period in which the Government may issue orders under the contract will be extended at the exercise of an option, and extended to the end of that option period.

5252.247-9505

TECHNICAL DATA AND INFORMATION (NAVAIR) (FEB 1995)

Technical Data and Information shall be delivered in accordance with the requirements of the Contract Data Requirements List, DD Form 1423, Exhibit (provided at task order level), attached hereto, and the following:

(a) The contractor shall concurrently deliver technical data and information per DD Form 1423, Blocks 12 and 13 (date of first/subsequent submission) to all activities listed in Block 14 of the DD Form 1423 (distribution and addresses) for each item. Complete addresses for the abbreviations in Block 14 are shown in paragraph (g) below. Additionally, the technical data shall be delivered to the following cognizant codes, who are listed in Block 6 of the DD Form 1423.

(1) PCO, Code provided at task order level.

(2) ACO, Code provided at task order level.

(b) Partial delivery of data is not acceptable unless specifically authorized on the DD Form 1423, or unless approved in writing by the PCO.

(c) The Government review period provided on the DD Form 1423 for each item commences upon receipt of all required data by the technical activity designated in Block 6.

(d) A copy of all other correspondence addressed to the Contracting Officer relating to data item requirements (i.e., status of delivery) shall also be provided to the codes reflected above and the technical activity responsible for the data item per Block 6, if not one of the activities listed above.

(e) The PCO reserves the right to issue unilateral modifications to change the destination codes and addresses for all technical data and information at no additional cost to the Government.

(f) Unless otherwise specified in writing, rejected data items shall be resubmitted within thirty (30) days after receipt of notice of rejection.

(g) DD Form 1423, Block 14 Mailing Addresses: provided at task order level.

5252.247-9521

PLACE OF PERFORMANCE (NAVAIR) (OCT 2005)

The services (or supplies, if ordered) to be performed herein shall be performed provided at task/delivery order level.

Section G - Contract Administration Data

CLAUSES INCORPORATED BY REFERENCE

252.201-7000

CONTRACTING OFFICER'S REPRESENTATIVE (DEC 1991)

(a) "Definition. Contracting officer's representative" means an individual designated in accordance with subsection 201.602-2 of the Defense Federal Acquisition Regulation Supplement and authorized in writing by the contracting officer to perform specific technical or administrative functions.

(b) If the Contracting Officer designates a contracting officer's representative (COR), the Contractor will receive a copy of the written designation. It will specify the extent of the COR's authority to act on behalf of the contracting officer. The COR is not authorized to make any commitments or changes that will affect price, quality, quantity, delivery, or any other term or condition of the contract.

252.232-7007

LIMITATION OF GOVERNMENT’S OBLIGATION (MAY 2006)

(a) Contract line item(s) TBD at task order level through TBD at task order level are incrementally funded. For these item(s), the sum of $* of the total price is presently available for payment and allotted to this contract. An allotment schedule is set forth in paragraph (j) of this clause.

(b) For item(s) identified in paragraph (a) of this clause, the Contractor agrees to perform up to the point at which the total amount payable by the Government, including reimbursement in the event of termination of those item(s) for the Government’s convenience, approximates the total amount currently allotted to the contract. The Contractor is not authorized to continue work on those item(s) beyond that point. The Government will not be obligated in any event to reimburse the Contractor in excess of the amount allotted to the contract for those item(s) regardless of anything to the contrary in the clause entitled “Termination for Convenience of the Government.” As used in this clause, the total amount payable by the Government in the event of termination of applicable contract line item(s) for convenience includes costs, profit, and estimated termination settlement costs for those item(s).

(c) Notwithstanding the dates specified in the allotment schedule in paragraph (j) of this clause, the Contractor will notify the Contracting Officer in writing at least ninety days prior to the date when, in the Contractor’s best judgment, the work will reach the point at which the total amount payable by the Government, including any cost for termination for convenience, will approximate 85 percent of the total amount then allotted to the contract for performance of the applicable item(s). The notification will state (1) the estimated date when that point will be reached and (2) an estimate of additional funding, if any, needed to continue performance of applicable line items up to the next scheduled date for allotment of funds identified in paragraph (j) of this clause, or to a mutually agreed upon substitute date. The notification will also advise the Contracting Officer of the estimated amount of additional funds that will be required for the timely performance of the item(s) funded pursuant to this clause, for a subsequent period as may be specified in the allotment schedule in paragraph (j) of this clause or otherwise agreed to by the parties. If after such notification additional funds are not allotted by the date identified in the Contractor’s notification, or by an agreed substitute date, the Contracting Officer will terminate any item(s) for which additional funds have not been allotted, pursuant to the clause of this contract entitled “Termination for Convenience of the Government.”

