NOVASTAR Model Contract.pdf

SOLICITATION, OFFER AND AWARD 1. THIS CONTRACT IS A RATED ORDER

UNDER DPAS (15 CFR 7900)

RATING PAGE OF PAGES

2. CONTRACT NUMBER 3. SOLICITATION NUMBER 4. TYPE OF SOLICITATION 5. DATE ISSUED 6. REQUISITION/PURCHASE NUMBER

CODE7. ISSUED BY 8. ADDRESS OFFER TO (If other than item 7)

NOTE: In sealed bid solicitations "offer" and "offeror" mean "bid" and "bidder".

SOLICITATION

9. Sealed offers in original and copies for furnishings 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 until local time

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:

A. NAME B. TELEPHONE (NO COLLECT CALLS)

AREA CODE NUMBER EXTENSION

C. E-MAIL ADDRESS

11. TABLE OF CONTENTS

(X) SEC. DESCRIPTION PAGE(S) (X) SEC. PAGE(S)DESCRIPTION

A B C D E F G H

I

J

K

L

M EVALUATION FACTORS FOR AWARD

INSTRUCTIONS, CONDITIONS, AND NOTICES TO OFFERORS

REPRESENTATIONS, CERTIFICATIONS AND OTHER

STATEMENTS OF OFFERORS

PART IV - REPRESENTATIONS AND INSTRUCTIONS

LIST OF ATTACHMENTS

PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACH.

CONTRACT CLAUSESSOLICITATION/CONTRACT FORM

SUPPLIES OR SERVICES AND PRICES/COSTS

DESCRIPTION/SPECS./WORK STATEMENT

PACKAGING AND MARKING

INSPECTION AND ACCEPTANCE

DELIVERIES OR PERFORMANCE

CONTRACT ADMINISTRATION DATA

SPECIAL CONTRACT REQUIREMENTS

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

OFFER (Must be fully completed by offeror)

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 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)

14. ACKNOWLEDGMENT OF AMENDMENTS

(The offeror acknowledges receipt of amendments to the SOLICITATION for offerors and related documents numbered and dated):

10 CALENDAR DAYS (%) 20 CALENDAR DAYS (%) 30 CALENDAR DAYS (%) CALENDAR DAYS(%)

DATEAMENDMENT NO.AMENDMENT NO. DATE

15A. NAME AND

ADDRESS

OF OFFER-

OR

CODE FACILITY 16. NAME AND THE TITLE OF PERSON AUTHORIZED TO SIGN OFFER

(Type or print)

15B. TELEPHONE NUMBER

AREA CODE NUMBER EXTENSION

15C. CHECK IF REMITTANCE ADDRESS IS

DIFFERENT FROM ABOVE - ENTER SUCH

ADDRESS IN SCHEDULE.

17. SIGNATURE 18. OFFER DATE

AWARD (To be completed by Government)

19. ACCEPTED AS TO ITEMS NUMBERED 20. AMOUNT 21. ACCOUNTING AND APPROPRIATION

22. AUTHORITY FOR USING OTHER THAN FULL OPEN COMPETITION:

10 U.S.C. 2304 (c) ( )41 U.S.C. 3304(a)

24. ADMINISTERED BY (If other than Item 7)

26. NAME OF CONTRACTING OFFICER (Type or print)

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

AUTHORIZED FOR LOCAL REPRODUCTION

Previous edition is unusable

23. SUBMIT INVOICES TO ADDRESS SHOWN IN

(4 copies unless otherwise specified)

25. PAYMENT WILL BE MADE BY

27. UNITED STATES OF AMERICA

(Signature of Contracting Officer)

28. AWARD DATE

CODE

ITEM

STANDARD FORM 33 (REV. 6/2014)

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

SEALED BID (IFB)

NEGOTIATED (RFP)

(Hour) (Date)

PART I - THE SCHEDULE PART II - CONTRACT CLAUSES

FA860421RB007

Section A - Solicitation/Contract Form

Section B - Supplies or Services and Prices/Cost

Additional Information/Notes

a. Clauses and provisions from the Federal Acquisition Regulation (FAR) and supplements thereto are incorporated in this document by reference and in full text. Those incorporated by reference have the same force and effect as if they were given in full text.

b. Clauses and provisions in this document will be numbered in sequence, but will not necessarily appear in consecutive order.

c. Sections K, L, and M will be physically removed from any resultant award, but will be deemed to be incorporated, by reference, in the award.

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

FEDERAL ACQUISTION REGULATION CONTRACT CLAUSES

II. NOTICE: The following clauses pertinent to this section are hereby incorporated in full text:

OTHER CONTRACT CLAUSES IN FULL TEXT

B028 CONTRACT TYPE: FIRM FIXED PRICE (FEB 1997)

Total Price set forth on individual task orders.

