Section_H.pdf

NNJ17584385R SECTION H

RESEARCH, ENGINEERING, MISSION INTEGRATION SERVICES CONTRACT

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SECTION H - SPECIAL CONTRACT REQUIREMENTS

SUB-SECTION H.A – CLAUSES MUTUALLY APPLICABLE TO BOTH FIRM FIXED-

PRICE AND COST REIMBURSABLE EFFORTS

H.A.1 LISTING OF CLAUSES INCORPORATED BY REFERENCE

NOTICE: The following solicitation provisions and/or contract clauses pertinent to this section are hereby incorporated by reference:

I. FEDERAL ACQUISITION REGULATION (48 CFR CHAPTER 1)

CLAUSE

NUMBER

DATE

TITLE

None included by reference

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

CLAUSE

NUMBER

DATE

TITLE

1852.223-70 DEC 2015 SAFETY AND HEALTH MEASURES AND

MISHAP REPORTING

1852.223-72 JUL 2015 SAFETY AND HEALTH (SHORT FORM)

1852.223-75 FEB 2002 MAJOR BREACH OF SAFETY OR SECURITY

1852.235-73 DEC 2005 FINAL SCIENTIFIC AND TECHNICAL REPORTS

(ALT I FEB 2003) (ALT II)

1852.235-74 FEB 2003 ADDITONAL REPORTS OF WORK – RESEARCH

AND DEVELOPMENT

1852.242-72 OCT 2015 DENIED ACCESS TO NASA FACILITIES

1852.244-70 APR 1985 GEORGRAPHIC PARTICIPATION IN AEROSPACE

PROGRAM

1852.247-71 JULY 2015 PROTECTION OF THE FLORIDA MANATEE

(End of clause)

H.A.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 through 130, and the Export Administration Regulations (EAR), 15 CFR Parts 730 through 799, in the performance of

H-2 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 [insert name of NASA installation], 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.

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

H.A.3 RESERVED

H.A.4 SMALL BUSINESS SUBCONTRACTING GOALS (JSC 52.219-90) (OCT 2006)

(LARGE BUSINESS ONLY)

For purposes of this clause, the terms, “HUBZone Small Business Concern,” “Small Disadvantaged Business Concern,” “Service-Disabled, Veteran-Owned Small Business Concern, “Veteran-Owned Small Business Concern,”” “Women-Owned Small Business Concern,” and “Historically Black College or University (HBCU)” are defined in paragraph 2.101 of the Federal Acquisition Regulation.

The total small business goal, expressed as a percent of total contract value including options, is OFI percent. The small business percentage goal, includes the following goals expressed as a percent of total contract value:

Small Disadvantaged Business Concerns OFI percent

Woman-Owned Small Business Concerns OFI percent

HUBZone Small Business Concerns OFI percent

Veteran-Owned Small Business Concern OFI percent

Service-Disabled, Veteran-Owned Small Business Concern OFI percent

HBCU’s (includes other minority institutions) OFI percent

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H.A.5 JSC 52.242-94 ADMINISTRATIVE LEAVE (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 FAR 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.

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H.A.6 ADDITIONAL EXPORT CONTROL REQUIREMENTS

In addition to the requirements set forth in NFS 1852.225-70, Export Licenses, the contractor shall perform the following tasks when they facilitate exports of NASA hardware, software or technical data according to the Export Administration Regulations, International Traffic in Arms Regulations or any other U.S. export control regulations (e.g. Nuclear Regulatory Commission, Drug Enforcement Agency, etc.) pursuant to this contract:

(a) Provide to the Johnson Space Center (JSC) Export Services Team (EST), in writing, an Advanced Notification of Export (ANE) for all program related exports (hardware, software and technical data) where NASA is considered the U.S. Principal Party in Interest (USPPI). The requirements below shall be met by the contractor and its subcontractors, respectively, when accomplishing the following activities:

1. Submitting requests for NASA to apply for an export license with the Department of Commerce or Department of State for use under the contract activity in support of the ISS Program.

2. Submitting notice of the contractor’s intent to use Department of Commerce or Department of State export licenses obtained by NASA as they apply to the contract activity in support of the ISS Program.

3. Submitting notice of the contractor’s intent to use any export license exceptions or exemptions as they apply to the contract activity in support of the ISS Program.

(b) For all Program related exports (hardware, software or technical data), submit the equivalent information described below to the Center Export Administrator (CEA) at the geographically closest NASA Space Flight Center (JSC, Marshall Space Flight Center [MSFC] or Kennedy Space Center [KSC]) according to the policies and procedures of that center (check with the cognizant Contracting Officer or CEA). A courtesy copy of equivalent information submitted to MSFC or KSC shall be provided to the JSC CEA’s office. Provide copies of shipping documents for shipments made under a NASA Export License, exemption or exception to the appropriate CEA within two weeks after the shipment.

