FINAL_SESDA_IV_RFP_-__11_18_2016.pdf

SECTION B OF NNG16575844R

SUPPLIES OR SERVICES AND PRICES/COSTS

B. 1 GSFC 52.211-90 SUPPLIES AND OR SERVICES TO BE PROVIDED (FEB 2016)

The Contractor shall provide all resources (except as may be expressly stated in the contract as furnished by the Government) necessary to deliver and/or perform the items below in accordance with the Description/Specifications/Statement of Work (SOW) incorporated as Attachments A and B.

Item Description Reference Schedule Delivery

Method/Addressee(s)

Services and

Deliverables in accordance with

Attachment A, SOW

As Defined in

Attachment A, SOW

As Defined in

Attachment A

As Defined in Attachment A, SOW

Contract Historical

Data

Section C

GSFC 52.211-

91 Attachment

L

30 Days after

Contracting Officer

Request

Electronic Format/CO

3 Reports of Work

Section C

GSFC 52.235-

As Required in

Clause GSFC

52.235-90

As specified in Clause

NASA Financial

Management Reports

Section G

GSFC 52.242-

90 Section G

NFS 1852.242-

Attachment G

Monthly and

Quarterly in accordance with

Attachment G

Electronic Format/

Contracting Officer (CO), Contracting Officer’s

Representative (COR), Resource Analyst (RA) &

Regional Finance Office

Foreign Travel

Requests and Foreign

Travel Reports

Section G

NFS 1852.242-

Foreign Travel

Requests–30 days in

Advance of Travel

Foreign Travel

Reports–Upon

Conclusion of Travel

As specified in CO’s travel approval

Requests for

Government Property

Section G

NFS 1852.245-

30 Days Prior to

Acquire Date Electronic Format/CO

Financial Report of

NASA Property in the Custody of

Contractors (NF

1018)

Section G

NFS 1852.245-

Annual Report by

October 15th and

Final Report

NF 1018 Electronic

Submission System (NESS)

Physical Inventory of

Capital Personal

Property Reporting

Section G

NFS 1852.245-

Within 10 Calendar

Days of Annual

Physical Inventory

Property Administrator

Method/Addressee(s)

Government Real

Property

Maintenance Plan

Section G

NFS 1852.245-

30 Days after

Contract Effective

Date

Electronic Format/CO and

COR

Contractor Acquired

Government Property

Reporting

Section G

GSFC 52.245-

Quarterly by Jan 30, Apr 30, July 30, and

Oct 30

Electronic and Hard Copy

Format/CO and SEMO, Code 273

Reporting of

Inventions

Section G

NFS 1852.227-

72 Section I

FAR 52.227-11

Interim Reports

Every 12 Months (or sooner to preserve

Patent Rights) and

Final Report within

3 Months after

Contract Completion

Electronic or Hard Copy

Format/New Technology

Representative or Patent

Representative

Safety & Health

Reporting

Section H

NFS 1852.223-

70 Section H

NFS 1852.223-

Section H

GSFC 52.223-

Monthly/Quarterly

Reports and As

Required

NASA Mishap Information

System (NMIS)

Personal Identity

Verification (PIV)

Documentation and

Reporting

Section H

GSFC 52.204-

Attachment J

10th Calendar Day of the Month and

As Required

Electronic Format and Hard

Copy/COR & Code 240

Organizational

Conflicts of Interest

(OCI) Avoidance

Plan

Section I

NFS 1852.237-

To be submitted with proposal Hard copy

Equal Opportunity

Reports

Section I

FAR 52.222-26

As Specified by

FAR 52.222-26

Electronic Format/CO &

Code 120

Insurance

Notifications

Section I

FAR 52.228-7

Section I

NFS 1852.228-

As Specified by

NFS 1852.228-75

Electronic Format/CO

IT Security

Management Plan

Section I

NFS 1852.204-

30 Days after

Contract Effective

Date & Annual

Updates As Required

Electronic Format/CO

Service Contract

Reporting

Section I

FAR 52.204-14

Annually by October

31 and Revisions, if https://www.acquisition.gov

Method/Addressee(s) needed, by

November 30

Notice of Estimated

Cost Increases

Section B

GSFC 52.232-

As Specified by

GSFC 52.232-94

Electronic Format/

CO

Request to Publish or

Present Technical

Papers

Section H

Clause H.11

Additional

Contractor

Responsibility

As Specified in

Section H, Clause

H.11

Electronic Format/COR

Quality Assurance

Plan

Section C

GSFC 52.211-

91 Attachment

E

30 Days after

Contract Effective

Date

Electronic Format and Hard

Copy/CO & COR

(End of Clause)

B. 2 GSFC 52.216-94 NONPROPOSED COSTS (FEB 1991)

(a) The total estimated cost of this contract includes the following estimated costs:

Other Direct

Costs

YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5 TOTAL

Travel $262,000 $270,000 $280,000 $285,000 $290,000 $1,387,000

Equipment/

Materials

$40,000 $40,000 $40,000 $40,000 $40,000 $200,000

Miscellaneous

$210,000 $216,000 $223,000 $230,000 $236,000 $1,115,000

TOTAL

ODC’s

$512,000 $526,000 $543,000 $555,000 $566,000 $2,702,000

*Miscellaneous are defined as conference and workshop expenses that require prior approval from NASA management, outreach materials and other miscellaneous direct items necessary to support the SOW requirements.