(d) When additional funds are allotted for continued performance of the contract line item(s) identified in paragraph (a) of this clause, the parties will agree as to the period of contract performance which will be covered by the funds. The provisions of paragraphs (b) through (d) of this clause will apply in like manner to the additional allotted funds and agreed substitute date, and the contract will be modified accordingly.

(e) If, solely by reason of failure of the Government to allot additional funds, by the dates indicated below, in amounts sufficient for timely performance of the contract line item(s) identified in paragraph (a) of this clause, the Contractor incurs additional costs or is delayed in the performance of the work under this contract and if additional funds are allotted, an equitable adjustment will be made in the price or prices (including appropriate target, billing, and ceiling prices where applicable) of the item(s), or in the time of delivery, or both. Failure to agree to any such equitable adjustment hereunder will be a dispute concerning a question of fact within the meaning of the clause entitled “Disputes.”

(f) The Government may at any time prior to termination allot additional funds for the performance of the contract line item(s) identified in paragraph (a) of this clause.

(g) The termination provisions of this clause do not limit the rights of the Government under the clause entitled “Default.” The provisions of this clause are limited to the work and allotment of funds for the contract line item(s) set forth in paragraph (a) of this clause. This clause no longer applies once the contract is fully funded except with regard to the rights or obligations of the parties concerning equitable adjustments negotiated under paragraphs (d) and (e) of this clause.

(h) Nothing in this clause affects the right of the Government to terminate this contract pursuant to the clause of this contract entitled “Termination for Convenience of the Government.”

(i) Nothing in this clause shall be construed as authorization of voluntary services whose acceptance is otherwise prohibited under 31 U.S.C. 1342.

(j) The parties contemplate that the Government will allot funds to this contract in accordance with the following schedule:

On execution of contract

(month) (day), (year)

5252.201-9501

DESIGNATION OF CONTRACTING OFFICER’S REPRESENTATIVE (COR)(NAVAIR) (OCT 1994)

(a) The Contracting Officer has designated provided at task order level as the authorized Contracting Officer’s Representative (COR) for this contract.

(b) The duties of the COR are limited to the following:

(1) The duties of the COR are to act as the Contracting Officer's Representative for technical direction and discussion as necessary with respect to the specification or Statement of Work and monitoring the progress and quality of contractor performance. The COR is not a Contracting Officer and does not have authority to take any action, either directly or indirectly, that would change the pricing, quantity, quality, place of performance, delivery schedule, or any other terms and conditions of this contract (or delivery/task order), or to direct the accomplishment of effort which goes beyond the scope of the Statement of Work in the contract.

(2) The contract administration duties of the COR are as specified in the COR appointment letter. When, in the opinion of the Contractor, the COR requests effort outside the existing scope of the contract (or delivery/task order), the Contractor shall promptly notify the Contracting Officer in writing. No action shall be taken by the Contractor under such direction until the Contracting Officer has issued a modification to the contract or has otherwise resolved the issue.

(3) In the absence of the COR named above (due to reasons such as leave, illness, official travel), all responsibilities and functions assigned to the COR will be the responsibility of the alternate COR (ACOR) acting on behalf of the COR.

5252.201-9502 CONTRACTOR’S AUTHORIZED CONTRACT COORDINATOR AND TECHNICAL LIAISON (NAVAIR)(OCT 2005)

(a) The contractor shall state below the name and telephone numbers of the contractor’s employees responsible for coordination of contract functions/liaison with the Contracting Officer and/or Contract administrator, and providing technical assistance as required regarding product specifications, functionality, etc.

CONTRACT COORDINATOR:

NAME:

PHONE (BUS): ___________________________________

PHONE (AFTER HOURS): _________________________

ALTERNATE:

NAME:

PHONE (BUS): ___________________________________

PHONE (AFTER HOURS): _________________________

(b) The contractor shall notify the Contracting Officer and/or Contract Administrator in advance, in writing, of any changes in the above listed personnel.

