ESSCA_DRFP_Complete.docx

NNM16568754R PHASE-IN PURCHASE ORDER

DRFQ NNM12401516Q

K-1

|X| NEGOTIATED (RFP)

National Aeronautics & Space Administration George C. Marshall Space Flight Center Office of Procurement Marshall Space Flight Center, AL 35812 NASA/Marshall Space Flight Center Attn: PS22/Anita J. Ayers Marshall Space Flight Center, AL 35812 Deliver to: Building 4203

(256) 961-2117

NOTE: In sealed bid solicitations “Offer” and “Offeror” means “bid” and “bidder”

SOLICITATION

9. Sealed offers for furnishing the supplies or services in the Schedule will be received at the place specified in Item 8, or if hand carried, in the depository located in Building 4203 until 12:00 noon local time, on (See Provision L.16, DUE DATE FOR RECEIPT OF PROPOSALS).

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

10. FOR

INFORMATION

CALL:

11. TABLE OF CONTENTS

OTHER STATEMENTS OF OFFERORS

OFFER (Must be fully completed by Offeror)

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

12. In compliance with the above, the undersigned agrees, if this offer is accepted within calendar days (60 calendar days unless a different period is inserted by the Offeror) from the date for receipt of offers specified above, to furnish any or all items upon which prices are offered at the price set opposite each item, delivered at the designated point(s), within the time specified in the schedule.

13. DISCOUNT FOR PROMPT PAYMENT

(See Section I, clause No. 52-232-8)

ADDRESS OF

OFFER (Type or print)

(Include area code)

IS DIFFERENT FROM ABOVE – ENTER

AWARD (To be completed by Government)

(4 copies unless otherwise specified)

ITEM

James W. Bailey

(Signature of Contracting Officer)

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

NSN 7540-01-152-8064

PREVIOUS EDITION NOT USABLE

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

George C. Marshall Space Flight Center Marshall Space Flight Center, Alabama 35812

Engineering Services and Science Capability Augmentation (ESSCA)

For The National Aeronautics and Space Administration At George C. Marshall Space Flight Center, Alabama (AL)

DRFP

A Source Evaluation Board will evaluate the proposed procurement in accordance with procedures prescribed by the Federal Acquisition Regulation (FAR) and the NASA FAR Supplement (NFS). This DRFP is a means of soliciting industry comments and is not a solicitation. NASA is not currently requesting proposals.

RFP Number: NNM16568754R

Date of Issue: xxxxxxxxx2016

ENGINEERING SERVICES and SCIENCE CAPABILITY AUGMENTATION

(ESSCA) CONTRACT

EXECUTIVE SUMMARY

The Engineering Services and Science Capability Augmentation (ESSCA) is a performance-based cost-reimbursement contract requiring engineers, scientists, and engineering technicians in support of the National Aeronautics and Space Administration (NASA)/George C. Marshall Space Flight Center (MSFC), AL. Successful performance will be recognized through an award fee process.

Currently, services will support the following MSFC Offices and Center technical areas:

· Engineering Directorate

· Space Launch System Program Office

· Flight Programs and Partnerships Office

· Science and Technology Office

· Space Transportation Technology Development and Sustaining Engineering

· Propulsion Systems Technology Development and Sustaining Engineering

· Space Systems Technology Development and Sustaining Engineering

· Scientific Research

The overall goals of this contract are to:

· Provide technical excellence in a wide range of science and engineering disciplines

· Manage variable staffing requirements

· Staff new requirements expeditiously

· Provide a safe and healthful work environment

· Identify and promote innovative solutions

· Provide cost effective services

…supporting MSFC’s current strategic goals to…

· Lead the Agency in developing new space propulsion and transportation systems for human exploration and space operations, support the development and application of advanced propulsion technology, and jointly steward the national propulsion industrial base.

· Support the Agency in developing next generation systems for living and working in space with emphasis on human exploration.

· Sustain and advance scientific research in support of the Agency’s strategic goal of expanding the scientific understanding of Earth and the universe in which we live within niche areas of Marshall focus and technical capabilities.