(b) These costs are the Government's best estimate of what the actuals will be. There will be no adjustment in the fee(s) of the contract should the actuals be different than these estimates, unless additional effort is added to the contract or there is a change to the contract under the Changes clause of this contract which impacts these estimates.

(End of clause)

B.3 GSFC 52.232-94 ESTIMATED COST INCREASES (DEC 2005)

(a) The Contractor shall notify the Contracting Officer in writing when the Contractor has reason to believe that the total cost for performance of this contract, or any individual task order, exclusive of any fee, will be either greater or substantially less than the total estimated cost stated in this contract or in the task order. Notification shall not be delayed pending preparation of a proposal.

(b) A proposal is required to support a request for an increase in the estimated cost of the contract or the task order. The proposal should be submitted as soon as possible after the above notification but no later than 115 days before the incurred costs are expected to exceed the estimated cost. This will allow adequate time for the Government to evaluate the proposal and to mutually establish any increase in estimated cost with the Contractor.

(c)(1) The proposal shall be submitted in the following format unless some other format is directed or approved by the Contracting Officer:

Incurred costs to date

Projected cost to completion

Total cost at completion

Current negotiated estimated cost

Requested increase in estimated cost

(2) The “projected cost to completion” shall consist of the following “other than cost or pricing data” unless the Contracting Officer requests or approves the submittal of a greater or lesser amount of information:

(i) Elements of cost with supporting detail for estimated direct labor hours, direct and indirect rates, materials and subcontracts, and other elements.

(ii) Supporting explanation for the increases and projections, sufficient for the

Government to understand the reasons for the increased estimated cost.

(End of clause)

B.4 1852.216-74 ESTIMATED COST AND FIXED FEE (DEC 1991)

The estimated cost of this contract is $TBP exclusive of the fixed fee of $TBP. The total estimated cost and fixed fee is $TBP.

TBP = To Be Proposed

B.5 1852.232-81 CONTRACT FUNDING (JUN 1990)

(a) For purposes of payment of cost, exclusive of fee, in accordance with the Limitation of Funds clause, the total amount allotted by the Government to this contract is $TBD. This allotment is for all services performed and covers the following estimated period of performance:

TBD

(b) An additional amount of $TBD is obligated under this contract for payment of fee.

TBD = To Be Determined

B.6 GSFC 52.217-90 OPTION TO EXTEND (SEP 2013)

In accordance with FAR clause 52.217-9, "Option to Extend the Term of the Contract" of this contract, the Contracting Officer may exercise the following option(s) by issuance of a unilateral contract modification. Options exercised shall be in accordance with the following:

Option Period of Performance Amount

1 October 1, 2019 thru September 30, 2021

Estimated Cost $TBP

Fixed Fee $TBP

Total CPFF $TBP

2 October 1, 2021 thru September 30, 2022

Estimated Cost $TBP

Fixed Fee $TBP

Total CPFF $TBP

SECTION C OF NNG16575844R

DESCRIPTION/SPECIFICATIONS/WORK STATEMENT

C. 1 GSFC 52.211-91 SCOPE OF WORK (FEB 2016)

The Contractor shall provide the personnel, materials, and facilities, except as otherwise specified in this contract, necessary to perform the work and to furnish the items specified in the Supplies and/or Services To Be Provided clause of this contract in accordance with the Statement of Work, Attachment A; Safety and Health Plan, Attachment D; Quality Assurance Plan, Attachment E, Contract Historical Data, Attachment L; and work activity plans (WAPs) issued hereunder.

C.2 GSFC 52.227-90 LIMITED RIGHTS DATA OR RESTRICTED

COMPUTER SOFTWARE (MAR 2008)

In accordance with the delivery requirements of this contract, all software data rights shall be delivered in accordance with the Rights in Data – General clause, specified elsewhere in this contract, except for the following: NONE

C.3 GSFC 52.235-90 REPORTS OF WORK (AUG 2013)

(a) Monthly progress reports. The Contractor shall submit monthly progress reports of all work accomplished covering all WAPS active during each month of contract performance. Reports shall address the accomplishments and progress of all work performed under each WAP for the month being reported. Each WAP shall be a separate report. The report shall be in narrative form and brief in content. The report shall include a description of overall WAP progress to include technical accomplishments and status of deliverables. Also the report shall provide a quantitative description of overall progress and identify any risks or problems, which may impede performance and proposed corrective actions. Also the report shall have a discussion of the projected work activities to be performed during the next monthly reporting period.

(b) Final WAP Report. The Contractor shall submit a Final WAP Report for each completed WAP that summarizes the results of the entire WAP, including recom-mendations and conclusions based on the experience and results obtained. The Final

WAP Report should include, as appropriate, tables, graphs, diagrams, curves, sketches, photographs, and drawings in sufficient detail to comprehensively explain the results achieved under the WAP. The final report shall also include the final incurred cost for the WAP.

(c) Submission. The Contractor shall submit the reports required by this clause as follows:

Copies Report Type Addressee Mail Code

1 M,F Contracting Officer (CO) 210.8

1 M,F Contracting Officer's Representative (COR) 606.1

1 M,F Work Monitor WAP Order

[M=Monthly Report, F=Final Report]

(d) Submission dates. Monthly reports shall be submitted by the 15th day of the month following the month being reported. If the WAP is awarded beyond the middle of a month, the first monthly report shall cover the period from award until the end of the following month. The final report for each WAP shall be submitted within 30 days after completion of the WAP.

