Section_H.pdf

DRAFT

RFP NNJ16589301R SECTION H

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SECTION H - SPECIAL CONTRACT REQUIREMENTS

H.1 LISTING OF CLAUSES INCORPORATED BY REFERENCE

NOTICE: The following contract clauses pertinent to this section are hereby incorporated by reference:

I. FEDERAL ACQUISITION REGULATION (48 CFR CHAPTER 1)

CLAUSE

NUMBER

DATE TITLE

None.

II. NASA FAR SUPPLEMENT (48 CFR CHAPTER 18) CLAUSES

CLAUSE

NUMBER

DATE TITLE

1852.208-81 NOV 2004 RESTRICTIONS ON PRINTING AND

DUPLICATING

1852.223-70 DEC 2015 SAFETY AND HEALTH AND MISHAP REPORTING

1852.223-75 FEB 2002 MAJOR BREACH OF SAFETY OR SECURITY

1852.223-76 JUL 2003 FEDERAL AUTOMOTIVE STATISTICAL TOOL

REPORTING

1852.242-72 OCT 2015 DENIED ACCESS TO NASA FACILITIES

H.2 EXPORT LICENSES (NFS 1852.225-70) (FEB 2000)

(a) The Contractor shall comply with all U.S. export control laws and regulations, including the International Traffic in Arms Regulations (ITAR), 22 CFR parts 120-130, and the Export Administration Regulations (EAR), 15 CFR parts 730-799, in the performance of this contract. In the absence of available license exemptions/exceptions, the Contractor shall be responsible for obtaining the appropriate licenses or other approvals, if required, for exports of hardware, technical data, and software, or for the provision of technical assistance.

(b) The Contractor shall be responsible for obtaining export licenses, if required, before utilizing foreign persons in the performance of this contract, including instances where the work is to be performed on-site at JSC, where the foreign person will have access to export-controlled technical data or software.

(c) The Contractor shall be responsible for all regulatory record keeping requirements associated with the use of licenses and license exemptions/exceptions.

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(d) The Contractor shall be responsible for ensuring that the provisions of this clause apply to its subcontractors.

(End of clause)

H.3 KEY PERSONNEL AND FACILITIES (NFS 1852.235-71) (MAR 1989)

(a) The personnel and/or facilities listed below (or specified in the contract Schedule) are considered essential to the work being performed under this contract. Before removing, replacing, or diverting any of the listed or specified personnel or facilities, the Contractor shall (1) notify the Contracting Officer reasonably in advance and (2) submit justification (including proposed substitutions) in sufficient detail to permit evaluation of the impact on this contract.

(b) The Contractor shall make no diversion without the Contracting Officer's written consent; provided that the Contracting Officer may ratify in writing the proposed change, and that ratification shall constitute the Contracting Officer's consent required by this clause.

(c) The list of personnel and/or facilities (shown below or as specified in the contract Schedule) may, with the consent of the contracting parties, be amended from time to time during the course of the contract to add or delete personnel and/or facilities.

First Name, Last Name Project Manager

First Name, Last Name Business Manger

First Name, Last Name Safety, Quality, and Environmental Representative

H.4 SPECIAL PROVISION FOR CORE CONTRACT CHANGES

(a) The parties agree that, notwithstanding the provisions of the “Changes” clause, no change made pursuant to such clause shall give rise to an equitable adjustment in the estimated cost or fee when said changes cause an increase or decrease of $100,000 or less in the estimated cost of this contract. Each change shall be controlling making this determination, and such change shall not, for purposes of determining the applicability of this clause, be added to any other change(s). The parties recognize that several changes may be grouped together in a bilateral contract modification for definitization;

however, the dollar value of each individual change will be controlling in determining whether or not an equitable adjustment is in order.

(b) The elements of the Core work described in the SOW are in some instances accompanied by historical workload data (e.g., number of disposal transactions, number of routine shipments performed and number of program stock items issued).

This data represents the Government’s estimates of the level of services required, and

H- 3 are only intended to reflect the amount of activity anticipated for those elements of work. Historical workload data does not constitute a limitation on the contractor’s obligation to perform work in the areas to which they relate. The fact that the contractor has performed work that equals the historical workload data shall not relieve the contractor of its obligation to continue to perform such work to the extent it is required by the Government.