Applicable to the following Line Items: 0002, 0004, 1002 and 1004 Applies to Firm-Fixed-Price CLINs only.

B039 INDEFINITE QUANTITY (DEC 2005)

This is an Indefinite Quantity contract as contemplated by FAR 16.594. The total scope of the technical tasks for which orders may be issued is set forth in paragraph 2.0 of the attached Performance Work Statement (PWS).

The maximum dollar amount the Government may order under this contract is $4,700,000,000.00; the minimum amount is $TBD before award.

B040 ORDERING PROCEDURES (DEC 2005)

(a) Orders will be issued by a Procuring Contracting Officer in accordance with the Ordering clause of this contract. However, the following procedures shall be used for negotiation of orders.

(1) The Contracting Officer will provide the Contractor with a copy of the notification of each proposed Order which will include a description of work to be performed, description of expertise required, and desired completion date.

(2) The Contractor shall then: (i) submit to the Contracting Officer a brief technical discussion describing how the work will be performed; (ii) submit a cost proposal identifying labor categories and number of hours within each category required for the performance of the proposed work;

(iii) identify and provide rationale for all non-labor cost elements required for performance; and (iv) identify any Government property required for performance.

(3) Upon receipt of the proposal, the Contracting Officer will analyze the proposal and, if acceptable, issue an Order directing the Contractor to commence performance, or if the proposal is not fully acceptable as offered, negotiations shall be conducted prior to issuance of any Order . In the event issues pertaining to a proposed work cannot be resolved to the satisfaction of the Contracting Officer, the Contracting Officer reserves the right to withdraw and cancel the proposed work. In such event, the Contractor shall be notified, via letter, of the Contracting Officer's decision. This decision shall be final and conclusive and shall not be subject to the Disputes clause or the Contract Disputes Act.

(b) The Contractor is not authorized to commence performance prior to issuance of the Order by the Contracting Officer.

B050 ALLOWABLE COST AND PAYMENT (COST NO FEE) (DEC 2005)

Contractor shall be reimbursed for performance of this contract in accordance with the contract clauses and the following additional terms:

The total estimated cost of performance is set forth on individual task orders.

Applicable to following Line Items: 0007, 0008, 0009, 1007, 1008 and 1009 Applies to Cost CLIN(s) only.

B054 IMPLEMENTATION OF LIMITATION OF FUNDS (DEC 2005) (TAILORED)

Pursuant to the clause FAR 52.232-22 in Section I, entitled "Limitation of Funds", the total amount available for payment and allotted to this contract for CLINs is set forth on individual task orders (insert contract line item) through the date set forth on individual task orders. It is estimated that this amount is sufficient to cover performance through Date TBD at TO level.

Applies to CPFF CLIN(s), CPIF CLIN(s), and Cost CLIN(s) only.

B057 CONTRACT TYPE: COST -PLUS-INCENTIVE-FEE (DEC 2005)

The target cost and fee for this contract are shown below. The applicable target fee set forth below may be increased or decreased only by negotiation and modification of the contract for added or deleted work.

As determined by the contracting officer, it shall be paid as it accrues, in regular installments based upon the percentage of completion of work.

Target Cost ____ Target Fee ____ Maximum Fee ____ Minimum Fee ____

Government ____ Contractor ____ Applies to Cost-Plus-Incentive-Fee (Performance) CLIN(s) only.

B058 CONTRACT TYPE: COST-PLUS-FIXED-FEE (DEC 2005)

The estimated cost and fee for this contract are shown below. The applicable fixed fee set forth below may be increased or decreased only by negotiation and modification of the contract for added or deleted work. As determined by the contracting officer, it shall be paid as it accrues, in regular installments based upon the percentage of completion of work (or the expiration of the agreed-upon period(s) for term contracts).

Estimated Cost ____ Fixed Fee ____

Applies to Cost-Plus-Fixed-Fee CLIN(s) only.

Item Supplies/Service Quantity Unit Unit Price Amount

Cost Plus Fixed Fee Product Service Code: R423

0001 Cost Plus Fixed Fee The Contractor shall be reimbursed for allowable items of cost pertinent to the NOVASTAR Performance Work Statement (PWS), Attachment 1, Section J.

Firm Fixed Price Product Service Code: R423 Firm Fixed Price The Contractor shall be reimbursed for a negotiated and definitized firm fixed price for NOVASTAR Performance Work Statement (PWS), Attachment 1, Section J.

Cost Plus Incentive Fee Product Service Code: R423 Cost Plus Incentive Fee (Cost Based) The Contractor shall be reimbursed for allowable items of cost pertinent to the NOVASTAR Performance Work Statement (PWS), Attachment 1, Section J.