With the dynamic nature and ever changing culture in the exploration of space, it is critical that the Contractor provide maximum flexibility to meet Agency and Center programmatic goals and objectives.

NNM1658754R

Part I – The Schedule

SECTION B

Supplies or Services and Prices/Costs

SUPPLIES AND/OR SERVICES TO BE FURNISHED

ESTIMATED COST AND AWARD FEE

MINIMUM/MAXIMUM INDEFINITE DELIVERY/INDEFINITE QUANTITY (IDIQ) POTENTIAL CONTRACT VALUE

AWARD FEE

1852.232-81 CONTRACT FUNDING (JUN 1990)

MSFC 52.222-90 PREMIUMS FOR SCHEDULED OVERTIME (MAY 2016)

Section B – Supplies or Services and Prices

Supplies and/or Services to be Furnished The Contractor shall provide all resources (except as may be expressly stated in this contract as furnished by the Government) necessary for performing the Engineering Services and Science Capability Augmentation (ESSCA) contract in accordance with Section J, Attachment J-1, Performance Work Statement (PWS) and Attachment J-2, Data Procurement Document (DPD).

(End of clause)

Estimated Cost and Award Fee The estimated cost of this contract is $TBD. The maximum available award fee is $TBD. Total estimated cost and maximum award fee are $TBD.

Table B-1 reflects the contract values by contract year (CY) of individual contract line item numbers (CLINs) and is set forth below:

Table B-1

Estimated Cost and Award Fee

Total Value

TOTAL

CLIN 1,2 & 3

(End of clause)

Minimum/Maximum Indefinite Delivery Indefinite Quantity (IDIQ) Value

(a) The Government is only obligated to satisfy the minimum ordering value. The maximum potential value does not reflect an obligation of the Government.

(b) Table B-2 reflects the minimum and maximum quantity value for each contract period and is set forth in the following table:

Table B-2

(c) Beyond the minimum quantity specified above, the Government’s obligation for payment is limited to funds obligated under Clause B.5, 1852.232-81, Contract Funding. Cost will be reimbursed in accordance with Clause 52.216-7, Allowable Cost and Payment, for the quantity ordered and fee will be earned and paid in accordance with Clause B.4, Award Fee.

(d) Unused maximum order quantity from any contract period may be rolled over to subsequent contract periods.

(e) Government orders in quantities specified above the minimum and below the maximum shall not constitute a basis for equitable adjustments.

(f) The award of this IDIQ contract does not inhibit the Government’s right to later award separate contracts for similar or related services.

(End of clause)

Award Fee The amount of award fee earned shall be determined in accordance with Attachment J-3, Award Fee Evaluation Plan, and Clause G.2, 1852.216-76 Award Fee for Service Contracts. Table B-3 specifies the award fee available and award fee earned. The Contractor shall not apply fee to the non-labor cost of the following items: travel, training, and relocation costs.

Table B-3

Base Period

Option 1

Option 2

NOTE: The Government will make provisional and final earned award fee payments in accordance with Clause G.2, 1852.216-76 Award Fee for Service Contracts.

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 Engineering Services and Science Capability Augmentation (ESSCA) and covers the following estimated period of performance: August 1, 2017 through [TBD].

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

(c) Recapitulation of funding is shown in Table B-4.

Table B-4

Potential Fee

Total Sum Allotted

MSFC 52.222-90 Premiums for Scheduled Overtime (MAY 2016) Pursuant to the FAR clause 52.222-2, Payment for Overtime Premiums, the amount of overtime premium authorized shall be specified in individual Task Orders. Task Order values are identified in Attachment J-13, Indefinite Delivery Indefinite Quantity (IDIQ) Task Orders.

[END OF SECTION]

NNM1658754R SECTION B

B-5

SECTION C

Description/Specifications/Statement of Work

MSFC 52.211-93 DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK (FEB 2001)

DATA REQUIREMENTS LIST

Section C - Description/Specification/Statement of Work

MSFC 52.211-93 Description/Specifications/Statement of Work (FEB 2001) The Description/Specifications/Statement of Work is Attachment J-1, Performance Work Statement (PWS).