H.5 SPECIAL PROVISION IDIQ CONTRACT CHANGES

The parties agree that notwithstanding the provisions of Changes clause 52.243-2 Alternate II (AUG 1987) of this contract, no change made pursuant to such Clause shall give rise to an equitable adjustment in the estimated cost, fee, delivery schedule, or any other contract provision when said change causes an increase or decrease of $50,000 or less in the estimated cost of this contract. Each change shall be controlling in making this determination, and such change shall not, for purposes of determining the applicability of this clause, be added to any other change(s). The parties recognize that several changes may be grouped together in a bilateral contract modification for definitization; however, the dollar value of each individual change will be controlling in determining whether or not an equitable adjustment is in order.

(End of Clause)

H.6 CAPITAL EQUIPMENT

(a) Introduction: The parties recognize the contractor may, from time to time during the basic period of performance of this contract, purchase equipment for the purpose of performing work described in the SOW. Any such capital equipment will be capitalized and depreciated in accordance with the contractor’s established cost accounting practices and procedures, which must be in conformance to any applicable requirements and standards of this contract.

(b) Contractor Records: The contractor agrees to maintain complete records of capital equipment that is subject to this clause. Such records shall include date of purchase, purchase price, depreciation schedule, and amount of depreciation recorded from time to time. The contractor further agrees to make these records available to the Contracting Officer promptly upon the latter’s request, along with the contractor’s best estimate of the undepreciated balance of each item.

(c) Right to Purchase: The parties agree that if the Government does not extend the contract beyond the base period of performance, or does not thereafter contract with the Contractor for the performance of the same, or substantially the same services contemplated by this contract, the Contractor will, upon request by the Contracting Officer, transfer title to any equipment identified by the Contracting Officer from the records reference above, to either (a) the Government, or (b) a successor Contractor.

(d) If a request for transfer of title to the Government, the Government agrees to recognize as allowable costs under the contract, for identified capital equipment, so much of the cost of the equipment that has not been depreciated as of the end of the contract period of performance. Payment of such undepreciated balances will be no

H- 4 later than 30 days after transfer of title.

(End of Clause)

H.7 AWARD TERM PLAN

In order to motivate high performance by the Contractor, an Award Term (AT) Performance Evaluation Plan (PEP) has been included in Section J of this contract.

This plan enables the Contractor to earn additional Contract Year (CY) period(s) of performance (called “terms”) based upon evaluation of Contractor performance indicated in the AT PEP.

1. Period of Performance

The period of performance is as follows:

• Phase-In : 01/02/18 – 02/28/18

• CY 1: 03/01/18 – 09/30/18 (7 Months) earn term CY 3 with “Very Good” Rating

• CY 2: 10/01/18 – 09/30/19 (12 Months) earn term CY 4 with “Excellent” Rating

• CY 3: 10/01/19 – 09/30/20 (12 Months) earn term CY 5 with “Excellent” Rating

• CY 4: 10/01/20 – 09/30/21 (12 Months) earn term CY 6 with “Excellent” Rating

• CY 5: 10/01/21 – 09/30/22 (12 Months) earn term CY 7 with “Excellent” Rating

• CY 6: 10/01/22 – 09/30/23 (12 Months) earn term CY 8 with “Excellent” Rating

• CY 7: 10/01/23 – 09/30/24 (12 Months) – CPARS Evaluation Only

• CY 8: 10/01/24 – 02/28/26 (17 Months) – CPARS Evaluation Only

The contract “Core” period is 19 months (CY 1 – 2). The Contractor may earn additional terms beginning in CY 1. CY 1 is meant to resolve any transition issues associated with the contract and technical requirements without prejudice to the Contractor, therefore the Contractor must achieve an adjectival rating of “Very Good” or better. Beginning in Contract Year 2, the Contractor must achieve an adjectival rating of “Excellent” in order to earn additional terms.

Performance evaluations are conducted after the first seven months of CY 1, and every 12 months for CY 2 – 6. Since no additional AT can be earned in CY 7 – 8, CPARS evaluations will replace AT evaluations for the final 29 months in three periods (two 12 month periods and one five month period).

The maximum contract period of performance shall not extend beyond eight years. The contract Core and Award Term period of performances are illustrated in Appendix 4 – Award Term Schedule of the AT PEP. All CYs on this contract are Cost-Plus Fixed-Fee.

2. AT Evaluation Plan and Factors

The AT PEP will provide for evaluation of both technical and cost performance (“Cost Gate”) and serves as the basis for any AT determinations. The Contractor must meet or under-run their cost estimates to earn future term. Any changes, deletions, or additions to the plan and/or evaluation factors for a specific period may be made unilaterally by the

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Government, and will be provided in writing to the Contractor at least 15 days prior to the commencement of the AT period. An Award Determination Official (ADO) will be appointed by the Government and is responsible for the overall AT determinations.