The target cost and fee for this contract will be addressed at the Task Order Level. The applicable target fee set forth may be increased or decreased only by negotiation and modification of the contract for added or deleted work. As determined by the contracting officer, it shall be paid as it accrues, in regular installments based upon the percentage of completion of work.

Fixed Plus Incentive Fee Product Service Code: R423 The Contractor shall be reimbursed for a negotiated and definitized firm fixed price for the NOVASTAR Performance Work Statement (PWS), Attachment 1, Section J.

The target cost and fee for this contract will be addressed at the Task Order Level. The applicable target fee set forth may be increased or decreased only by negotiation and modification of the contract for added or deleted work. As determined by the contracting officer, it shall be paid as it accrues, in regular installments based upon the percentage of completion of work.

Time and Materials Product Service Code: R423 The Contractor shall be reimbursed for allowable items of cost pertinent to the NOVASTAR Performance Work Statement (PWS), Attachment 1, Section J in accordance with contractor negotiated rates.

Labor Hour Labor Hour The Contractor shall be reimbursed for allowable items of cost pertinent to the NOVASTAR Performance Work Statement (PWS), Attachment 1, Section J in accordance with contractor negotiated rates.

Travel (Cost Reimbursable)

No profit Cost No Fee The contractor shall be reimbursed for non-labor costs including travel proposed within the Joint Travel Regulations allowances, associated with the Prime Contractor pertinent to the NOVASTAR Performance Work Statement (PWS), Attachment 1, Section J. No profit is allowed herein.

Incidental Material (Cost Reimbursable)

Contract Data Requirements List (CDRLs) Not Separately Priced Product Service Code: R423 The Contractor shall furnish data in accordance with the Contract Data Requirements List (CDRL), DD Forms 1423, identified as Exhibit A to Section J, hereof. This items is not separately priced and is included at the Task Order Level in price of the applicable CLIN(s). the applicability of each CDRL, will be cited on each task order issued hereunder.

Option Line Item

Cost Plus Fixed Fee Product Service Code: R423 Cost Plus Fixed Fee During this Option Period, the Contractor shall be reimbursed for allowable items of cost pertinent to the NOVASTAR Performance Work Statement (PWS), Attachment 1 of Section J.

Option Line Item

Firm Fixed Price Product Service Code: R423 Firm Fixed Price During this Option Period, the Contractor shall be reimbursed a negotiated and definitized firm fixed price for NOVASTAR efforts required in the Performance Work Statement (PWS), Attachment 1 of Section J.

Option Line Item

Cost Plus Incentive Fee Product Service Code: R423 Cost Plus Incentive Fee (Cost Based) During this Option Period, the contractor shall be reimbursed for allowable items of cost pertinent to the NOVASTAR Performance Work Statement (PWS), Attachment 1 of Section J. The target cost and fee for this contract will be addressed at the Task Order Level. The applicable target fee set forth may be increased or decreased only by negotiation and modification of the contract for added or deleted work. As determined by the contracting officer, it shall be paid as it accrues, in regular installments based upon the percentage of completion of work.

Fixed Plus Incentive Fee Product Service Code: R423

Option Line Item

During this Option Period, the contractor shall be reimbursed a negotiated and definitized firm fixed price to the NOVASTAR Performance Work Statement (PWS), Attachment 1 of Section J. The target cost and fee for this contract will be addressed at the Task Order Level.

The applicable target fee set forth may be increased or decreased only by negotiation and modification of the contract for added or deleted work. As determined by the contracting officer, it shall be paid as it accrues, in regular installments based upon the percentage of completion of work.

Option Line Item

Time and Materials Product Service Code: R423 During this option period, the Contractor shall be reimbursed for allowable items of cost pertinent to the NOVASTAR Performance Work Statement (PWS), Attachment 1, Section J in accordance with contractor negotiated rates.

Option Line Item

Labor Hour Product Service Code: R423 Labor Hour During this option period, the Contractor shall be reimbursed for allowable items of cost pertinent to the NOVASTAR Performance Work Statement (PWS), Attachment 1, Section J in accordance with contractor negotiated rates.

Option Line Item

Travel (Cost Reimbursable) No profit Cost No Fee During this option period, the contractor shall be reimbursed for non-labor costs including travel proposed within the Joint Travel Regulations allowances,, associated with the Prime Contractor pertinent to the NOVASTAR Performance Work Statement (PWS), Attachment 1 of Section J. No profit is allowed herein.