(End of clause)

Data Requirements List (DRL)

(a) The Contractor shall furnish all data identified and described in the Data Requirements List of Section J, Attachment J-2, Data Procurement Document (DPD). All expenses associated with DPD deliverables shall be accounted for in the contract management overhead rate.

(b) The Government reserves the right to delay the date of delivery of any or all Data Requirement Descriptions (DRDs) specified in the DRL and such right may be exercised at no increase in the cost of this contract.

(c) Nothing contained in this DRL clause shall relieve the Contractor from delivering data that is not identified and described in the DRL/DPD, but required elsewhere under another clause of this contract.

(d) To the extent that data required to be delivered under a DRD is also required to be delivered under another clause of the contract, the requirements established by both the DRD and such other contract clause shall apply. In the event of a conflict between the data requirements of the DPD and another contract clause, the contract clause shall take precedence.

NNM1658754R SECTION C

C-2

SECTION D

Packaging and Marking

NFS 1852.211-70 PACKAGING, HANDLING, AND TRANSPORTATION (SEP 2005)

Section D – Packaging and Marking

NFS 1852.211-70 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.

NNM1658754R SECTION D

D-2

SECTION E

Inspection and Acceptance

52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

52.246-11 HIGHER-LEVEL CONTRACT QUALITY REQUIREMENT (DEC 2014)

1852.246-71 GOVERNMENT CONTRACT QUALITY ASSURANCE FUNCTIONS (OCT 1988)

1852.246-72 MATERIAL INSPECTION AND RECEIVING REPORT (APR 2015)

Section E - Inspection and Acceptance

52.252-2 Clauses Incorporated by Reference (FEB 1998)

52.246-11 Higher-Level Contract Quality Requirement (DEC 2014)

(a) The Contractor shall comply with the higher-level quality standard(s) listed below.

Marshall Quality Management System Policy-Marshall Policy Directive (MPD) 1280.1

(b) The Contractor shall include applicable requirements of the higher-level quality standard(s) listed in paragraph (a) of this clause and the requirement to flow down such standards, as applicable, to lower-tier subcontracts, in-

(1) Any subcontract for critical and complex items (see 46.203(b) and (c)); or

(2) When the technical requirements of a subcontract require:

(i) Control of such things as design, work operations, in-process control, testing, and inspection; or

(ii) Attention to such factors as organization, planning, work instructions, documentation control, and advanced metrology.

(End of clause)

1852.246-71 Government Contract quality Assurance Functions (OCT 1988) In accordance with the inspection clause of this contract, the Government intends to perform the following functions at the locations indicated:

1852.246-72 Material Inspection and Receiving Report (APR 2015)

(a) At the time of each delivery to the Government under this contract, the Contractor shall prepare and furnish a Material Inspection and Receiving Report (Department of Defense (DD) Form 250 series). The forms shall be prepared and distributed as follows: three (3) copies, to include an original and two (2) reproductions.

(b) The Contractor shall prepare the DD Form 250 in accordance with NASA FAR Supplement 1846.6. The Contractor shall enclose the copies of the DD Form 250 in the package or seal them in a waterproof envelope, which shall be securely attached to the exterior of the package in the most protected location.

(c) When more than one package is involved in a shipment, the Contractor shall list on the DD Form 250, as additional information, the quantity of packages and the package numbers. The Contractor shall forward the DD Form 250 with the lowest numbered package of the shipment and print the words "CONTAINS DD FORM 250" on the package.

NNM16568754R SECTION E

E-3

SECTION F

Deliveries or Performance

52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

PERIOD OF PERFORMANCE

MSFC 52.237-91 PLACE OF PERFORMANCE (FEB 2001)

PHASE-IN

SECTION F - Deliveries or Performance

F.2 Period of Performance

(a) The base period of performance of this contract is from August 1, 2017 to July 31, 2021.

(b) In the event the Government elects to exercise its option(s) pursuant to the terms of this contract, the period of performance for each option shall be as set forth in Table F-1.

