ESSCA_RFP_Section_I.docx

NNM16568754R SECTION I

Part II – Contract Clauses

SECTION I

Contract Clauses

52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

52.216-18 ORDERING (OCT 1995)

52.216-19 ORDERING LIMITATIONS (OCT 1995)

52.216-22 INDEFINITE QUANTITY (OCT 1995)

52.222-42 STATEMENT OF EQUIVALENT RATES FOR FEDERAL HIRES (MAY 2014)

52.223-7 NOTICE OF RADIOACTIVE MATERIALS (JAN 1997)

52.247-67 SUBMISSION OF TRANSPORTATION DOCUMENTS FOR AUDIT (FEB 2006)

52.252-6 AUTHORIZED DEVIATIONS IN CLAUSES (APR 1984)

1852.216-80 TASK ORDERING PROCEDURE (OCT 1996)

SUPPLEMENTAL TASK ORDERING PROCEDURES

1852.225-71 RESTRICTION ON FUNDING ACTIVITY WITH CHINA (FEB 2012)

MSFC 52.252-90 REPRESENTATIONS, CERTIFICATIONS, AND OTHER STATEMENTS OF OFFERORS OR QUOTERS INCORPORATED BY REFERENCE (FEB 2001)

SECTION I - CONTRACT CLAUSES

52.252-2 Clauses Incorporated By Reference (FEB 1998) This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es):

Federal Acquisition Regulation (FAR) clauses:

http://www.acquisition.gov/far/index.html

NASA FAR Supplement (NFS) clauses:

http://www.hq.nasa.gov/office/procurement/regs/nfstoc.htm

Clause(s):

Alternate I – (1) The Contractor Shall Submit Certified Cost Or Pricing Data, Data Other Than Certified Cost Or Pricing Data, And Supporting Attachments Prepared In The Following Format: “Microsoft Excel® (PC Compatible)” Alternate III – (c) Submit The Cost Portion Of The Proposal Via The Following Electronic Media: "Microsoft Excel® (PC Compatible)"

FILL-IN “30 days”

|_| Offeror Elects To Waive The Evaluation Preference

(a) FILL-IN "See Section B”

FILL-IN “As specified in Task Order”

As modified by NFS 1852.227-14 (May 2014)

FILL-IN “September 30, 2017”

52.216-18 Ordering (OCT 1995)

(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule. Such orders may be issued from August 1, 2017 through July 31, 2021.

(b) All delivery orders or task orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c) If mailed, a delivery order or task order is considered “issued” when the Government deposits the order in the mail. Orders may be issued orally, by facsimile, or by electronic commerce methods only if authorized in the Schedule.

(End of clause)

52.216-19 Ordering Limitations (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than $2,500, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor-

(1) Any order for a single item in excess of $17,000,000;

(2) Any order for a combination of items in excess of $17,000,000; or

(3) A series of orders from the same ordering office within 30 days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) of this section.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) of this section.

(d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within 3 days after issuance, with written notice stating the Contractor’s intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

(End of clause)

52.216-22 Indefinite Quantity (OCT 1995)

(a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the "maximum." The Government shall order at least the quantity of supplies or services designated in the Schedule as the "minimum."

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after July 31, 2021.

(End of clause)

52.222-42 Statement of Equivalent Rates for Federal Hires (MAY 2014) In compliance with the Service Contract Labor Standards statute and the regulations of the Secretary of Labor (29 CFR part 4), this clause identifies the classes of service employees expected to be employed under the contract and states the wages and fringe benefits payable to each if they were employed by the contracting agency subject to the provisions of 5 U.S.C. 5341 or 5332.

This Statement is for Information Only:

It is not a Wage Determination

Classification, Grades and Rates

(End of clause)

52.223-7 Notice of Radioactive Materials (JAN 1997)

(a) The Contractor shall notify the Contracting Officer or designee, in writing, 60 calendar days prior to the delivery of, or prior to completion of any servicing required by this contract of, items containing either (1) radioactive material requiring specific licensing under the regulations issued pursuant to the Atomic Energy Act of 1954, as amended, as set forth in Title 10 of the Code of Federal Regulations, in effect on the date of this contract, or (2) other radioactive material not requiring specific licensing in which the specific activity is greater than 0.002 microcuries per gram or the activity per item equals or exceeds 0.01 microcuries. Such notice shall specify the part or parts of the items which contain radioactive materials, a description of the materials, the name and activity of the isotope, the manufacturer of the materials, and any other information known to the Contractor which will put users of the items on notice as to the hazards involved (OMB No. 9000-0107).

(b) If there has been no change affecting the quantity of activity, or the characteristics and composition of the radioactive material from deliveries under this contract or prior contracts, the Contractor may request that the Contracting Officer or designee waive the notice requirement in paragraph (a) of this clause. Any such request shall-

(1) Be submitted in writing;

(2) State that the quantity of activity, characteristics, and composition of the radioactive material have not changed; and

(3) Cite the contract number on which the prior notification was submitted and the contracting office to which it was submitted.