Option Line Item

Incidental Material (Cost Reimbursable)

Option Line Item

Contract Data Requirements List (CDRLs) Not Separately Priced During this Option Period, the Contractor shall furnish data in accordance with the Contract Data Requirements List (CDRL), DD Forms 1423, identified as Exhibit A to Section J hereof. This item is not separately priced and is included at the Task Order Level in the price of the applicable CLIN.

The applicability of each CDRL will be cited on each task order issued hereunder.

DFARS Clauses Incorporated by Reference

Number Title Effective Date 252.229-7005 Tax Exemptions (Spain). 2012-03 252.229-7006 Value Added Tax Exclusion (United Kingdom) 2011-12 252.229-7007 Verification of United States Receipt of Goods. 1997-06

Section C - Description/Specifications/Statement of Work

NOTICE: The following contract clauses pertinent to this section are hereby incorporated in full text:

OTHER CONTRACT CLAUSES IN FULL TEXT

C004 INCORPORATED DOCUMENTS/REQUIREMENTS - ALTERNATE (FEB 2006) (TAILORED)

The following documents, as they may be amended below, are part of this contract:

NOVASTAR Contract Data Requirements List NOVASTAR Performance Work Statement NOVASTAR Quality Assurance Surveillance Plan NOVASTAR Ordering Procedures NOVASTAR Labor Categories and Personnel Qualifications

NOVASTAR FORM DD254

Requirements NASIC NOVASTAR S and TI Contract

Section D - Packaging and Marking

NOTICE: The following contract clauses pertinent to this section are hereby incorporated in full text:

OTHER CONTRACT CLAUSES IN FULL TEXT

D001 PRESERVATION, PACKAGING, PACKING AND MARKING REQUIREMENTS (FEB 1997)

Preservation, packaging, packing and marking shall be set forth in the individual task order.

Section E - Inspection and Acceptance

NOTICE: The following contract clauses pertinent to this section are hereby incorporated in full text:

OTHER CONTRACT CLAUSES IN FULL TEXT

E002 REQUIREMENTS FOR DATA ACCEPTANCE (PERIODIC DD FORM 250) (MAY 1997)

The Contractor shall prepare and submit a periodic DD Form 250 on a/an individual task order basis collectively accounting for all completed Exhibit Line/Subline Items which called for submission of the data by letter of transmittal. Each periodic DD Form 250 shall include a list and an account of all data submitted by letter of transmittal and approved by the Government during the reporting period.

E005 INSPECTION AND ACCEPTANCE (MAR 1998) (TAILORED)

a. Line Item (fill in at Task Order Level) - The (fill in at Task Order Level) shall be delivered F.O.B. Destination on a DD Form 250, Material Inspection and Receiving Report. Inspection and acceptance shall be performed at the (fill in at Task Order Level).

b. Line Item (fill in at Task Order Level) - The data shall be delivered F.O.B. Destination to the office(s) specified in Block 14 of Exhibit A, DD Form 1423, and inspected and accepted at the (fill in at Task Order Level).

c. Line Item (fill in at Task Order Level) - The software shall be delivered F.O.B. Destination to the office(s) specified in Block 14 of Exhibit B, DD Form 1423, and inspected and accepted at the (fill in at Task Order Level).

d. The Contractor shall prepare and submit a final DD Form 250, Material Inspection and Receiving Report, on a one-time basis, collectively accounting for all completed items called for under Exhibits A and B, which called for submission of data or software with a letter of transmittal. The DD Form 250 shall be submitted with the last item required to be delivered.

FAR Clauses Incorporated by Reference

Number Title Effective Date 52.246-2 Inspection of Supplies-Fixed-Price. 1996-08 52.246-2 Alternate I Inspection of Supplies-Fixed-Price. - (Alternate I) 1996-08 52.246-3 Inspection of Supplies-Cost-Reimbursement. 2001-05 52.246-4 Inspection of Services-Fixed-Price. 1996-08 52.246-5 Inspection of Services-Cost-Reimbursement. 1984-04 52.246-6 Inspection-Time-and-Material and Labor-Hour. 2001-05 52.246-9 Inspection of Research and Development (Short Form). 1984-04 52.246-16 Responsibility for Supplies. 1984-04

DFARS Clauses Incorporated by Reference

Number Title Effective Date 252.245-7001 Tagging, Labeling, and Marking of Government-Furnished Property. 2012-04

DFARS Clauses Incorporated by Full Text

252.229-7003 Tax Exemptions (Italy). 2012-03

As prescribed in 229.402-70(c)(1), use the following clause:

TAX EXEMPTIONS ( ITALY ) (MAR 2012)

(a) As the Contractor represented in its offer, the contract price, including the prices in subcontracts awarded under this contract, does not include taxes from which the United States Government is exempt.