C.4 NEW AND MODIFIED FUNDING PROCEDURES

As described in C.1, Scope of Work, the Contractor shall perform, from the effective date of the contract, the services described in Attachment A, (SOW). Variations to the range of services shall be handled as follows:

(a) New Work Activity Plan (WAP) Funding Identification Procedures:

1. When the Contractor is requested to perform a new activities within the scope of the contract, the Contractor shall generate a new 7-digit identification using the following parameters:

The first 5 alpha numeric characters represent the organization’s Code requiring support; e.g., Code 600 would be for 600.0; Code 610.3 would be 610.3; and Code

690 would be 690.0.

The next 3 digits are a sequential numbering system, 001-999, assigned by the

Contractor to the particular organization’s work to date (e.g., if this is the 21st separate WAP for Code 610.3, the funding identification number is extended to be

“610.3-021”). Once a number has been used once, it shall never be used again. If

610.3-021 is used and then the WAP gets terminated, the Contractor shall not re-use

610.3-021. Instead, the next WAP for Code 610.3 will be 610.3-022.

2. The Contractor shall then prepare a general description of how it intends to support the work, by generating a unique staffing plan for that work along with the total estimated cost—from the planned start date through the remaining contract year and provide that documentation to the appropriate Resource Analyst (RA) for the funding organization. The Government will use its own internal process to ensure that funds are available to support work. The Government process includes concurrence of the associated cost to ensure that sufficient funds are available to support the activity, from:

The Work Monitor (WM), who is the funding organization’s technical representative;

The Organization’s Resource Analyst

The Organization's Line Management

Contract Resource Analyst (RA) to verify that adequate funds are available for the work;

The Contracting Officer’s Representative (COR)

The Contracting Officer shall notify the Contractor, either verbally or in writing,that work may proceed.

(b) Modified Identification Numbers:

1. Occasionally, an established WAP will need adjustment. Should this occur, the process is the same as described in paragraph (a). The Contractor shall modify

Section 1: General Information, of the WAP, to add a line entitled, “Revision

Number”. The “Revision Number” line shall designate how many revisions have been made to the original WAP. The Contractor shall keep a record of the original WAP and shall track the changes that have made per each revision.

2. The Contractor shall prepare a general description of how it intends to support the modified work and the effect to the original workload, if any, along with the modified staffing plan(s) and revised estimated cost(s). This documentation should follow the approval process as outlined in step 2 under part (a).

(End of text)

C.5 VARIATIONS IN SERVICE LEVELS

1. The total estimated cost and fee of this contract are based upon the Contractor’s estimate of the magnitude of effort required to provide the services described in Section

J, Attachment A SOW, for the term of the contract.

2. The Contractor will perform its duties in a dynamic environment in which the range of effort required to support GSFC’s Space and Earth science activities will vary. Range of effort is comprised of all activities to be supported and resources to be used in the delivery of support.

(a) “Activities” include any organizations, laboratories, programs, projects, systems, and tasks funded during the course of the contract.

(b) “Resources” include all labor, skills, professions, facilities (except as otherwise provided in the contract), supplies and materials required to deliver high quality and timely support.

3. During the term of the contract, the Contractor shall deliver support in all functional areas identified in Attachment A, Statement of Work, across the full range of effort identified by the Contracting Officer or his/her technical representative. The Contractor understands and agrees to the following:

(a) Variation in the number or type of specific activities to be supported shall not constitute a change to the contract, and shall not entitle the Contractor to an equitable adjustment.

(b) Variation in the magnitude or mix of resources needed by the Contractor to deliver support shall not constitute a change to the contract, and shall not entitle the

Contractor to an equitable adjustment.

4. Substantial expansion of the functional areas of responsibility, in Attachment A, Statement of Work, constitute a change; however, the Contractor understands that

Attachment A, Statement of Work, is intended to be construed broadly to achieve objectives in the Sciences and Exploration Directorate.

SECTION D OF NNG16575844R

PACKAGING AND MARKING

D. 1 1852.245-74 PACKAGING, HANDLING, AND TRANSPORTATION (SEP

2005)

(a) The Contractor shall comply with NASA Procedural Requirements (NPR) 6000.1, “Requirements for Packaging, Handling, and Transportation for Aeronautical and Space

Systems, Equipment, and Associated Components”, as may be supplemented by the statement of work or specifications of this contract, for all items designated as Class I, II, or III.

(b) The Contractor's packaging, handling, and transportation procedures may be used, in whole or in part, subject to the written approval of the Contracting Officer, provided (1) the Contractor's procedures are not in conflict with any requirements of this contract, and

(2) the requirements of this contract shall take precedence in the event of any conflict with the Contractor's procedures.

(c) The Contractor must place the requirements of this clause in all subcontracts for items that will become components of deliverable Class I, II, or III items.