Table F-1

F.3 MSFC 52.237-91 Place of Performance (FEB 2001) The Contractor shall perform the work under this contract at the following location(s): Marshall Space Flight Center (MSFC), Huntsville, AL; National Space Science Technology Center (NSSTC), Huntsville, AL; Michoud Assembly Facility (MAF), New Orleans, LA and at such other locations that may be approved in writing by the Contracting Officer.

(End of clause)

F.4 Phase-In Prior to performance of services under this contract, phase-in activities for this contract shall be conducted via a separately issued purchase order (PO). All cost associated with phase-in activities are specifically excluded from this contract. No Government-furnished facilities under this contract will be available during the phase-in period.

NNM16568754R SECTION F

F-2

SECTION G

Contract Administration Data

52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

1852.216-76 AWARD FEE FOR SERVICE CONTRACTS (APR 2012)

1852.216-87 SUBMISSION OF VOUCHERS FOR PAYMENT (MAR 1998)

1852.227-72 DESIGNATION OF NEW TECHNOLOGY REPRESENTATIVE AND PATENT REPRESENTATIVE (APR 2015)

1852.245-71 INSTALLATION-ACCOUNTABLE GOVERNMENT PROPERTY (JAN 2011)

1852.245-76 LIST OF GOVERNMENT PROPERTY FURNISHED PURSUANT TO FAR 52.245-1 (JAN 2011) MSFC 52.204-90 CONTRACTOR EMPLOYEE BADGING AND EMPLOYMENT TERMINATION CLEARANCE (JUN 2016)

TECHNICAL DIRECTION

CAPITAL ASSET IDENTIFICATION AND TRACKING

SECTION G - Contract Administration Data

52.252-2 Clauses Incorporated by Reference (FEB 1998)

1852.216-76 Award Fee For Service Contracts (APR 2012)

(a) The contractor can earn award fee from a minimum of zero dollars to the maximum stated in NASA FAR Supplement clause B-2, Estimated Cost and Award Fee in this contract.

(b) Beginning six months after the effective date of this contract, the Government shall evaluate the Contractor's performance every six months through contract year one to determine the amount of award fee earned by the contractor during the period. Beyond CY 1, the Government shall evaluate the Contractor's performance every 12 months to determine the amount of award fee earned by the contractor during the period. The Contractor may submit a self-evaluation of performance for each evaluation period under consideration. These self-evaluations will be considered by the Government in its evaluation. The Government's Fee Determination Official (FDO) will determine the award fee amounts based on the Contractor's performance in accordance with Attachment J-3, Award Fee Evaluation Plan. The plan may be revised unilaterally by the Government prior to the beginning of any rating period to redirect emphasis.

(c) The Government will advise the Contractor in writing of the evaluation results. The NASA Shared Services Center (NSSC) Accounts Payable Office will make payment based on issuance of unilateral modification by the contracting officer.

(d) The Contracting Officer may direct the withholding of earned award fee payment until a reserve is set aside in an amount that the Contracting Officer considers necessary to protect the Government's interest relative to an orderly and timely closeout of the contract. This reserve shall not exceed 15 percent of the contract’s total potential award fee or $100,000, whichever is less.

(e) The amount of award fee which can be awarded in each evaluation period is limited to the amounts set forth in Clause B.4, Award Fee. Award fee which is not earned in an evaluation period cannot be reallocated to future evaluation periods.

(f)

(1) Provisional award fee payments will be made under this contract pending the determination of the amount of fee earned for an evaluation period. If applicable, provisional award fee payments will be made to the Contractor on a monthly basis. The total amount of award fee available in an evaluation period that will be provisionally paid is the lesser of 80% or the prior period's evaluation score.

(2) Provisional award fee payments will be superseded by the final award fee evaluation for that period. If provisional payments exceed the final evaluation score, the Contractor will either credit the next payment voucher for the amount of such overpayment or refund the difference to the Government, as directed by the Contracting Officer.

(3) If the Contracting Officer determines that the Contractor will not achieve a level of performance commensurate with the provisional rate, payment of provisional award fee will be discontinued or reduced in such amounts as the Contracting Officer deems appropriate. The Contracting Officer will notify the Contractor in writing if it is determined that such discontinuance or reduction is appropriate.