(b) The United States Government is exempt from payment of ( ) tax in accordance with Article 72 of the Imposta Valore Aggiunto IVA IVA implementing decree on all supplies and services sold to United States Military Commands in Italy .

(1) The Contractor shall include the following information on invoices submitted to the United States Government:

( ) The contract number.i

(ii) The tax exemption claimed pursuant to Article 72 of Decree Law 633, dated October 26, 1972 . IVA

(iii) The following fiscal code(s): [Contracting Officer must insert the applicable fiscal code(s) for military activities within ____ Italy : 80028250241 for Army, 80156020630 for Navy, or 91000190933 for Air Force].

(2)( ) Upon receipt of the invoice, the paying office will include the following certification on one copy of the invoice:i

"I certify that this invoice is true and correct and reflects expenditures made in Italy for the Common Defense by the United States Government pursuant to international agreements. The amount to be paid does not include the tax, because this transaction is IVA not subject to the tax in accordance with Article 72 of Decree Law 633, dated October 26, 1972 ."

An authorized United States Government official will sign the copy of the invoice containing this certification.

(ii) The paying office will return the certified copy together with payment to the Contractor. The payment will not include the amount of the tax.IVA

(iii) The Contractor shall retain the certified copy to substantiate non-payment of the tax. IVA

(3) The Contractor may address questions regarding the tax to the Ministry of Finance, Office, Rome (06) 520741. IVA IVA

(c) In addition to the tax, purchases by the United States Forces in Italy are exempt from the following taxes: IVA

(1) (Production Tax for Petroleum Products). Imposta di Fabbricazione

(2) (Consumption Tax for Electrical Power). Imposta di Consumo

(3) (Customs Duties). Dazi Doganali

(4) e Merci per Via e per Via (Port Fees). Tassa di Sbarco d'Imbarco sulle Transportate Aerea Maritima

(5) de (Vehicle Circulation Tax). Tassa Circolazione sui Veicoli

(6) (Registration Tax). Imposta di Registro

(7) (Stamp Tax). Imposta di Bollo

(End of clause)

Section F - Deliveries or Performance

NOTICE: The following contract clauses pertinent to this section are hereby incorporated in full text:

OTHER CONTRACT CLAUSES IN FULL TEXT

F001 OPTION CLIN PERFORMANCE PERIOD(S) (FEB 1998)

The respective performance period(s) identified in Section B is as follows:

CLIN Number // Period of Performance 1001 // 2 Oct 2027 - 1 Oct 2031 1002 // 2 Oct 2027 - 1 Oct 2031 1003 // 2 Oct 2027 - 1 Oct 2031 1004 // 2 Oct 2027 - 1 Oct 2031 1005 // 2 Oct 2027 - 1 Oct 2031 1006 // 2 Oct 2027 - 1 Oct 2031 1007 // 2 Oct 2027 - 1 Oct 2031 1008 // 2 Oct 2027 - 1 Oct 2031 1009 // 2 Oct 2027 - 1 Oct 2031

F002 PERIOD OF PERFORMANCE (FEB 1997)

Period of performance under this contract shall be from 02 Oct 20 2022 to 01 Oct 2027.