3. Cancellation

ATs that have been earned and awarded are subject to the “Termination” and “Limitation of Funds” clauses of this contract. The Government may cancel any unearned AT periods by providing written notice, preliminary or otherwise, to the Contractor not less than 30 days before the next award term earning period begins.

This contract is a Total Small Business Set-aside, in accordance with the provisions of FAR 19.502-2. Within 90 days after the beginning of CYs 4, 5, and 6, the Contractor shall recertify as a small business and provide electronic documentation to the Contracting Officer.

If the Contractor fails to re-certify as a small business under NACIS code 493110 – General Warehousing and Storage, size standard $27.5 million, they will be ineligible to earn any additional terms, and re-competition procedures will commence.

4. Review Process

The Contractor may request a review of the annual AT decision. The request shall be submitted in writing to the Contracting Officer within seven days after notification of the AT decision. Review decisions by the ADO are considered “Final” and not subject to further internal reviews or appeals.

5. Award Term Earned

If an annual AT evaluation results in the earning of additional term, a unilateral modification will be executed by the Government to reflect the increase to the period of performance and total contract value. In no event will the contract exceed the eight year period of performance via the AT process.

H.8 ASSOCIATE CONTRACTOR AGREEMENT FOR JOHNSON SPACE CENTER

(a) The success of Johnson Space Center (JSC) is dependent on the efforts of multiple Contractors. The Logistics Contractor is a key participant. Other key contracts include the:

• Facilities Contractor

• Aircraft Maintenance, Logistics, Integration, Configuration Management, and

Engineering Contractor

• Agency Consolidated End User Services Contractor

(b) In order to achieve efficient and effective implementation of JSC operations, the

Contractor shall establish the means for coordination and exchange of information with associate Contractors. The information to be exchanged shall be that required by the Contractors in the execution of their respective contract requirements. The contractors are strongly encouraged to seek out and foster

H- 6 cooperative efforts that will benefit JSC with increased safety, efficiency, and productivity.

(c) Given the unique role of this contract, and interrelations with the operation, maintenance and utilization of the JSC, the Contractor will engage in cooperative relationships that facilitate effective management of the overall JSC effort.

(d) To ensure successful operation of the JSC, the Contractor shall establish formal guidelines to address coordination, cooperation, and communication. All program elements shall work in a coordinated fashion. Each Contractor shall establish the means for the exchange of such date as needed to keep other project elements fully informed.

(e) Associate Contractor Agreements (ACAs) shall be made continuously available to the Government (to the COR, CO, or their designee) in an electronic format.

H.9 SUBMISSION OF VOUCHERS FOR PAYMENT (JSC 52.216-92) (MAY 2014)

(a) Except for classified vouchers, the Contractor shall submit interim and final cost vouchers electronically using the Department of Defense (DoD) Wide Area Work Flow (WAWF) system. Vouchers will be reviewed by the Defense Contract Audit Agency based upon a risk-based review process.

(1) To access the DoD WAWF system, the Contractor shall be required to have a designated electronic business point of contact in the System for Award Management at https://www.acquisition.gov and be registered to use the DoD WAWF at https://wawf.eb.mil following the step-by-step procedures for self-registration available at this web site.

(2) NASA voucher payment information can be obtained at the NASA Shared Services

Center (NSSC) Vendor Payment information web site at:

https://www.nssc.nasa.gov/vendorpayment. For technical WAWF help, contact the WAWF helpdesk at 1-866-618-5988. For additional questions, contact the NSSC Customer Contact Center at 1-877-677-2123.

(3) The Contractor shall ensure that the payment request includes appropriate contract line item descriptions of the work performed or supplies delivered, unit price/cost per unit, fee (if applicable), and all required back-up documentation to support each payment request.

(b) Vouchers for payment of fee resulting from contract performance or provisional fee (if authorized under this contract) shall be prepared using a Standard Form (SF) 1034 and submitted electronically to the following address for payment:

E-mail address: NSSC-AccountsPayable@nasa.gov

Mailing address: NSSC - FMD Accounts Payable Bldg. 1111, C Road Stennis Space Center, MS 39529 Fax Number: 1-866-209-5415 https://www.acquisition.gov/ https://wawf.eb.mil/ https://www.nssc.nasa.gov/vendorpayment mailto:NSSC-AccountsPayable@nasa.gov

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(c) For both cost and fee voucher submissions, a concurrent copy of the voucher shall be provided electronically to the NASA Contracting Officer outside of WAWF. The Contracting Officer may designate other recipients as required.