(4) Provisional award fee payments will not be made prior to the first award fee determination by the Government.

(g) Award fee determinations are unilateral decisions made solely at the discretion of the Government.

(End of clause)

1852.216-87 Submission of Vouchers for Payment (MAR 1998) (Deviation)

(a) Except for classified vouchers, the Contractor shall submit interim and final cost vouchers electronically using the DOD Wide Area Work Flow (WAWF) system. Vouchers will be reviewed by DCAA based upon a risk-based sampling 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. Please contact the NSSC Customer Contact Center at 1-877-NSSC123 (1-877-677-2123) with any additional questions or comments.

(3) For interim cost voucher submission the vendor shall use the “Cost Voucher” document type in WAWF. The Activity address codes to be populated in WAWF for submission of vouchers under this contract are (extension fields will not be populated):

a. Paying Office Activity Address Code: 803112 (NSSC)

b. Admin Office Activity Address Code: 804146

c. Ship To Code: 804167

d. DCAA DoD Activity Address Code: 804146

e. DCAA office: http://www.dcaa.mil/conus.html

f. If submitting “Final Cost Voucher”, add Service Approver DODAAC: 804146

(4) 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 relevant back-up documentation to support each payment request.

(5) The Contractor shall enter the e-mail address identified below in the “Send Additional Email Notifications” field of WAWF once a document is submitted in the system.

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

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

Mailing address: NSSC - FMD Accounts Payable

(c) For both cost voucher and fee submissions, a concurrent copy of the voucher shall be provided electronically to the NASA Contracting Officer. 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 provisions of this contract, a separate voucher for the amount withheld will be required before payment for that amount may be made.

(f) Cost and fee vouchers are to be submitted separately.

(End of clause)

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.

(End of clause)

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:

NASA Procedural Requirements (NPR) 4100.1, NASA Materials Inventory Management Manual;

NASA Procedural Requirements (NPR) 4200.1, NASA Equipment Management Procedural Requirements;

NASA Procedural Requirement (NPR) 4300.1, NASA Personal Property Disposal Procedural Requirements;

User Responsibilities:

The Contractor shall retain responsibility for ensuring proper use, care, and protection (safeguarding) of Installation Accountable Government Property (IAGP) under his/her custody and control. The Contractor shall be responsible for the following: (1) ensuring IAGP is used only in the pursuit of approved programs, or as otherwise authorized; (2) updating record locations in NASA Property Notification system (N-PROP) or notifying cognizant Property Custodian, of all equipment location changes; (3) ensuring that any lost, missing or damaged IAGP is officially reported to his/her supervisor, the appropriate Property Custodian, and the Protective Services Department; (4) notifying Property Custodian of IAGP not being actively used; (5) ensuring that IAGP is turned into the Property Disposal Officer through N-PROP or the Property Custodian when no longer needed; under no circumstances will the contractor dispose of IAGP, whether tagged or untagged; and (6) notifying the Contracting Officer, cognizant Property Custodian, and the Center’s Supply and Equipment Management Officer (SEMO) upon termination of employment.

Contractor Acquired Property Onsite:

The Contractor shall initiate a transfer of accountability by submitting a MSFC Form 4554, “Transfer and Shipping Document" (or equivalent DD Form 1149), accompanied by a copy of the Contractor’s applicable purchasing and receipt document for the property. The Contractor shall reference both the Contractor’s Subcontract/Purchase Order number and the Government contract number on the Form 4554. For purchases of supplies and materials, this document shall be submitted within 30 calendar days after the end of each calendar-year quarter (that is, not later than January 30, April 30, July 30, and October 30). For equipment purchases, the Form 4554 (or equivalent DD Form 1149) shall be submitted within 15 business days after acceptance of each item of equipment by the Contractor.

NOTE: For transfers of capitalized property the contractor shall provide a copy of supporting invoices, to include third party invoices, to substantiate capitalized asset costs.

Property not recorded in NASA property systems shall 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’s central receiving area.