Section F CLIN 001 Misc Text

Delivery Schedule

Period of Performance From

02 OCT 2022

To

02 OCT 2026

Delivery Schedule

Period of Performance From

02 OCT 2022

To

01 OCT 2026

Delivery Schedule

Period of Performance From

02 OCT 2022

To

01 OCT 2026

Delivery Schedule

Period of Performance From

02 OCT 2022

To

01 OCT 2027

Delivery Schedule

Period of Performance From

02 OCT 2022

To

01 OCT 2027

Delivery Schedule

Period of Performance From

02 OCT 2022

To

01 OCT 2027

Delivery Schedule

Period of Performance From

02 OCT 2022

To

01 OCT 2027

Delivery Schedule

Period of Performance From

02 OCT 2022

To

01 OCT 2027

Delivery Schedule

Period of Performance From

02 OCT 2022

To

01 OCT 2027

Option Line Item 1001 Delivery Schedule

Period of Performance From

02 OCT 2027

To

01 OCT 2031

Option Line Item 1002 Delivery Schedule

Period of Performance From

02 OCT 2027

To

01 OCT 2031

Option Line Item 1003 Delivery Schedule

Period of Performance From

02 OCT 2027

To

01 OCT 2031

Option Line Item 1004 Delivery Schedule

Period of Performance From

02 OCT 2027

To

01 OCT 2031

Option Line Item 1005 Delivery Schedule

Period of Performance From

02 OCT 2027

To

01 OCT 2031

Option Line Item 1006 Delivery Schedule

Period of Performance From

02 OCT 2027

To

01 OCT 2031

Option Line Item 1007 Delivery Schedule

Period of Performance From

02 OCT 2027

To

01 OCT 2031

Option Line Item 1008 Delivery Schedule

Period of Performance From

02 OCT 2027

To

01 OCT 2031

Option Line Item 1009 Delivery Schedule

Period of Performance From

02 OCT 2027

To

01 OCT 2031

FAR Clauses Incorporated by Reference

Number Title Effective Date 52.211-17 Delivery of Excess Quantities. 1989-09

52.242-15 Stop-Work Order. 1989-08 52.242-15 Alternate I Stop-Work Order. - (Alternate I) 1989-08 52.247-34 F.o.b. Destination. 1991-11 52.247-35 F.o.b. Destination, Within Consignee's Premises. 1984-04

DFARS Clauses Incorporated by Full Text

252.247-7023 Transportation of Supplies by Sea. 2019-02

Basic. As prescribed in 247.574(b) and (b)(1), use the following clause:

TRANSPORTATION OF SUPPLIES BY SEA-BASIC (FEB 2019)

(a) As used in this clause- Definitions.

"Components" means articles, materials, and supplies incorporated directly into end products at any level of manufacture, fabrication, or assembly by the Contractor or any subcontractor.

"Department of Defense" (DoD) means the Army, Navy, Air Force, Marine Corps, and defense agencies.

"Foreign-flag vessel" means any vessel that is not a U.S.-flag vessel.

"Ocean transportation" means any transportation aboard a ship, vessel, boat, barge, or ferry through international waters.

"Subcontractor" means a supplier, materialman, distributor, or vendor at any level below the prime contractor whose contractual obligation to perform results from, or is conditioned upon, award of the prime contract and who is performing any part of the work or other requirement of the prime contract.

"Supplies" means all property, except land and interests in land, that is clearly identifiable for eventual use by or owned by the DoD at the time of transportation by sea.

(i) An item is clearly identifiable for eventual use by the DoD if, for example, the contract documentation contains a reference to a DoD contract number or a military destination.

(ii) "Supplies" includes (but is not limited to) public works; buildings and facilities; ships; floating equipment and vessels of every character, type, and description, with parts, subassemblies, accessories, and equipment; machine tools; material; equipment; stores of all kinds; end items; construction materials; and components of the foregoing.

"U.S.-flag vessel" means a vessel of the United States or belonging to the United States, including any vessel registered or having national status under the laws of the United States.

(b)(1) The Contractor shall use U.S.-flag vessels when transporting any supplies by sea under this contract.

(2) A subcontractor transporting supplies by sea under this contract shall use U.S.-flag vessels if-

(i) This contract is a construction contract; or

(ii) The supplies being transported are-

(A) Noncommercial items; or

(B) Commercial items that-

(1) The Contractor is reselling or distributing to the Government without adding value (generally, the Contractor does not add value to items that it subcontracts for f.o.b. destination shipment);

(2) Are shipped in direct support of U.S. military contingency operations, exercises, or forces deployed in humanitarian or peacekeeping operations; or

(3) Are commissary or exchange cargoes transported outside of the Defense Transportation System in accordance with 10 U.

S.C. 2643.

(c) The Contractor and its subcontractors may request that the Contracting Officer authorize shipment in foreign-flag vessels, or designate available U.S.-flag vessels, if the Contractor or a subcontractor believes that-

(1) U.S.-flag vessels are not available for timely shipment;

(2) The freight charges are inordinately excessive or unreasonable; or

(3) Freight charges are higher than charges to private persons for transportation of like goods.

(d) The Contractor must submit any request for use of foreign-flag vessels in writing to the Contracting Officer at least 45 days prior to the sailing date necessary to meet its delivery schedules. The Contracting Officer will process requests submitted after such date(s) as expeditiously as possible, but the Contracting Officer's failure to grant approvals to meet the shipper's sailing date will not of itself constitute a compensable delay under this or any other clause of this contract. Requests shall contain at a minimum-

(1) Type, weight, and cube of cargo;

(2) Required shipping date;

(3) Special handling and discharge requirements;

(4) Loading and discharge points;

(5) Name of shipper and consignee;

(6) Prime contract number; and

(7) A documented description of efforts made to secure U.S.-flag vessels, including points of contact (with names and telephone numbers) with at least two U.S.-flag carriers contacted. Copies of telephone notes, telegraphic and facsimile message or letters will be sufficient for this purpose.