(d) The NSSC is the designated billing office for cost and fee vouchers for purpose of the

Prompt Payment clause of this contract.

(f) In the event that amounts are withheld from payment in accordance with terms of this contract, a separate voucher for the amount withheld will be required before payment for that amount may be made.

H.10 ENVIRONMENTAL AND ENERGY CONSERVATION REQUIREMENTS (JSC

52.223-93) (FEB 2011)

(a) The Contractor shall ensure that all work performed and equipment used to fulfill the requirements of this contract are in compliance with all Federal, state, and local regulations and public laws, and the following NASA JSC directives: JPD 8500.1, JSC Environmental Excellence Policy; JPR 8550.1, JSC Environmental Compliance Procedural Requirements; JPR 8553.1, JSC Environmental Management System Manual; JWI 8553.1, EMS Aspect/Impact Assessment and EMP Process; NPR 8570.1, Energy Efficiency and Water Conservation; and JWI 8570.1, Energy Conservation. The Contractor shall provide data on affirmative procurement, waste reduction activity, energy efficient product procurement, and ozone depleting substances in accordance with DRD [insert number], Environmental and Energy Consuming Product Compliance Reports.

(b) The Government remains the owner and operator of record for all environmental activities conducted at NASA owned properties unless otherwise documented in a signed agreement between NASA and the Contractor. The Contractor is advised that activities performed at JSC and associated facilities are subject to Federal, state and local regulatory agency inspections to review compliance with environmental laws and regulations. For on-site issues, JSC's Environmental Office will be the single point of contact with Federal and state regulatory agencies and their representatives unless otherwise directed by the Contracting Officer or the Environmental Office. The Contractor shall immediately notify the JSC Environmental Office when contacted by external regulatory agency representatives and shall cooperate fully. The Contractor shall complete, maintain, and make available to the Contracting Officer, JSC Environmental Office, JSC Energy Manager, or regulatory agency personnel all documentation relating to environmental compliance matters under applicable laws. The Contractor shall immediately notify the JSC Environmental Office upon issuance of a Notice of Violation or noncompliance to the Contractor.

(c) Should a Notice of Violation, Notice of Noncompliance, Notice of Deficiency, or similar regulatory agency notice be issued to the Government as a facility owner/operator on account of the actions or inactions of the Contractor or one of its subcontractors in the performance of work under this contract, the Contractor shall fully cooperate with the Government in correcting any problems and defending against regulatory assessment of any civil fines or penalties arising out of such actions or inactions.

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H.11 ADMINISTRATIVE LEAVE (JSC 52.242-94) (SEP 2008)

(a) When the NASA installation grants administrative leave to its Government employees (e.g., as a result of inclement weather, potentially hazardous conditions, or other special circumstances), the following personnel should also be dismissed upon notification of a center closure provided by the Contracting Officer:

1. Contractor personnel working on-site; and

2. Contractor personnel dedicated to the contract effort who are

a) working off-site within 10 miles of JSC; and

b) unable to perform their NASA contract duties at their off-site location because their normal place of business has been or is expected to be negatively impacted by an emergency situation (e.g. has sustained damage, has been evacuated, etc.).

However, the contractor shall provide sufficient on-site personnel to perform round-the-clock requirements of critical work already in process, unless otherwise instructed by the Contracting Officer or authorized representative.

(b) Administrative leave granted under this clause shall be subject to modification or termination by the Contracting Officer and in all instances shall be subject to the availability of funds. The cost of salaries and wages to the Contractor for the period of any such excused absence shall be a reimbursable item of cost under this contract for effected employees in accordance with the Contractor's established accounting policy.

1. If a labor hour-based contract, administrative leave granted under this clause shall be accounted for consistent with productive hours under this contract for employees in accordance with the Contractor's established accounting policy.

2. For fixed price contracts based on other than labor hours for deliverables, the Contracting Officer and Contractor shall as a precondition to any reimbursement negotiate an advanced agreement to determine the appropriate method in which to grant administrative leave under this clause.

3. All invoices requesting payment under this clause shall be marked as “Administrative Leave in accordance with 52.242-94, Administrative Leave.” All such invoices paid will be subject to review, audit, and revision when routine operations re-commence.

(c) The Contractor shall include this clause in all services subcontracts that include personnel in the categories described in (a) above.

[END OF SECTION]