(ii) The Contractor shall furnish a copy of each purchase order, prior to delivery by the vendor, to the installation’s 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:

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

|X| (2) Office furniture.

|X| (3) Property listed in Attachment J-5.

(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.

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

|X| (7) Installation service facilities: See Attachment J-5.

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

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

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

|X| (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.

|X| (12) Access to the MSFC Wellness Center in accordance with membership requirements for Contractor employees.

(End of clause)

1852.245-76 List of Government Property Furnished Pursuant to FAR 52.245-1 (JAN 2011) For performance of work under this contract, the Government will make available Government property identified below or in Attachment J-6 of this contract on a no charge-for-use basis pursuant to the clause at FAR 52.245-1, Government Property, as incorporated in this contract. The Contractor shall use this property in the performance of this contract at Marshall Space Flight Center, AL 35812 and at other location(s) as may be approved by the Contracting Officer. Under FAR 52.245-1, the Contractor is accountable for the identified property.

(End of clause)

MSFC 52.204-90 Contractor Employee Badging and Employment Termination Clearance (JUN 2016)

(a) It is anticipated that performance of the requirements of this contract will require employee access to and picture badging by the Marshall Space Flight Center (MSFC) or Michoud Assembly Facility (MAF). Contractor requests for badging of employees shall be submitted electronically through NASA’s Agencywide Identity and Access Management Tools (IdMAX). Requests for badging will be routed electronically to the appointed Contracting Officer’s Representative (COR) or other federal civil service technical personnel responsible for work requirements for approval prior to processing by the MSFC Protective Services and Export Control Office (PSECO).

(b) Contractor employees must undergo a background investigation prior to being issued a full-time Contractor badge granting access to Redstone Arsenal or MAF. Contractor employees not previously cleared for a full-time Contractor badge (e.g., not previously included in the NASA/MSFC or DoD/Redstone database) must complete a Background Investigation Questionnaire and Release form as soon as practicable and before the employee requires Redstone or MAF access. When these forms are completed and submitted to MSFC Security, the Contractor employees may be granted an extended visitor’s badge granting MSFC or MAF access for a period not to exceed 30 days. This 30-day period is normally more than adequate for the Government to conduct its background investigation if the applicant’s submission is truthful, accurate and complete, and there are no preexisting issues noted in the investigation. If the Contractor employee does not successfully clear the background investigation process within 30 days, the extended visitor badge will be revoked. If the visitor badge is revoked, the Contractor employee may not enter MSFC or MAF and, if the contractual work assignment requires the employee to be onsite and/or have access to Government IT systems, the employee shall discontinue charging their time to the contract immediately. Any Contractor concerns regarding the timeliness of investigation processing should be raised to the Contracting Officer. The Contracting Officer has sole discretion to extend the 30-day limit.

(c) Contractor employees requiring a badge and/or access to NASA IT systems for less than 180-days within a 365-day period must undergo a fingerprint check through National Crime Information Center/Interstate Identification Index (NCIC/III). Contractor requests for temporary badging of employees shall be submitted electronically through NASA's IdMAX system. Requests for temporary badging will be routed electronically to the appointed COR or other federal civil service technical personnel responsible for work requirements for approval prior to processing by the MSFC PSECO.

(d) The Contractor shall establish procedures to ensure that badged Contractor employees who no longer require access to the Center process out using the electronic NASA Integrated Service Management (NISM) system and turn in their badge to the MSFC or MAF PSECO Badging Office. An electronic IdMAX Employee Termination Request must also be submitted.

(e) Questions on how to access the IdMAX and NISM systems shall be directed to the MSFC PSECO, Marshall Space Flight Center, Alabama 35812.

(End of clause)

Technical Direction

(a) Performance of the work under this contract is subject to the written technical direction of the Contracting Officer’s Representative (COR), who shall be specifically appointed by the Contracting Officer in writing in accordance with NASA FAR Supplement 1801.602-2(d)(i) and (ii). "Technical direction" means a directive to the Contractor that approves approaches, solutions, designs, or refinements; fills in details or otherwise completes the general description of work or documentation items; shifts emphasis among work areas or tasks; or furnishes similar instruction to the Contractor. Technical direction includes requiring studies and pursuit of certain lines of inquiry regarding matters within the general tasks and requirements in Section J-1, Performance Work Statement (PWS), of this contract.