(e) The Contractor shall, within 30 days after each shipment covered by this clause, provide the Contracting Officer and the Maritime Administration, Office of Cargo Preference, U.S. Department of Transportation, 400 Seventh Street SW, Washington, DC 20590, one copy of the rated on board vessel operating carrier's ocean bill of lading, which shall contain the following information:

(1) Prime contract number;

(2) Name of vessel;

(3) Vessel flag of registry;

(4) Date of loading;

(5) Port of loading;

(6) Port of final discharge;

(7) Description of commodity;

(8) Gross weight in pounds and cubic feet if available;

(9) Total ocean freight in U.S. dollars; and

(10) Name of steamship company.

(f) If this contract exceeds the simplified acquisition threshold, the Contractor shall provide with its final invoice under this contract a representation that to the best of its knowledge and belief-

(1) No ocean transportation was used in the performance of this contract;

(2) Ocean transportation was used and only U.S.-flag vessels were used for all ocean shipments under the contract;

(3) Ocean transportation was used, and the Contractor had the written consent of the Contracting Officer for all foreign-flag ocean transportation; or

(4) Ocean transportation was used and some or all of the shipments were made on foreign-flag vessels without the written consent of the Contracting Officer. The Contractor shall describe these shipments in the following format:

ITEM DESCRIPTION CONTRACT LINE ITEMS

QUANTITY

TOTAL ____ ____ ____

(g) If this contract exceeds the simplified acquisition threshold and the final invoice does not include the required representation, the Government will reject and return it to the Contractor as an improper invoice for the purposes of the Prompt Payment clause of this contract. In the event there has been unauthorized use of foreign-flag vessels in the performance of this contract, the Contracting Officer is entitled to equitably adjust the contract, based on the unauthorized use.

(h) If the Contractor indicated in response to the solicitation provision, Representation of Extent of Transportation by Sea, that it did not anticipate transporting by sea any supplies; however, after the award of this contract, the Contractor learns that supplies will be transported by sea, the Contractor shall-

(1) Notify the Contracting Officer of that fact; and

(2) Comply with all the terms and conditions of this clause.

(i) In the award of subcontracts, for the types of supplies described in paragraph (b)(2) of this clause, including subcontracts for commercial items, the Contractor shall flow down the requirements of this clause as follows:

(1) The Contractor shall insert the substance of this clause, including this paragraph (i), in subcontracts that exceed the simplified acquisition threshold in part 2 of the Federal Acquisition Regulation.

(2) The Contractor shall insert the substance of paragraphs (a) through (e) of this clause, and this paragraph (i), in subcontracts that are at or below the simplified acquisition threshold in part 2 of the Federal Acquisition Regulation.

Section G - Contract Administration Data

Section G 0001 Misc Text

DFARS Clauses Incorporated by Reference

Number Title Effective Date 252.201-7000 Contracting Officer's Representative 1991-12 252.204-7006 Billing Instructions. 2005-10 252.232-7003 Electronic Submission of Payment Requests and Receiving Reports. 2018-12 252.232-7008 Assignment of Claims (Overseas). 1997-06

DFARS Clauses Incorporated by Full Text

252.232-7006 Wide Area WorkFlow Payment Instructions. 2018-12

As prescribed in 232.7004(b), use the following clause:

WIDE AREA WORKFLOW PAYMENT INSTRUCTIONS (DEC 2018)

(a) As used in this clause- Definitions.

"Department of Defense Activity Address Code (DoDAAC)" is a six position code that uniquely identifies a unit, activity, or organization.

"Document type" means the type of payment request or receiving report available for creation in Wide Area WorkFlow (WAWF).

"Local processing office (LPO)" is the office responsible for payment certification when payment certification is done external to the entitlement system.

"Payment request" and "receiving report" are defined in the clause at 252.232-7003, Electronic Submission of Payment Requests and Receiving Reports.

(b) The WAWF system provides the method to electronically process vendor payment requests and receiving reports, as Electronic invoicing.

authorized by Defense Federal Acquisition Regulation Supplement (DFARS) 252.232-7003, Electronic Submission of Payment Requests and Receiving Reports.

(c) To access WAWF, the Contractor shall- WAWF access.

(1) Have a designated electronic business point of contact in the System for Award Management at https://www.sam.gov; and

(2) Be registered to use WAWF at https://wawf.eb.mil/ following the step-by-step procedures for self-registration available at this web site.

(d) The Contractor should follow the training instructions of the WAWF Web-Based Training Course and use the Practice WAWF training.

Training Site before submitting payment requests through WAWF. Both can be accessed by selecting the "Web Based Training" link on the WAWF home page at https://wawf.eb.mil/

(e) Document submissions may be via web entry, Electronic Data Interchange, or File Transfer WAWF methods of document submission.

Protocol.

(f) The Contractor shall use the following information when submitting payment requests and receiving reports WAWF payment instructions.

in WAWF for this contract or task or delivery order:

(1) The Contractor shall submit payment requests using the following document type(s): Document type.