D. 2 1852.245-74 IDENTIFICATION AND MARKING OF GOVERNMENT

EQUIPMENT (JAN 2011)

(a) The Contractor shall identify all equipment to be delivered to the Government using

NASA Technical Handbook (NASA-HDBK) 6003, Application of Data Matrix

Identification Symbols to Aerospace Parts Using Direct Part Marking

Methods/Techniques, and NASA Standard (NASA-STD) 6002, Applying Data Matrix

Identification Symbols on Aerospace Parts or through the use of commercial marking techniques that: (1) are sufficiently durable to remain intact through the typical lifespan of the property: and, (2) contain the data and data format required by the standards. This requirement includes deliverable equipment listed in the schedule and other equipment when no longer required for contract performance and NASA directs physical transfer to

NASA or a third party. The Contractor shall identify property in both machine and human readable form unless the use of a machine readable-only format is approved by the NASA Industrial Property Officer.

(b) Equipment shall be marked in a location that will be human readable, without disassembly or movement of the equipment, when the items are placed in service unless such placement would have a deleterious effect on safety or on the item's operation.

(c) Concurrent with equipment delivery or transfer, the Contractor shall provide the following data in an electronic spreadsheet format:

(1) Item Description.

(2) Unique Identification Number (License Tag).

(3) Unit Price.

SECTION D OF NNG16575844R

PACKAGING AND MARKING

(4) An explanation of the data used to make the unique identification number.

(d) For equipment no longer needed for contract performance and physically transferred under paragraph (a) of this clause, the following additional data is required:

(1) Date originally placed in service.

(2) Item condition.

(e) The data required in paragraphs (c) and (d) of this clause shall be delivered to the

NASA center receiving activity listed below:

Goddard Space Flight Center

Building 35, Code 279

Greenbelt, MD 20771

(f) The contractor shall include the substance of this clause, including this paragraph

(f), in all subcontracts that require delivery of equipment.

SECTION E OF NNG16575844R

INSPECTION AND ACCEPTANCE

E.1 52.246-5 INSPECTION OF SERVICES – COST REIMBURSEMENT (APR

1984)

(a) Definition. “Services,” as used in this clause, includes services performed, workmanship, and material furnished or used in performing services.

(b) The Contractor shall provide and maintain an inspection system acceptable to the

Government covering the services under this contract. Complete records of all inspection work performed by the Contractor shall be maintained and made available to the

Government during contract performance and for as long afterwards as the contract requires.

(c) The Government has the right to inspect and test all services called for by the contract, to the extent practicable at all places and times during the term of the contract. The

Government shall perform inspections and tests in a manner that will not unduly delay the work.

(d) If any of the services performed do not conform with contract requirements, the

Government may require the Contractor to perform the services again in conformity with contract requirements, for no additional fee. When the defects in services cannot be corrected by reperformance, the Government may—

(1) Require the Contractor to take necessary action to ensure that future performance conforms to contract requirements; and

(2) Reduce any fee payable under the contract to reflect the reduced value of the services performed.

(e) If the Contractor fails to promptly perform the services again or take the action necessary to ensure future performance in conformity with contract requirements, the

Government may—

(1) By contract or otherwise, perform the services and reduce any fee payable by an amount that is equitable under the circumstances; or

(2) Terminate the contract for default.

E. 2 GSFC 52.246-92 ACCEPTANCE-- SERVICES (SEP 2013)

The Contracting Officer or authorized representative will accomplish acceptance at the

Goddard Space Flight Center unless specified elsewhere in Attachment A, SOW. For the purpose of this clause, the Contracting Officer's Representative delegated in this contract is the authorized representative. The Contracting Officer reserves the right to unilaterally designate a different Government agent as the authorized representative. The Contractor

SECTION E OF NNG16575844R

INSPECTION AND ACCEPTANCE

will be notified by written notice or by a copy of the delegation of authority if different representative is designated.

E. 3 GSFC 52.246-102 INSPECTION SYSTEM RECORDS (APR 2013)

The Contractor shall maintain records evidencing inspections in accordance with the

Inspection clause of this contract for six (6) years after delivery of all items and/or completion of all services called for by the contract.

SECTION F OF NNG16575844R

DELIVERIES OR PERFORMANCE

F.1 52.242-15 STOP-WORK ORDER (AUG 1989)--ALTERNATE I (APR 1984)

(a) The Contracting Officer may, at any time, by written order to the Contractor, require the Contractor to stop all, or any part, of the work called for by this contract for a period of 90 days after the order is delivered to the Contractor, and for any further period to which the parties may agree. The order shall be specifically identified as a stop-work order issued under this clause. Upon receipt of the order, the Contractor shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the order during the period of work stoppage. Within a period of 90 days after a stop-work order is delivered to the

Contractor, or within any extension of that period to which the parties shall have agreed, the Contracting Officer shall either--

(1) Cancel the stop-work order; or

(2) Terminate the work covered by the order as provided in the Termination clause of this contract.

(b) If a stop-work order issued under this clause is canceled or the period of the order or any extension thereof expires, the Contractor shall resume work. The Contracting Officer shall make an equitable adjustment in the delivery schedule, the estimated cost, the fee, or a combination thereof, and in any other terms of the contract that may be affected.

(1) The stop-work order results in an increase in the time required for, or in the

Contractor's cost properly allocable to, the performance of any part of this contract; and

(2) The Contractor asserts its right to the adjustment within 30 days after the end of the period of work stoppage; provided, that, if the Contracting Officer decides the facts justify the action, the Contracting Officer may receive and act upon the claim submitted at any time before final payment under this contract.

(c) If a stop-work order is not canceled and the work covered by the order is terminated for the convenience of the Government, the Contracting Officer shall allow reasonable costs resulting from the stop-work order in arriving at the termination settlement.