(b) The COR does not have the authority to, and shall not, issue any instruction purporting to be technical direction that -

(1) Constitutes an assignment of additional work outside the performance work statement;

(2) Constitutes a change as defined in the changes clause;

(3) Constitutes a basis for any increase or decrease in the total estimated contract cost, the award fee (if any), or the time required for contract performance;

(4) Changes any of the expressed terms, conditions, or specifications of the contract; or

(5) Interferes with the contractor's rights to perform the terms and conditions of the contract.

(c) All technical direction shall be issued by the COR.

(d) The Contractor shall proceed promptly with the performance of technical direction duly issued by the COR in the manner prescribed by this clause and within the COR's authority. If, in the Contractor's opinion, any instruction or direction by the COR falls within any of the categories defined in paragraph (b) of this clause, the Contractor shall not proceed but shall notify the Contracting Officer in writing within seven (7) days after receiving it and shall request the Contracting Officer to take action as described in this clause. Upon receiving this notification, the Contracting Officer shall either issue an appropriate task order change or contract modification within a reasonable time or advise the Contractor in writing within seven (7) days that the instruction or direction is -

(1) Rescinded in its entirety; or

(2) Within the requirements of the contract and does not constitute a change under the changes clause of the contract, and that the Contractor should proceed promptly with its performance.

(e) A failure of the Contractor and Contracting Officer to agree that the instruction or direction is both within the requirements of the contract and does not constitute a change under the changes clause, or a failure to agree upon the contract action to be taken with respect to the instruction or direction, shall be subject to the Disputes clause of this contract.

(f) Any action(s) taken by the Contractor in response to any direction given by any person other than the Contracting Officer or the COR shall be at the Contractor's risk.

(End of clause)

Capital Asset Identification and Treatment In accordance with NASA NPR 9250.1, Property, Plant, and Equipment and Operating Materials and Supplies, and NPD 9250.1, Identifying Capital Assets and Accumulation of Cost, the Contractor shall track, report, and separately identify capital assets as separate Work Breakdown Structure elements on the Contractor’s monthly 533 reports. The identification of capital assets is accomplished through the use of the NASA Form 1739, Capitalization and Determination Form, prior to asset acquisition. In addition, in accordance with NFS 1852.245-70, the Contractor shall obtain approval from the Contracting Officer prior to purchasing or beginning fabrication of any Property, Plant, and Equipment (PP&E) with an anticipated total acquisition cost greater than $500,000, other than internal use software which has a capitalization threshold of $1,000,000, that is not specifically identified in their contract. PP&E is defined as tangible assets, including land, that meet the following criteria: (1) have estimated useful lives of two (2) years or more, (2) are not intended for sale in the ordinary course of operations, and (3) have been acquired or constructed with the intention of being used or being available for use by NASA. Contractor will provide a copy of supporting invoices (to include third party invoices) to substantiate capitalized asset costs.

NNM16568754R SECTION G

G-2

SECTION H

Special Contract Requirements

52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

52.204-15 SERVICE CONTRACT REPORTING REQUIREMENTS FOR INDEFINITE-DELIVERY CONTRACTS (JAN 2014)

1852.235-71 KEY PERSONNEL AND FACILITIES (MAR 1989)

1852.242-72 DENIED ACCESS TO NASA FACILITIES (OCT 2015)

MSFC 52.223-90 ASBESTOS MATERIAL (AUG 2015)

MSFC 52.223-91 HAZARDOUS MATERIAL REPORTING (FEB 2016)

MSFC 52.223-92 ENVIRONMENTAL – GENERAL CLAUSE (AUG 2010)

MSFC 52.223-95 PREVENTION OF AND RESPONSE TO THREATENING BEHAVIOR IN THE WORKPLACE (AUG 2010)

MSFC 52.223-96 MEDICAL SERVICES (APR 2016)