1. The contractor shall submit requests for NASA to apply for a license at least 7 months prior to the need date to export. Note that the agencies which approve the licenses can take up to 6 months or more to process them.

2. The contractor shall submit an ANE in a formal letter, fax or e-mail (e-mail is preferred), containing the information described below (as applicable), addressed to the CEA’s Office in accordance with the submission schedule below. The schedule provides a minimum amount of time required to process the information, however license requests may take longer than 6 months to process by the controlling agency.

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Required Information License Application

Use of License

Use Exemption/Exc eption

Submission Schedule 7 months prior to need date

At least 30 calendar days prior to planned export date

At least 30 calendar days prior to planned export date

Description of Commodity

(as it appears on the license)

X X X

Specific End Use X X

1) NASA license number (include date of expiration), International Traffic in Arms Regulation (ITAR) license exemption (e.g.

125.4(b)(3)) or Export Administration Regulation (EAR) exception (e.g. GOV, RPL, TMP, ENC, etc.). *

X X

2) Quantity and description as it appears on the applicable license.

X X X

3) Date of planned export X X X

4) Origin of export (Company and city).

X X X

5) Intermediate and Ultimate Consignees, End User (full name and address), and Destination of export (Country, city and company).

X

6) Point of contact with current phone number and e-mail address (for technical questions – must be a representative of the contractor originating the export).

X X X

7) Contractor Point of contact, current e-mail address and phone number for CEA’s use to send response

X X X

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Required Information License Application

Use of License

Use Exemption/Exc eption

8) Export Classification Control Number (ECCN) under the Export Administration Regulations or category under the United Sates Munitions List regulations

X X

9) The technical rationale used to support the classification

X X

10) Requirement to export (i.e., MOU, contract number, meeting minutes). Upon request by the CEA or CO, the contractor shall provide a copy of the requirement within 3 working days

X X

11) Additional information as necessary to clarify the export

X X X

12) A copy of the completed Pro Forma Invoice (JSC Form 1735) or equivalent form/ document attached to an email if prepared for the export

X X X

13) A copy of the completed electronically signed JSC Form 1724 (Export Control Request and Approval Worksheet) or equivalent form

X

Signed by Civil Servant -Export Rep

X

Copy of Signed form

X

Signed by Civil Servant - Export

Rep

NASA Point of Contact X X

Specific End Use X X X

* Additional information is required for these exceptions.

i. If using RPL, provide the license number, or copy of records confirming export authorization for the item being replaced.

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ii. If using ENC, provide reference to the manufacturer’s record verifying eligibility for ENC (e.g. full internet address (URL), e-mail from manufacturer or copy of Commerce Department communication to manufacturer).

iii. If using TMP, provide the expected return date. **

3. After all the information is submitted, the cognizant CEA’s office will respond to the contractor or its subcontractor with a status within ten (10) working days. It is the CEA’s goal to provide a notice of approval or other disposition within 10 working days for “Use of License” and “Use of Exemption/Exception” to the contractor or its subcontractors who are exporting on behalf of NASA. Once approved, NASA will provide the destination control statement to use on all export documentation via e-mail or hardcopy letter.

(c) In addition to other applicable export exemptions, the contractor or its subcontractors are authorized to export hardware, software or data to ISS International Partner (IP) governmental offices that meet the conditions of license exception GOV (15 CFR 740.11(b)(2)(iii)(A)).

(d) ** For temporary exports (TMP), the contractor or its subcontractors shipping on behalf of NASA shall submit written notice to the CEA and Contracting Officer within five (5) business days of the date that the item was actually returned, along with the incoming documentation.

(e) The contractor or its subcontractors shall keep those records required by Department of Commerce and Department of State regulations for all exports and make them available upon request to NASA and its representatives.

(f) These requirements do not apply to contractor or subcontractor commercial contract related exports or exports pursuant to Technical Assistance Agreements or other license authorizations received by the contractor or its subcontractors and for which the contractor or its subcontractors will be the USPPI and/or “Exporter of Record.”

(g) These requirements do not apply to exports for which there is “No License Required” (e.g. EAR99, 9A004 to Canadian International Partners on ISS, etc.)

(h) The contractor and its subcontractors shall report to the NASA JSC EST, in writing, any potential export issues (including those related to support of sustaining engineering and operations of ISS) that cannot be resolved by the contractor or its subcontractors, respectively. Such report and/or notification of issues and technical tasks should be reported to the NASA JSC EST at least three (3) months in advance of requested action.

(i) Upon discovery of unforeseen adverse export issues, the contractor shall immediately notify NASA JSC EST by telephone with a follow up e-mail or hardcopy letter of said issue and shall report to the NASA JSC EST, in writing, as the facts become known.