(d) If a stop-work order is not canceled and the work covered by the order is terminated for default, the Contracting Officer shall allow, by equitable adjustment or otherwise, reasonable costs resulting from the stop-work order.

DELIVERIES OR PERFORMANCE

F.2 52.247-34 F.O.B. DESTINATION (JAN 1991)

(a) The term “f.o.b. destination,” as used in this clause, means—

(1) Free of expense to the Government, on board the carrier’s conveyance, at a specified delivery point where the consignee’s facility (plant, warehouse, store, lot, or other location to which shipment can be made) is located; and

(2) Supplies shall be delivered to the destination consignee’s wharf (if destination is a port city and supplies are for export), warehouse unloading platform, or receiving dock, at the expense of the Contractor. The Government shall not be liable for any delivery, storage, demurrage, accessorial, or other charges involved before the actual delivery (or

“constructive placement” as defined in carrier tariffs) of the supplies to the destination, unless such charges are caused by an act or order of the Government acting in its contractual capacity. If rail carrier is used, supplies shall be delivered to the specified unloading platform of the consignee. If motor carrier (including “piggyback”) is used, supplies shall be delivered to truck tailgate at the unloading platform of the consignee, except when the supplies delivered meet the requirements of Item 568 of the National

Motor Freight Classification for “heavy or bulky freight.” When supplies meeting the requirements of the referenced Item 568 are delivered, unloading (including movement to the tailgate) shall be performed by the consignee, with assistance from the truck driver, if requested. If the contractor uses rail carrier or freight forwarded for less than carload shipments, the contractor shall ensure that the carrier will furnish tailgate delivery, when required, if transfer to truck is required to complete delivery to consignee.

(b) The Contractor shall—

(1)(i) Pack and mark the shipment to comply with contract specifications; or

(ii) In the absence of specifications, prepare the shipment in conformance with carrier requirements;

(2) Prepare and distribute commercial bills of lading;

(3) Deliver the shipment in good order and condition to the point of delivery specified in the contract;

(4) Be responsible for any loss of and/or damage to the goods occurring before receipt of the shipment by the consignee at the delivery point specified in the contract;

(5) Furnish a delivery schedule and designate the mode of delivering carrier; and

(6) Pay and bear all charges to the specified point of delivery.

CONTRACT ADMINISTRATION DATA

F.3 GSFC 52.217-92 PERIOD OF PERFORMANCE (JAN 2014)

The period of performance of this contract shall be for a period of 2 years from the contract effective date thru September 30, 2019.

The total period of performance, including option exercise, shall not exceed 5 years.

(End of Text)

F.4 GSFC 52.237-92 PLACE OF PERFORMANCE--SERVICES (NOV 2013)

The services to be performed under this contact shall be performed at the following location(s): GSFC, and Contractor’s facility.

F.5 GSFC 52.247-94 SHIPPING INSTRUCTIONS--CENTRAL RECEIVING

(FEB 2016)

Shipments of the items required under this contract shall be to:

Receiving Officer

Goddard Space Flight Center

Building 35, Code 279

Greenbelt, Maryland 20771

Marked for:

Technical Officer: Jeffrey Simpson, Code 606.1

Building: 28

Room: W239

Contract No.: TBD

Item(s) No.: TBD

Compliance with this clause is necessary to assure verification of delivery and acceptance and prompt payment.

SECTION G OF NNG16575844R

G.1 52.204-19 INCORPORATION BY REFERENCE OF REPRESENTATIONS

AND CERTIFICATIONS (DEC 2014)

The Contractor's representations and certifications, including those completed electronically via the System for Award Management (SAM), are incorporated by reference into the contract.

G. 2 1852.216-75 PAYMENT OF FIXED FEE (DEC 1988)

The fixed fee shall be paid in monthly installments based upon the percentage of completion of work as determined by the Contracting Officer.

G.3 1852.227-72 DESIGNATION OF NEW TECHNOLOGY

REPRESENTATIVE AND PATENT REPRESENTATIVE (APR 2015)

(a) For purposes of administration of the clause of this contract entitled “New

Technology—Other than a Small Business Firm or Nonprofit Organization” or “Patent

Rights—Ownership by the Contractor,” whichever is included, the installation New

Technology and Patent Representatives identified at http://prod.nais.nasa.gov/portals/pl/new_tech_pocs.html are hereby designated by the

Contracting Officer to administer such clause for the appropriate installation:

(b) Disclosures of reportable items and of subject inventions, interim new technology summary reports, final new technology summary reports, utilization reports, and other reports required by the applicable “New Technology” or “Patent Rights—Ownership by the Contractor” clause, as well as any correspondence with respect to such matters, shall be directed to the New Technology Representative unless transmitted in response to correspondence or request from the Patent Representative. Inquiries or requests regarding disposition of rights, election of rights, or related matters shall be directed to the Patent

Representative. This clause shall be included in any subcontract hereunder requiring a

“New Technology—Other than a Small Business Firm or Nonprofit Organization” clause or “Patent Rights—Ownership by the Contractor” clause, unless otherwise authorized or directed by the Contracting Officer. The respective responsibilities and authorities of the aforementioned representatives are set forth in 1827.305-270 of the NASA FAR

Supplement.

G.4 1852.227-85 INVENTION REPORTING AND RIGHTS –FOREIGN (APR

2015)

(a) As used in this clause, the term “invention” means any invention, discovery or improvement, and “made” means the conception or first actual demonstration that the invention is useful and operable.