5252.204-9503

EXPEDITING CONTRACT CLOSEOUT (NAVAIR) (JAN 2007)

(a) As part of the negotiated fixed price or total estimated amount of this contract, and any task orders issued hereunder, both the Government and the Contractor have agreed to waive any entitlement that otherwise might accrue to either party in any residual dollar amount of $1,000 or less at the time of final contract closeout. The term "residual dollar amount" shall include all money that would otherwise be owed to either party at the end of the contract, except that, amounts connected in any way with taxation, allegations of fraud and/or antitrust violations shall be excluded. For purposes of determining residual dollar amounts, offsets of money owed by one party against money that would otherwise be paid by that party might be considered to the extent permitted by law.

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

5252.232-9504

SPECIAL PAY INSTRUCTIONS FOR PAYING OFFICE (NAVAIR) (MAY 2006)

(a) Invoices submitted for payment, which do not contain contract line item number (CLIN) (or subline item number (SLIN), if any) and the accounting classification references number (ACRN) information, will be returned for correction.

(b) The disbursement of funds will be by the CLIN/SLIN/ACRN designation.

(c) If progress payments are authorized, payments will be made against the unliquidated balance of all applicable CLINs/SLINs.

5252.232-9511

NOTICE OF REQUIREMENTS FOR PROMPT PAYMENT (NAVAIR) (MAR 2006)

The Government anticipates that this contract will be distributed to Defense Finance and Accounting Service (DFAS) by the DOD Electronic Document Access (EDA) system. DFAS is responsible for payment of contractor invoices.

(a) In accordance with FAR Clause 52.232-33 "Payment By Electronic Funds Transfer--Central Contractor Registration," the contractor is responsible for providing updated information to the Central Contractor Register (CCR) database. Additionally, the contractor is responsible for maintaining its active status in the CCR database.

(b) If the DUNS, CAGE code, TIN or address set forth in the contract do not match the information in the CCR, then DFAS will return invoices without payment. Therefore, it is imperative that the contractor ensure the DUNS, CAGE code, TIN and contractor address on the contract are accurate and in compliance with the CCR database. Additionally, any changes/updates made to the CCR database should be communicated to the Contracting Officer for the purpose of modifying the contract to reflect the new data.

5252.232-9513 INVOICING AND PAYMENT (WAWF) INSTRUCTIONS (MAR 2009)

(a) The following information is provided to assist the contractor in submitting invoices and receiving reports electronically through Wide Area Work Flow -- Receipt and Acceptance (WAWF) in accordance with DFARS 252.232-7003:

(1) Registration instructions, on-line training, user guides, quick reference guides, and other support documents and information can be found at the following website: WAWF Overview (http://www.acquisition.navy.mil/rda/home/acquisition_one_source/ebusiness/don_ebusiness_solutions/wawf_overview)

(2) Vendors should contact the following POCs for additional support with registration or other WAWF issues, based on the administration of their contract:

(i) DCMA-administered contracts: Contact the ACO at the cognizant Defense Contract Management Agency (DCMA) office found in the contract.

(ii) Locally-administered contracts: Contact your local NAVAIR/NAWC Pay Office (Commercial Accounts) at [Insert phone number] or DFAS via the numbers listed at www.dfas.mil

(3) Information on the electronic forms the contractor shall utilize to comply with DFARS 252.232-7003 is available on the WAWF Functional Information and WAWF Training websites.

(4) Back up documentation (such as timesheets, etc.) can be included and attached to the invoice in WAWF. Attachments created in any Microsoft Office product are attachable to the invoice in WAWF. Total limit for the size of files per invoice is 5 megabytes.

(b) The following information, regarding invoice routing DODAACs, must be entered for completion of the invoice in WAWF:

DoDAAC LOCATION TABLE

-Select Combo for Fixed Price Supplies and Services -Select Cost Voucher for all Cost or T&M or CLINs.

-The 2-in-1 invoice is not authorized for use by NAVAIR

-Questions? Call 1-866-618-5988

DD1155

(Destination

Acceptance)

DD1155

(Source/Origin

Acceptance)

SF26

SF33

SF1449

SF1449

(Destination

Acceptance)

Schedule See Schedule

Schedule See Schedule See Schedule

Schedule

Schedule See Schedule

(c) Cost Vouchers also require the cognizant DCAA DoDAAC, which can be found by entering the contractor’s zip code in the Audit Office Locator at http://www.dcaa.mil. Contractors approved by DCAA for direct billing will not process vouchers through DCAA, but may submit directly to DFAS. Final voucher submission will be approved by the ACO.