(c) All items, parts, or subassemblies which contain radioactive materials in which the specific activity is greater than 0.002 microcuries per gram or activity per item equals or exceeds 0.01 microcuries, and all containers in which such items, parts or subassemblies are delivered to the Government shall be clearly marked and labeled as required by the latest revision of MIL-STD 129 in effect on the date of the contract.

(d) This clause, including this paragraph (d), shall be inserted in all subcontracts for radioactive materials meeting the criteria in paragraph (a) of this clause.

(End of clause)

52.247-67 Submission of Transportation Documents for Audit (FEB 2006)

(a) The Contractor shall submit to the address identified below, for prepayment audit, transportation documents on which the United States will assume freight charges that were paid-

(1) By the Contractor under a cost-reimbursement contract; and

(2) By a first-tier subcontractor under a cost-reimbursement subcontract thereunder.

(b) Cost-reimbursement Contractors shall only submit for audit those bills of lading with freight shipment charges exceeding $100. Bills under $100 shall be retained on-site by the Contractor and made available for on-site audits. This exception only applies to freight shipment bills and is not intended to apply to bills and invoices for any other transportation services.

(c) Contractors shall submit the above referenced transportation documents to-

NASA/Shared Services Center Financial Management Division (FMD) Accounts Payable Bldg 1111, C Road NSSC-AccountsPayable@nasa.gov Stennis Space Center, MS 39529-6000

(End of clause)

52.252-6 Authorized Deviations in Clauses (APR 1984)

(a) The use in this solicitation or contract of any Federal Acquisition Regulation (48 CFR Chapter 1) clause with an authorized deviation is indicated by the addition of "(DEVIATION)" after the date of the clause.

(b) The use in this solicitation or contract of any NFS (48 CFR 18) clause with an authorized deviation is indicated by the addition of "(DEVIATION)" after the name of the regulation.

(End of clause)

1852.216-80 Task Ordering Procedure (OCT 1996)

(a) Only the Contracting Officer may issue task orders to the Contractor, providing specific authorization or direction to perform work within the scope of the contract and as specified in the schedule. The Contractor may incur costs under this contract in performance of task orders and task order modifications issued in accordance with this clause. No other costs are authorized unless otherwise specified in the contract or expressly authorized by the Contracting Officer.

(b) Prior to issuing a task order, the Contracting Officer shall provide the Contractor with the following data:

(1) A functional description of the work identifying the objectives or results desired from the contemplated task order.

(2) Proposed performance standards to be used as criteria for determining whether the work requirements have been met.

(3) A request for a task plan from the Contractor to include the technical approach, period of performance, appropriate cost information, and any other information required to determine the reasonableness of the Contractor's proposal.

(c) Within seven (7) calendar days after receipt of the Contracting Officer's request, the Contractor shall submit a task plan conforming to the request.

(d) After review and any necessary discussions, the Contracting Officer may issue a task order to the Contractor containing, as a minimum, the following:

(1) Date of the order.

(2) Contract number and order number.

(3) Functional description of the work identifying the objectives or results desired from the task order, including special instructions or other information necessary for performance of the task.

(4) Performance standards, and where appropriate, quality assurance standards.

(5) Maximum dollar amount authorized (cost and fee or price). This includes allocation of award fee among award fee periods, if applicable.

(6) Any other resources (travel, materials, equipment, facilities, etc.) authorized.

(7) Delivery/performance schedule including start and end dates.

(8) If contract funding is by individual task order, accounting and appropriation data.

(e) The Contractor shall provide acknowledgment of receipt to the Contracting Officer within three (3) calendar days after receipt of the task order.

(f) If time constraints do not permit issuance of a fully defined task order in accordance with the procedures described in paragraphs (a) through (d), a task order which includes a ceiling price may be issued.

(g) The Contracting Officer may amend tasks in the same manner in which they were issued.

(h) In the event of a conflict between the requirements of the task order and the Contractor's approved task plan, the task order shall prevail.

(End of clause)

Supplemental Task Ordering Procedures

(a) This clause supplements the Task Ordering Procedure defined in Clause I.9, 1852.216-80 Task Ordering Procedure.

(b) Work to be performed under this contract will be within the broad parameters of the Performance Work Statement, Attachment J-1, and more clearly defined in Task Orders (TOs) approved and issued pursuant to the process identified in Attachment J-8, Automated Task Order Management System (ATOMS) Requirements and Processes, at the Contract Work Breakdown Structure (CWBS) Level 6. An overview and flowchart of this process is provided in the Task Flow Process, Attachment J-8.

(c) TOs shall be managed using an Automated Task Order Management System (ATOMS) as described in PWS paragraph 2.3.