(b) The Contractor shall report promptly to the Contracting Officer each invention made in the performance of work under this contract. The report of each such invention shall:

(1) Identify the inventor(s) by full name; and

(2) Include such full and complete technical information concerning the invention as is necessary to enable an understanding of the nature and operation thereof.

(c) The Contractor hereby grants to the Government of the United States of America as represented by the Administrator of the National Aeronautics and Space Administration the full right, title and interest in and to each such invention throughout the world, except for the foreign country in which this contract is to be performed. As to such foreign country, Contractor hereby grants to the Government of the United States of America as represented by the Administrator of the National Aeronautics and Space Administration an irrevocable, nontransferable, nonexclusive, royalty-free license to practice each such invention by or on behalf of the United States of America or any foreign government pursuant to any treaty or agreement with the United States of America, provided that

Contractor within a reasonable time files a patent application in that foreign country for each such invention. Where Contractor does not elect to file such patent application for any such invention in that foreign country, full right, title and interest in and to such invention in that foreign country shall reside in the Government of the United States of

America as represented by the Administrator of the National Aeronautics and Space

Administration.

(d) The Contractor agrees to execute or to secure the execution of such legal instruments as may be necessary to confirm and to protect the rights granted by paragraph (c) of this clause, including papers incident to the filing and prosecution of patent applications.

(e) Upon completion of the contract work, and prior to final payment, Contractor shall submit to the Contracting Officer a final report listing all inventions required to be reported under this contract or certifying that no such inventions have been made.

(f) In each subcontract, the Contractor awards under this contract where the performance of research, experimental design, engineering, or developmental work is contemplated, the Contractor shall include this clause (suitably modified to substitute the subcontractor in place of the Contractor) and the name and address of the Contracting Officer.

G.5 1852.227-86 COMMERCIAL COMPUTER SOFTWARE LICENSE (APR

2015)

(a) Any delivered commercial computer software (including documentation thereof) developed at private expense and claimed as proprietary shall be subject to the restricted rights in paragraph (d) of this clause. Where the vendor/contractor proposes its standard commercial software license, those applicable portions thereof consistent with Federal laws, standard industry practices, the Federal Acquisition Regulations (FAR) and the

NASA FAR Supplement, including the restricted rights in paragraph (d) of this clause, are incorporated into and made a part of this purchase order/contract. Those portions of the vendor's/contractor's standard commercial license or lease agreement that conflict with Federal law (e.g., indemnity provisions or choice of law provisions that specify other than Federal law) are not incorporated into and made a part of this purchase order/contract and do not apply to any computer software delivered under this purchase order/contract.

(b) If the vendor/contractor does not propose its standard commercial software license until after this purchase order/contract has been issued, or until at or after the time the computer software is delivered, such license shall nevertheless be deemed incorporated into and made a part of this purchase order/contract under the same terms and conditions as in paragraph (a) of this clause. For purposes of receiving updates, correction notices, consultation, and similar activities on the computer software, no document associated with the aforementioned activities shall alter the terms of this clause unless such document explicitly references this clause and an intent to amend this clause and is signed by the NASA Contracting Officer.

(c) The vendor's/contractor's acceptance is expressly limited to the terms and conditions of this purchase order/contract. If the specified computer software is shipped or delivered to NASA, it shall be understood that the vendor/contractor has unconditionally accepted the terms and conditions set forth in this clause, and that such terms and conditions

(including the incorporated license) constitute the entire agreement between the parties concerning rights in the computer software.

(d) The following restricted rights shall apply:

(1) The commercial computer software may not be used, reproduced, or disclosed by the

Government, or Government contractors or their subcontractors at any tier, except as provided below or otherwise expressly stated in the purchase order/contract.

(2) The commercial computer software may be—

(i) Used, or copied for use, in or with any computer owned or leased by, or on behalf of, the Government; provided, the software is not used, nor copied for use, in or with more than one computer simultaneously, unless otherwise permitted by the license incorporated under paragraphs (a) or (b) of this clause;

(ii) Reproduced for safekeeping (archives) or backup purposes;

(iii) Modified, adapted, or combined with other computer software, provided that the modified, combined, or adapted portions of the derivative software incorporating restricted computer software shall be subject to the same restricted rights; and

(iv) Disclosed and reproduced for use by Government contractors or their subcontractors in accordance with the restricted rights in paragraphs (d)(2)(i), (ii), and (iii) of this clause;

provided they have the Government's permission to use the computer software and have also agreed to protect the computer software from unauthorized use and disclosure.

(3) If the incorporated vendor's/contractor's software license contains provisions or rights that are less restrictive than the restricted rights in paragraph (d)(2) of this clause, then the less restrictive provisions or rights shall prevail.

(4) If the computer software is otherwise available without disclosure restrictions, it is licensed to the Government, without disclosure restrictions, with the rights in paragraphs

(d)(2) and (3) of this clause.

(5) The Contractor shall affix a notice substantially as follows to any commercial computer software delivered under this contract:

Notice—Notwithstanding any other lease or license agreement that may pertain to, or accompany the delivery of, this computer software, the rights of the Government regarding its use, reproduction and disclosure are set forth in Government Contract No.

TBD.