(d) For each invoice / cost voucher submitted for payment, the contractor shall also email the WAWF automated invoice notice directly to the following additional points of contact:

See: 5252.201-9500 or 5252.201-9501

Technical Point of Contact or Contracting Officer's Representative

COMPLETED AT TASK ORDER LEVEL

5252.242-9511

CONTRACT ADMINISTRATION DATA (NAVAIR) (MAR 2008)

(a) Contract Administration Office.

(1) Contract administration functions (see FAR 42.302 and DFARS 242.302) are assigned to:

See the ADMINISTERED BY Block on the face page of the contract or modification.

(2) Contract administration functions withheld, additional contract administration functions assigned, or special instructions (see FAR 42.202) are: (3), (4), (10), (23), (47), (51), (57), (58), (67) or as delineated by Procuring Contracting Officer (PCO) correspondence.

(b) Inquiries regarding payment should be referred to: MyInvoice at https://myinvoice.csd.disa.mil//index.html.

5252.242-9513

FUNDING TO BE PROVIDED ON TASK ORDERS (NAVAIR) (OCT 2005)

All funding for this contract will be provided on the individual task orders. Task order 0001, issued concurrent to award of each MAC, meets the Government’s minimum requirement for the awarded offeror.

G.1 PREMIUM TIME – CONTRACTOR OPERATION AND MAINTENANCE SERVICES (COMS)

(a) The COR will inform the Contractor, at least 24 hours in advance, when the Government needs the Contractor to perform Premium Time. THE COR WILL NOT, UNDER ANY CIRCUMSTANCES, AUTHORIZE OR HAVE THE AUTHORITY TO AUTHORIZE THE CONTRACTOR TO WORK PREMIUM TIME IF SUFFICIENT FUNDS HAVE NOT BEEN OBLIGATED ON THIS CONTRACT. The COR will specify a not-to-exceed (NTE) limit on the number of man-hours the Contractor may expend on providing Premium Time services. Each time the COR specifies a NTE, the COR will establish a sequence number for that effort on the attached Premium Time Hours Log (Attachment (4)). At the same time, the COR will ensure that the top portion of the attached COMS Premium Time Request/Authorization/Completed Services Form (Attachment (5)) is completed to show:

(i) which Government representative, other than the COR, established the requirement for which Premium Time was necessary (e.g., training officer),

(ii) the purpose of the Premium Time effort,

(iii) when the effort was to occur, and

(iv) the number of hours required (this must equal the number of NTE hours which the COR authorized the Contractor to expend). The COR will transfer the information provided on the Premium Time Request Form onto the Premium Time Log. Completing the Premium Time Log will help ensure that the COR does not authorize more hours than there are funds available.

(b) Upon completion of the Premium Time services, the Contractor shall complete the bottom portion of the Premium Time Request/Authorization/Completed Services Form and submit the form to the COR within one working day. Upon receipt, the COR will complete the actual hours, actual dollars and final remaining balance portions of the Premium Time Log for each sequence number.

(c) No more than once a month, the Contractor may submit a DD Form 250 to the COR for acceptance of Premium Time services performed. The DD Form 250 shall specify the total actual number of Premium Time hours expended and when the hours were expended. If the COR concurs that the Contractor expended the number of hours specified on the DD Form 250, the COR will sign the DD Form 250 and keep a copy in the COR files. The COR will return the original DD Form 250 to the Contractor for distribution and payment. If the COR does not concur, the COR will return the DD Form 250 to the Contractor for resubmission.

(d) The PCO may at any time unilaterally obligate or deobligate funds placed against the Premium Time line items by issuing a task order modification. Additionally, if the type of funds used for Premium Time requires that new line items be established, the PCO may unilaterally issue a task order modification. The PCO will telephonically notify the COR when urgent obligations or deobligations are to be made to a Premium Time line item.