(d) When the Government issues a Task Order Request (TOR) or a Task Order Change Request (TOCR) in accordance with paragraph (b) of Clause I.9, 1852.216-80 Task Ordering Procedure, the Contractor shall prepare as part of the Task Order Plan (TOP) or Task Order Change Plan (TOCP) the Contractor’s estimate of the labor categories, labor hours, other direct cost, and indirect costs required to perform the Task Order requirements. A TOCR is the same as a TOR except that it describes changes to an existing TO instead of describing a new TO. All TOR requirements shall apply to TOCRs. A TOCP is the same as a TOP except that it describes planned changes to an existing TO instead of describing plans for a new TO. All TOP requirements shall apply to TOCPs. TOPs and TOCPs shall be developed in accordance with Attachment J-8, Automated Task Order Management System (ATOMS) Requirements and Processes.

(e) When an existing TO requires modification, the Government will create and submit a TOCR to the Contractor using the ATOMS. The TOCR will describe the requested changes to the existing TO by describing new sub-task(s) to be added or changes to existing sub-task(s). The Contractor shall respond using the ATOMS with a new estimate and revised plan (referred to as a TOCP), to include additional or revised support/products. Subsequent TO revisions shall include a snapshot summary of previous changes at the beginning of the new TOCP. The summary shall include the technical content changed and the value of the change(s). The prior revision history and details shall be provided following the current revision summary for the current contract year.

(f) In preparing the estimate, which is part of the TOP or TOCP, it is mutually agreed and understood that the Contractor shall use the labor categories and the lower of the Contractor’s best estimated rates or the Not-to-Exceed (NTE) rates set forth in Attachment J-7, Rates Schedule and Labor Categories for estimating all labor (Prime Contractor and subcontractor). It is also agreed and understood that the Contractor shall use the lower of the best estimated indirect rates or NTE indirect rates set forth in Attachment J-7 for application to other direct cost estimates. It is further agreed and understood that the maximum available award fee, equating to a percentage, as set forth in Clause B.2, Estimated Cost and Award Fee shall be used by the Contractor to calculate the potential award fee dollars for each TO. Non-fee Bearing costs are identified in Clause B.4, Award Fee.

(g) The assigned CO/COR will review and approve each TOP and TOCP. Once approved, the TOP becomes a TO and the TOCP becomes a modified TO. The Government will provide a list of personnel to be included in the routing of TOs for review and concurrence. The Government retains the right to disapprove any TOPs and TOCPs at the sole discretion of the Government.

(h) The Contractor shall not begin work until the approved TO is received; however, in extreme emergency situations, the Contractor may be authorized by the Contracting Officer to begin work immediately. The Contractor shall process the applicable TOR within five (5) days of being notified of an emergency, and shall not incur costs exceeding $25,000 (unless specified in writing by the Contracting Officer) until the TO is finalized. Post receipt of TOP or TOCP, the Government and Contractor should finalize the TO within ten (10) days.

(i) Approval of TOs does not relieve the Contractor of its obligation under Section I, Clause 52.232-22, Limitation of Funds of the contract.

(j) Each TO will include the period covered, estimated cost and potential award fee. At the end of each fee evaluation period, the current evaluation period values (estimated cost and potential fee) of all Task Orders that were active during that evaluation period will be summed and the resulting total value summation will be used as the potential award fee values for that period. A reconciling unilateral modification to the contract will be issued at least semiannually revising Clause B.2, Estimated Cost and Award Fee to reflect the summation of the current total Task Order values.

(End of clause)

1852.225-71 Restriction on Funding Activity with China (FEB 2012)

(a) Definition - “China” or “Chinese-owned company” means the People’s Republic of China, any company owned by the People’s Republic of China or any company incorporated under the laws of the People’s Republic of China.

(b) Public Laws 112-10, Section 1340(a) and 112-55, Section 539, restrict NASA from contracting to participate, collaborate, coordinate bilaterally in any way with China or a Chinese-owned company using funds appropriated on or after April 25, 2011. Contracts for commercial and non developmental items are exempted from the prohibition because they constitute purchase of goods or services that would not involve participation, collaboration, or coordination between the parties.

(c) This contract may use restricted funding that was appropriated on or after April 25, 2011. The contractor shall not contract with China or Chinese-owned companies for any effort related to this contract except for acquisition of commercial and non-developmental items. If the contractor anticipates making an award to China or Chinese-owned companies, the contractor must contact the contracting officer to determine if funding on this contract can be used for that purpose.

(d) Subcontracts - The contractor shall include the substance of this clause in all subcontracts made here under.

(End of clause)

MSFC 52.252-90 Representations, Certifications, and Other Statements of Offerors or Quoters Incorporated by Reference (FEB 2001) The Representations, Certifications, and Other Statements of Offerors or Quoters (Section K of the solicitation document) as completed by the Contractor are hereby incorporated in their entirety by reference, with the same force and effect as if they were given in full text.

(End of clause)

[END OF SECTION]

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