G.6 1852.242-71 TRAVEL OUTSIDE OF THE UNITED STATES (DEC 1988)

(a) The Contracting Officer must authorize in advance and in writing travel to locations outside of the United States by Contractor employees that is to be charged as a cost to this contract. This approval may be granted when the travel is necessary to the efforts required under the contract and it is otherwise in the best interest of NASA.

(b) The Contractor shall submit requests to the Contracting Officer at least 30 days in advance of the start of the travel.

(c) The Contractor shall submit a travel report at the conclusion of the travel.

The Contracting Officer's approval of the travel will specify the required contents and distribution of the travel report.

G.7 1852.242-73 NASA CONTRACTOR FINANCIAL MANAGEMENT

REPORTING (NOV 2004)

(a) The Contractor shall submit NASA Contractor Financial Management Reports on

NASA Forms 533 in accordance with the instructions in NASA Procedural Requirements

(NPR) 9501.2, NASA Contractor Financial Management Reporting, and on the reverse side of the forms, as supplemented in the Schedule of this contract. The detailed reporting categories to be used, which shall correlate with technical and schedule reporting, shall be set forth in the Schedule. Contractor implementation of reporting requirements under this clause shall include NASA approval of the definitions of the content of each reporting category and give due regard to the Contractor's established financial management information system.

(b) Lower level detail used by the Contractor for its own management purposes to validate information provided to NASA shall be compatible with NASA requirements.

(c) Reports shall be submitted in the number of copies, at the time, and in the manner set forth in the Schedule or as designated in writing by the Contractor Officer. Upon completion and acceptance by NASA of all contract line items, the Contracting Officer may direct the Contractor to submit Form 533 reports on a quarterly basis only, report only when changes in actual cost incur, or suspend reporting altogether.

(d) The Contractor shall ensure that its Form 533 reports include accurate subcontractor cost data, in the proper reporting categories, for the reporting period.

(e) If during the performance of this contract NASA requires a change in the information or reporting requirements specified in the Schedule, or as provided for in paragraph (a) or

(c) of this clause, the Contracting Officer shall effect that change in accordance with the

Changes clause of this contract.

G.8 1852.245-70 CONTRACTOR REQUESTS FOR GOVERNMENT-

PROVIDED EQUIPMENT (AUG 2015)

(a) The Contractor shall provide all property required for the performance of this contract. The Contractor shall not acquire or construct items of property to which the

Government will have title under the provisions of this contract without the Contracting

Officer's written authorization. Property which will be acquired as a deliverable end item as material or as a component for incorporation into a deliverable end item is exempt from this requirement. Property approved as part of the contract award or specifically required within the statement of work is exempt from this requirement.

(b)(1) In the event the Contractor is unable to provide the property necessary for performance, and the Contractor requests provision of property by the Government, the

Contractor's request shall—

(i) Justify the need for the property;

(ii) Provide the reasons why contractor-owned property cannot be used;

(iii) Describe the property in sufficient detail to enable the Government to screen its inventories for available property or to otherwise acquire property, including applicable manufacturer, model, part, catalog, National Stock Number or other pertinent identifiers;

(iv) Combine requests for quantities of items with identical descriptions and estimated values when the estimated values do not exceed $500,000 per unit; and

(v) Include only a single unit when the acquisition or construction value equals or exceeds $500,000.

(2) Contracting Officer authorization is required for items the Contractor intends to manufacture as well as those it intends to purchase.

(3) The Contractor shall submit requests to the Contracting Officer no less than 30 days in advance of the date the Contractor would, should it receive authorization, acquire or begin fabrication of the item.

(c) The Contractor shall maintain copies of Contracting Officer authorizations, appropriately cross-referenced to the individual property record, within its property management system.

(d) Property furnished from Government excess sources is provided as-is, where-is. The

Government makes no warranty regarding its applicability for performance of the contract or its ability to operate. Failure of property obtained from Government excess sources under this clause is insufficient reason for submission of requests for equitable adjustments discussed in the clause at FAR 52.245-1, Government Property, as incorporated in this contract.

G.9 1852.245-71 INSTALLATION-ACCOUNTABLE GOVERNMENT

PROPERTY (JAN 2011)

(a) The Government property described in paragraph (c) of this clause may be made available to the Contractor on a no-charge basis for use in performance of this contract.

This property shall be utilized only within the physical confines of the NASA installation that provided the property unless authorized by the Contracting Officer under (b)(1)(iv).

Under this clause, the Government retains accountability for, and title to, the property, and the Contractor shall comply with the following:

(1) NASA Procedural Requirements (NPR) 4100.1, NASA Materials Inventory

Management Manual;

(2) NASA Procedural Requirements (NPR) 4200.1, NASA Equipment

Management Procedural Requirements;

(3) NASA Procedural Requirement (NPR) 4300.1, NASA Personal Property

Disposal Procedural Requirements;

(4) Notify the cognizant property custodian, COR, and the Installation Security

Officer immediately if theft of Government property is suspected or property cannot be located

(5) Identify Government property equipment that is no longer considered necessary for performance of the contract.

(6) Ensure that equipment is turned in to the Property Disposal Officer through the cognizant property custodian when no longer needed. This is the only acceptable procedure for disposal of Government property.

(7) Do not relocate Government property within Government premises or remove

Government property from Government premises without written approval.

(8) Ensure that Government property, including property leased to the

Government, is used only for the purposes of performing the contract.

(9) Ensure that Government property is protected and conserved.