(e) Premium Time is that time required by the Government to accomplish a COMS requirement, other than makeup training, defined in the Task Order Statement(s) of Work (SOW). Premium Time is conducted outside the work schedule defined in the Task Order SOW for tasks such as to provide additional training time, some Government directed modifications and inspections. Other Premium Time tasking may occur within the work schedule defined in the Task Order SOW such as In-Service Engineering Office (ISEO) support and Physical Configuration Audits (PCA). Premium Time may also be used to extend coverage at an Access Control point. Reimbursement to the Contractor for Premium Time will be made at the hourly Premium Time rate specified in Section B of a Task Order. A Premium Time hour equates to an additional work-hour of effort and is a composite rate, which does not reflect the rate of any one labor category; therefore, the rates will not be subject to the adjustment provided for under FAR 22.10.

G.2 ADDITIONAL INSTRUCTION – CONTRACT INSTRUCTION SERVICES (CIS)

(a) The COR will inform the Contractor, at least 24 hours in advance, when the Government requires the Contractor to perform Additional Instruction. THE COR WILL NOT, UNDER ANY CIRCUMSTANCES, AUTHORIZE OR HAVE THE AUTHORITY TO AUTHORIZE THE CONTRACTOR TO PERFORM ADDITIONAL INSTRUCTION IF SUFFICIENT FUNDS HAVE NOT BEEN OBLIGATED ON THIS CONTRACT. The COR will specify a not‑to‑exceed (NTE) limit on the number of hours of Additional Instruction the Contractor may perform. For example, a line item specifying 8 Hours Per Day (HPD) of Instruction would be limited to 6 hours of additional instruction Hours Per Week (HPW) per the following computation: 8 HPD x 5 days = 40HPW x 15% = 6 additional hours of instruction. Additional Instruction in excess of 15% per week per line item, unless superceeded by the task order, must have the Contractor's concurrence. Each time the COR specifies a NTE, the COR will establish a sequence number for that effort on the attached Additional Instruction Log (Attachment (6)). At the same time, the COR will ensure that the attached CIS Additional Instruction Time Request/Authorization/Completed Services Form (Attachment (7)) is completed to show: (i) which Government representative, other than the COR, established the requirement for which Additional Instruction was necessary (e.g., Training Officer); (ii) the purpose of the Additional Instruction effort; (iii) when the effort was to occur; and (iv) the number of hours required (this must equal the number of NTE hours which the COR authorized the Contractor to expend). The COR will transfer the information provided on the CIS Additional Instruction Time Request/Authorization/Completed Services Form onto the Additional Instruction Log. Completing the Additional Instruction Log will help ensure that the COR does not authorize more hours than there are funds available.

(b) Upon completion of the Additional Instruction, the Contractor shall complete the bottom portion of the CIS Additional Instruction Time Request/Authorization/Completed Services Form and submit the form to the COR within one working day. When the COR receives the Actual Additional Instruction Report, the COR will complete the actual missions, actual dollars and final remaining balance portions of the Additional Instruction Log for each sequence number.

(c) No more than once a month, the Contractor may submit a DD Form 250 to the COR for acceptance of Additional Instruction services performed. The DD Form 250 shall specify the total actual number of Additional Instruction hours performed and when the hours were performed. If the COR concurs that the Contractor performed the number of instruction hours specified on the DD Form 250, the COR will sign the DD Form 250 and keep a copy in the COR files. The COR will return the original DD Form 250 to the Contractor for distribution and payment. If the COR does not concur, the COR will return the DD Form 250 to the Contractor for resubmission.

(d) The PCO may at any time unilaterally obligate or deobligate funds placed against the Additional Instruction line items by issuing a task order modification. Additionally, if the type of funds used for Additional Instruction require that new line items be established, the PCO may unilaterally issue a task order modification. The PCO will telephonically notify the COR when urgent obligations or deobligations are to be made to an Additional Instruction line item.

(e) Additional Instruction is that time required by the Government to accomplish a CIS requirement, other than makeup training, outside the work schedule defined in the Task Order Statement(s) of Work. Reimbursement to the Contractor for Additional Instruction will be made at the hourly rate specified in Section B of a Task Order.