MSFC 52.223-97 MANDATORY AND REQUIRED TRAINING (JUN 2016)

RESOLUTION OF ORGANIZATIONAL CONFLICTS OF INTEREST (OCI)

DISCLOSURE OF ORGANIZATIONAL CONFLICT OF INTEREST AFTER CONTRACT AWARD

SECURITY/BADGING REQUIREMENTS FOR FOREIGN NATIONAL VISITORS AND EMPLOYEES OF FOREIGN CONTRACTORS

SECTION H - Special Contract Requirements

52.252-2 Clauses Incorporated by Reference (FEB 1998)

52.204-15 Service Contract Reporting Requirements for Indefinite-Delivery Contracts (JAN 2014)

(a) Definitions.

“First-tier subcontract” means a subcontract awarded directly by the Contractor for the purpose of acquiring supplies or services (including construction) for performance of a prime contract. It does not include the Contractor’s supplier agreements with vendors, such as long-term arrangements for materials or supplies that benefit multiple contracts and/or the costs of which are normally applied to a Contractor’s general and administrative expenses or indirect costs.

(b) The Contractor shall report, in accordance with paragraphs (c) and (d) of this clause, annually by October 31, for services performed during the preceding Government fiscal year (October 1-September 30) under this contract for orders that exceed the thresholds established in 4.1703(a)(2).

(c) The Contractor shall report the following information:

(1) Contract number and order number.

(2) The total dollar amount invoiced for services performed during the previous Government fiscal year under the order.

(3) The number of Contractor direct labor hours expended on the services performed during the previous Government fiscal year.

(4) Data reported by subcontractors under paragraph (f) of this clause.

(d) The information required in paragraph (c) of this clause shall be submitted via the internet at www.sam.gov. (See System for Award Management (SAM) User Guide). If the Contractor fails to submit the report in a timely manner, the Contracting Officer will exercise appropriate contractual remedies. In addition, the Contracting Officer will make the Contractor’s failure to comply with the reporting requirements a part of the Contractor’s performance information under FAR Subpart 42.15.

(e) Agencies will review Contractor reported information for reasonableness and consistency with available contract information. In the event the agency believes that revisions to the Contractor reported information are warranted, the agency will notify the Contractor no later than November 15. By November 30, the Contractor shall revise the report, or document its rationale for the agency.

(f)

(1) The Contractor shall require each first-tier subcontractor providing services under this contract, with subcontract(s) each valued at or above the thresholds set forth in 4.1703(a)(2), to provide the following detailed information to the Contractor in sufficient time to submit the report:

(i) Subcontract number (including subcontractor name and Data Universal Numbering System (DUNS) number), and

(ii) The number of first-tier subcontractor direct-labor hours expended on the services performed during the previous Government fiscal year.

(2) The Contractor shall advise the subcontractor that the information will be made available to the public as required by section 743 of Division C of the Consolidated Appropriations Act, 2010.

(End of clause)

1852.235-71 Key Personnel and Facilities (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.

PROGRAM MANAGER: TO BE COMPLETED BY OFFEROR.

(End of clause)

1852.242-72 Denied Access to NASA Facilities (OCT 2015) (a)

(1) The performance of this contract requires contractor employees of the prime contractor or any subcontractor, affiliate, partner, joint venture, or team member with which the contractor is associated, including consultants engaged by any of these entities, to have access to, physical entry into, and to the extent authorized, mobility within, a NASA facility.

(2) NASA may close and or deny contractor access to a NASA facility for a portion of a business day or longer due to any one of the following events:

(i) Federal public holidays for federal employees in accordance with 5 U.S.C. 6103;

(ii) Fires, floods, earthquakes, unusually severe weather to include snow storms, tornadoes and hurricanes;

(iii) Occupational safety or health hazards;

(iv) Non- appropriation of funds by Congress; or

(v) Any other reason.

(3) In such events, the contractor employees may be denied access to a NASA facility, in part or in whole, to perform work required by the contract. Contractor personnel already present at a NASA facility during such events may be required to leave the facility.

(b) In all instances where contractor employees are denied access…