Property not recorded in NASA property systems must be managed in accordance with the requirements of the clause at FAR 52.245-1, as incorporated in this contract.

The Contractor shall establish and adhere to a system of written procedures to assure continued, effective management control and compliance with these user responsibilities.

In accordance with FAR 52.245-1(h)(1) the contractor shall be liable for property lost, damaged, destroyed or stolen by the contractor or their employees when determined responsible by a NASA Property Survey Board, in accordance with the NASA guidance in this clause.

(b)(1) The official accountable recordkeeping, financial control, and reporting of the property subject to this clause shall be retained by the Government and accomplished within NASA management information systems prescribed by the installation Supply and

Equipment Management Officer (SEMO) and Financial Management Officer. If this contract provides for the Contractor to acquire property, title to which will vest in the

Government, the following additional procedures apply:

(i) The Contractor's purchase order shall require the vendor to deliver the property to the installation central receiving area.

(ii) The Contractor shall furnish a copy of each purchase order, prior to delivery by the vendor, to the installation central receiving area.

(iii) The Contractor shall establish a record for Government titled property as required by FAR 52.245-1, as incorporated in this contract, and shall maintain that record until accountability is accepted by the Government.

(iv) Contractor use of Government property at an off-site location and off-site subcontractor use requires advance approval of the Contracting Officer and notification of the Industrial Property Officer. The property shall be considered Government furnished and the Contractor shall assume accountability and financial reporting responsibility. The Contractor shall establish records and property control procedures and maintain the property in accordance with the requirements of FAR 52.245-1, Government

Property (as incorporated in this contract), until its return to the installation. NASA

Procedural Requirements related to property loans shall not apply to offsite use of property by contractors.

(2) After transfer of accountability to the Government, the Contractor shall continue to maintain such internal records as are necessary to execute the user responsibilities identified in paragraph (a) of this clause and document the acquisition, billing, and disposition of the property. These records and supporting documentation shall be made available, upon request, to the SEMO and any other authorized representatives of the

Contracting Officer.

(c) The following property and services are provided if checked:

(1) Office space, work area space, and utilities. Government telephones are available for official purposes only.

(2) Office furniture.

(3) Property listed in Attachment C.

(i) If the Contractor acquires property, title to which vests in the Government pursuant to other provisions of this contract, this property also shall become accountable to the

Government upon its entry into Government records.

(ii) The Contractor shall not bring to the installation for use under this contract any property owned or leased by the Contractor, or other property that the Contractor is accountable for under any other Government contract, without the Contracting Officer's prior written approval.

(4) Supplies from stores stock.

(5) Publications and blank forms stocked by the installation.

(6) Safety and fire protection for Contractor personnel and facilities.

(7) Installation service facilities: Agency Consolidated End-user Services (ACES).

(8) Medical treatment of a first-aid nature for Contractor personnel injuries or illnesses sustained during on-site duty.

(9) Cafeteria privileges for Contractor employees during normal operating hours.

(10) Building maintenance for facilities occupied by Contractor personnel.

(11) Moving and hauling for office moves, movement of large equipment, and delivery of supplies. Moving services may be provided on-site, as approved by the Contracting

Officer.

G.10 1852.245-73 FINANCIAL REPORTING OF NASA PROPERTY IN THE

CUSTODY OF CONTRACTORS (JAN 2011)

(a) The Contractor shall submit annually a NASA Form (NF) 1018, NASA Property in the Custody of Contractors, in accordance with this clause, the instructions on the form and NFS subpart 1845.71, and any supplemental instructions for the current reporting period issued by NASA.

(b)(1) Subcontractor use of NF 1018 is not required by this clause; however, the

Contractor shall include data on property in the possession of subcontractors in the annual NF 1018.

(2) The Contractor shall mail the original signed NF 1018 directly to the Goddard

Space Flight Center (GSFC), General Accounting Department, General Ledger Section, Code 157, Greenbelt, MD 20771, unless the Contractor uses the NF 1018 Electronic

Submission System (NESS) for report preparation and submission.

(3) One copy shall be submitted (through the Department of Defense (DOD) Property

Administrator if contract administration has been delegated to DOD) to the following address: Goddard Space Flight Center, Supply and Equipment Management Branch, Code 273, Greenbelt, MD 20771, unless the Contractor uses the NF 1018 Electronic

Submission System (NESS) for report preparation and submission.

(c)(1) The annual reporting period shall be from October 1 of each year through

September 30 of the following year. The report shall be submitted in time to be received by October 15. The information contained in these reports is entered into the NASA accounting system to reflect current asset values for agency financial statement purposes.

Therefore, it is essential that required reports be received no later than October 15. Some activity may be estimated for the month of September, if necessary, to ensure the NF

1018 is received when due. However, contractors' procedures must document the process for developing these estimates based on planned activity such as planned purchases or

NASA Form 533 (NF 533 Contractor Financial Management Report) cost estimates. It should be supported and documented by historical experience or other corroborating evidence, and be retained in accordance with FAR Subpart 4.7, Contractor Records

Retention. Contractors shall validate the reasonableness of the estimates and associated methodology by comparing them to the actual activity once that data is available, and adjust them accordingly. In addition, differences between the estimated cost and actual cost must be adjusted during the next reporting period. Contractors shall have formal policies and procedures, which address the validation of NF 1018 data, including data from subcontractors, and the identification and timely reporting of errors.