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(j) This clause applies when the contractor or its subcontractors elect to export NASA owned Government Furnished Equipment and Property (GFE, GFP) (including data, software or hardware). In such instances, the contractor or its subcontractors are the USPPI. They shall provide verifiable evidence that a valid export license, exemption or exception has been processed and approved (as applicable). They shall also provide this information for additional property that is not GFE or GFP that the contractor or its subcontractors elect to include with the GFE and GFP.

(End of clause)

H.A.7 LIMITATION OF FUTURE CONTRACTING (NFS 1852.209-71) (DEC 1988)

(a) The Contracting Officer has determined that this acquisition may give rise to a potential organizational conflict of interest. Accordingly, the attention of prospective offerors is invited to FAR Subpart 9.5—Organizational Conflicts of Interest.

(b) The nature of this conflict is [describe the conflict].

(c) The restrictions upon future contracting are as follows:

(1) If the Contractor, under the terms of this contract, or through the performance of tasks pursuant to this contract, is required to develop specifications or statements of work that are to be incorporated into a solicitation, the Contractor shall be ineligible to perform the work described in that solicitation as a prime or first-tier subcontractor under an ensuing NASA contract. This restriction shall remain in effect for a reasonable time, as agreed to by the Contracting Officer and the Contractor, sufficient to avoid unfair competitive advantage or potential bias (this time shall in no case be less than the duration of the initial production contract). NASA shall not unilaterally require the Contractor to prepare such specifications or statements of work under this contract.

(2) To the extent that the work under this contract requires access to proprietary, business confidential, or financial data of other companies, and as long as these data remain proprietary or confidential, the Contractor shall protect these data from unauthorized use and disclosure and agrees not to use them to compete with those other companies.

H.A.8 CROSS-WAIVER OF LIABILITY FOR INTERNATIONAL SPACE STATION

ACTIVITIES (NFS 1852.228-76)

(a) The purpose of this clause is to extend a cross-waiver of liability to NASA contracts for work done in support of Agreements between Parties involving Science or Space Exploration activities that are not related to the International Space Station (ISS) but involve a launch. This cross-waiver of liability shall be broadly construed to achieve the objective of furthering participation in space exploration, use, and investment.

(b) As used in this clause, the term:

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(1) “Agreement” refers to any NASA Space Act agreement that contains the cross-waiver of liability provision authorized in 14 CFR 1266.104.

(2) “Damage” means:

(i) Bodily injury to, or other impairment of health of, or death of, any person;

(ii) Damage to, loss of, or loss of use of any property;

(iii) Loss of revenue or profits; or

(iv) Other direct, indirect, or consequential Damage;

(3) “Launch Vehicle” means an object, or any part thereof, intended for launch, launched from Earth, or returning to Earth which carries Payloads or persons, or both.

(4) “Party” means a party to a NASA Space Act agreement for Science or Space Exploration activities unrelated to the ISS that involve a launch and a party that is neither the prime contractor under this contract nor a subcontractor at any tier hereof.

(5) “Payload” means all property to be flown or used on or in a Launch Vehicle.

(6) “Protected Space Operations” means all Launch or Transfer Vehicle activities and Payload activities on Earth, in outer space, or in transit between Earth and outer space in implementation of an Agreement for Science or Space Exploration activities unrelated to the ISS that involve a launch. Protected Space Operations begins at the signature of the Agreement and ends when all activities done in implementation of the Agreement are completed. It includes, but is not limited to:

(i) Research, design, development, test, manufacture, assembly, integration, operation, or use of Launch or Transfer Vehicles, Payloads, or instruments, as well as related support equipment and facilities and services; and

(ii) All activities related to ground support, test, training, simulation, or guidance and control equipment, and related facilities or services.

Protected Space Operations excludes activities on Earth which are conducted on return from space to develop further a payload's product or process other than for the activities within the scope of an Agreement.

(7) “Related entity” means:

(i) A contractor or subcontractor of a Party at any tier;

(ii) A user or customer of a Party at any tier; or

(iii) A contractor or subcontractor of a user or customer of a Party at any tier.

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Note to paragraph (a)(7): The terms “contractors” and “subcontractors” include suppliers of any kind.

(8) “Transfer Vehicle” means any vehicle that operates in space and transfers Payloads or persons or both between two different space objects, between two different locations on the same space object, or between a space object and the surface of a celestial body. A Transfer Vehicle also includes a vehicle that departs from and returns to the same location on a space object.