G.3 WAGE DETERMINATION PRICE ADJUSTMENTS

As referenced in Section I, FAR Clauses 52.222-41 (Service Contract Act of 1965, as Amended) and 52.222-43 (Fair Labor Standards Act and Service Contract Act – Price Adjustment) apply to this contract. Applicable Wage Determinations and/or Collective Bargaining Agreements (CBA) will be contained as attachments to the Task Orders. Contract price adjustments in response to Wage Determination/CBA revisions will be made on a task order basis. The contractor shall determine and submit any proposed DOL price adjustments using the procedures and form found at Attachment (8), Wage Determination Price Adjustments Request Form. Information contained in applicable “DOL Wage Determination Adjustment Baseline” forms of individual Task Orders will also be considered in determining the amount of the adjustment to be paid. The DOL Wage Determination Adjustment Baseline Form is found at Attachment (9).

G.4 TECHNICAL DATA VERIFICATION (TDV)

(a) In Section B of the Task Orders, the Contractor may be required to provide a price per page for TDV based upon a Government estimated page count per year as noted in the individual task orders.

(b) The Contracting Officer's Representative (COR) will provide to the Contractor the TDV documents/material. The Contractor will have 6 months to complete TDV of each document/material, unless otherwise specified in the task order. Only one (1) copy of the document will be provided. The COR will sign acceptance of the completed document/material only--not acceptance of individual pages independent of the document.

(c) TDV will be tasked using the TDV Authorization/Completed Service Form found at Attachment (10). Upon completion of the tasking, the Contractor shall complete the bottom portion of the Form and submit to the COR within one working day.

(d) Payment will be made on the DD Form 250/invoice referencing the appropriate CLIN/SLIN in Section B of the Task Order, the number of pages in the document, the amount per page, and the total amount owed the Contractor. Acceptance/payment procedures will be in accordance with Sections E and G of the contract schedule.

Section H - Special Contract Requirements

CLAUSES INCORPORATED BY FULL TEXT

5252.209-9510

ORGANIZATIONAL CONFLICTS OF INTEREST (NAVAIR) (SERVICES) (MAR 2007)

(This clause will be used at the Government’s discretion under individual task order awards.)

(a) Purpose. This clause seeks to ensure that the contractor (1) does not obtain an unfair competitive advantage over other parties by virtue of its performance of this contract, and (2) is not biased because of its current or planned interests (financial, contractual, organizational or otherwise) that relate to the work under this contract.

(b) Scope. The restrictions described herein shall apply to performance or participation by the contractor (as defined in paragraph (d)(7)) in the activities covered by this clause.

(1) The restrictions set forth in paragraph (e) apply to supplies, services, and other performance rendered with respect to the suppliers and/or equipment listed in individual task orders as an Attachment. Task orders issued under the contract will specify to which suppliers and/or equipment subparagraph (f) restrictions apply.

(2) The financial, contractual, organizational and other interests of contractor personnel performing work under this contract shall be deemed to be the interests of the contractor for the purposes of determining the existence of an Organizational Conflict of Interest. Any subcontractor that performs any work relative to this contract shall be subject to this clause. The contractor agrees to place in each subcontract affected by these provisions the necessary language contained in this clause.

(c) Waiver. Any request for waiver of the provisions of this clause shall be submitted in writing to the Procuring Contracting Officer. The request for waiver shall set forth all relevant factors including proposed contractual safeguards or job procedures to mitigate conflicting roles that might produce an Organizational Conflict of Interest. No waiver shall be granted by the Government with respect to prohibitions pursuant to access to proprietary data.

(d) Definitions. For purposes of application of this clause only, the following definitions are applicable:

(1) “System” includes system, major component, subassembly or subsystem, project, or item.

(2) “Nondevelopmental items” as defined in FAR 2.101.

(3) “Systems Engineering” (SE) includes, but is not limited to, the activities in FAR 9.505-1(b).

(4) “Technical direction” (TD) includes, but is not limited to, the activities in FAR 9.505-1(b).

(5) “Advisory and Assistance Services” (AAS) as defined in FAR 2.101.

(6) “Consultant services” as defined in FAR 31.205-33(a).

(7) “Contractor”, for the purposes of this clause, means the firm signing this contract, its subsidiaries and affiliates, joint ventures involving the firm, any entity with which the firm may hereafter merge or affiliate, and any other successor or assignee of the firm.

(8) “Affiliates”, means officers or employees of the prime contractor and first tier subcontractors involved in the program and technical decision-making process concerning this contract.

(9) “Interest” means organizational or financial interest.

(10) “Weapons system supplier” means any prime contractor or first tier subcontractor engaged in, or having a known prospective interest in the…