(c) Cross-waiver of liability:

(1) The Contractor agrees to a waiver of liability pursuant to which it waives all claims against any of the entities or persons listed in paragraphs (c)(1)(i) through (c)(1)(iv) of this clause based on Damage arising out of Protected Space Operations. This cross-waiver shall apply only if the person, entity, or property causing the Damage is involved in Protected Space Operations and the person, entity, or property damaged is damaged by virtue of its involvement in Protected Space Operations. The waiver shall apply to any claims for Damage, whatever the legal basis for such claims, against:

(i) A Party;

(ii) A Party to another NASA Agreement or contract that includes flight on the same Launch Vehicle;

(iii) A Related Entity of any entity identified in paragraphs (c)(1)(i) or (c)(1)(ii) of this clause; or

(iv) The employees of any of the entities identified in (c)(1)(i) through (iii) of this clause.

(2) The Contractor agrees to extend the cross-waiver of liability as set forth in paragraph (c)(1) of this clause to its own subcontractors at all tiers by requiring them, by contract or otherwise, to:

(i) Waive all claims against the entities or persons identified in paragraphs (c)(1)(i) through (c)(1)(iv) of this clause; and

(ii) Require that their Related Entities waive all claims against the entities or persons identified in paragraphs (c)(1)(i) through (c)(1)(iv) of this clause.

(3) For avoidance of doubt, this cross-waiver of liability includes a cross-waiver of claims arising from the Convention on International Liability for Damage Caused by Space Objects, entered into force on 1 September 1972, in which the person, entity, or property causing the Damage is involved in Protected Space Operations and the person, entity, or property damaged is damaged by virtue of its involvement in Protected Space Operations.

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(4) Notwithstanding the other provisions of this clause, this cross-waiver of liability shall not be applicable to:

(i) Claims between the Government and its own contractors or between its own contractors and subcontractors;

(ii) Claims made by a natural person, his/her estate, survivors, or subrogees (except when a subrogee is a Party to an Agreement or is otherwise bound by the terms of this cross-waiver) for bodily injury to, or other impairment of health, or death of such person;

(iii) Claims for Damage caused by willful misconduct;

(iv) Intellectual property claims;

(v) Claims for damages resulting from a failure of the contractor to extend the cross-waiver of liability to its subcontractors and related entities, pursuant to paragraph (c)(2) of this clause; or

(vi) Claims by the Government arising out of or relating to a contractor's failure to perform its obligations under this contract.

(5) Nothing in this clause shall be construed to create the basis for a claim or suit where none would otherwise exist.

(6) This cross-waiver shall not be applicable when 49 U.S.C. Subtitle IX, Chapter 701 is applicable.

H.A.9 ON-RAMP

The purpose of this on-ramp clause is (1) to ensure competition exists throughout the life of this contract for both Large and Small Business for deliveries which have not previously been awarded throughout the life of the contract, (2) to allow new qualified service providers not originally accepted for award the opportunity to provide services and (3) for providers to introduce new capabilities not available or identified at the time of the award of the initial contract.

The parties mutually agree that the original solicitation, as revised, shall remain open during the life of this contract and that at any time NASA may award additional contracts for IDIQ requirements. As deemed necessary during the life of this contract, NASA will allow submission of proposals from service providers for contracts. The requirement for submission of on-ramp proposals will be established by a government issued solicitation notice. The decision to request proposals under the clause will be solely at NASA’s discretion and will only occur after this requirement has been synopsized. Price, Mission Suitability, and Past Performance will remain factors in determining awards.

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If NASA issues a solicitation notice, new and incumbent providers will be allowed to submit proposals within the notice’s stated response time. Upon award of each additional contract, NASA shall notify all present Contractors of the award, and the new Contractor shall thenceforth be eligible to compete with all present Contractors for the award of task orders.

Contracts with existing Contractor(s) will be unaffected by the use of this On-Ramp provision and current contracts will remain active. Existing Contractor(s) may propose services consistent with the Instruction to Offerors of the “On-Ramp” Request for Proposal, as revised.

If the existing Contractor(s) chooses not to respond to the “On-Ramp” RFP, they remain as a candidate for competition of future orders under the terms of the existing contract. If the existing Contractor chooses to respond to the “On-Ramp” RFP but is not awarded a new contract in that competition, they remain as a candidate for competition of future orders under the terms of the existing contract. If the existing Contractor(s) chooses to respond to the “On- Ramp” RFP and are awarded additional service capabilities in that competition, their existing contract will be modified to incorporate the additional capabilities.

NASA reserves the right to expand the performance capabilities covered by the REMIS contract, by properly soliciting offers from all interested sources.

[End of Sub-Section]

SUB-SECTION H.B – CLAUSES APPLICABLE TO FIRM FIXED-PRICE EFFORTS

ONLY

[End of Sub-Section]

SUB-SECTION H.C – CLAUSES APPLICABLE TO COST REIMBURSABLE EFFORTS

ONLY

H.C.1 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 https://www.acquisition.gov/ https://wawf.eb.mil/ https://www.nssc.nasa.gov/vendorpayment

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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

(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.

(e) 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.

[END OF SECTION]

mailto:NSSC-AccountsPayable@nasa.gov