(i) For cost-type line items, including labor-hour or time-and-materials, submit a cost voucher.

(ii) For fixed price line items-

(A) That require shipment of a deliverable, submit the invoice and receiving report specified by the Contracting Officer.

(Contracting Officer: Insert applicable invoice and receiving report document type(s) for fixed price line items that require shipment of a deliverable.)

(B) For services that do not require shipment of a deliverable, submit either the Invoice 2in1, which meets the requirements for the invoice and receiving report, or the applicable invoice and receiving report, as specified by the Contracting Officer.

(Contracting Officer: Insert either "Invoice 2in1" or the applicable invoice and receiving report document type(s) for fixed price line items for services.)

(iii) For customary progress payments based on costs incurred, submit a progress payment request.

(iv) For performance based payments, submit a performance based payment request.

(v) For commercial item financing, submit a commercial item financing request.

(2) ) Fast Pay requests are only permitted when Federal Acquisition Regulation (FAR) 52.213-1 is included in the contract.

(f) [Note: The Contractor may use a WAWF "combo" document type to create some combinations of invoice and receiving report in one step.]

(3) The Contractor shall use the information in the Routing Data Table below only to fill in applicable fields in Document routing.

WAWF when creating payment requests and receiving reports in the system.

Routing Data Table*

Field Name in WAWF Data to be entered in WAWF

Pay Official DoDAAC ____

Issue By DoDAAC ____

Admin DoDAAC ____

Inspect By DoDAAC ____

Ship To Code ____

Ship From Code ____

Mark For Code ____

Service Approver (DoDAAC) ____

Service Acceptor (DoDAAC) ____

Accept at Other DoDAAC ____

LPO DoDAAC ____

DCAA Auditor DoDAAC ____

Other DoDAAC(s) ____

(*Contracting Officer: Insert applicable DoDAAC information. If multiple ship to/acceptance locations apply, insert "See Schedule" or "Not applicable.")

(**Contracting Officer: If the contract provides for progress payments or performance-based payments, insert the DoDAAC for the contract administration office assigned the functions under FAR 42.302(a)(13).)

(4) The Contractor shall ensure a payment request includes documentation appropriate to the type of payment request in Payment request.

accordance with the payment clause, contract financing clause, or Federal Acquisition Regulation 52.216-7, Allowable Cost and Payment, as applicable.

(5) The Contractor shall ensure a receiving report meets the requirements of DFARS Appendix F. Receiving report.

(g) WAWF point of contact.

(1) The Contractor may obtain clarification regarding invoicing in WAWF from the following contracting activity's WAWF point of contact.

(Contracting Officer: Insert applicable information or "Not applicable.")

(2) Contact the WAWF helpdesk at 866-618-5988, if assistance is needed.

(End of clause)

252.232-7007 Limitation of Government's Obligation. 2014-04

As prescribed in 232.705-70, use the following clause:

LIMITATION OF GOVERNMENT'S OBLIGATION (APR 2014)

(a) Contract line item(s) is/are incrementally funded. For this/these item(s), the sum of $ [Contracting Officer insert after negotiations] of the total price is presently available for payment and allotted to this contract. An allotment schedule [Contracting Officer insert after negotiations] is set forth in paragraph (j) of this clause.

(b) For item(s) identified in paragraph (a) of this clause, the Contractor agrees to perform up to the point at which the total amount payable by the Government, including reimbursement in the event of termination of those item(s) for the Government's convenience, approximates the total amount currently allotted to the contract. The Contractor is not authorized to continue work on those item(s) beyond that point. The Government will not be obligated in any event to reimburse the Contractor in excess of the amount allotted to the contract for those item(s) regardless of anything to the contrary in the clause entitled "Termination for Convenience of the Government." As used in this clause, the total amount payable by the Government in the event of termination of applicable contract line item(s) for convenience includes costs, profit, and estimated termination settlement costs for those item(s).

(c) Notwithstanding the dates specified in the allotment schedule in paragraph (j) of this clause, the Contractor will notify the Contracting Officer in writing at least ninety days prior to the date when, in the Contractor's best judgment, the work will reach the point at which the total amount payable by the Government, including any cost for termination for convenience, will approximate 85 percent of the total amount then allotted to the contract for performance of the applicable item(s). The notification will state (1) the estimated date when that point will be reached and (2) an estimate of additional funding, if any, needed to continue performance of applicable line items up to the next scheduled date for allotment of funds identified in paragraph (j) of this clause, or to a mutually agreed upon substitute date. The notification will also advise the Contracting Officer of the estimated amount of additional funds that will be required for the timely performance of the item(s) funded pursuant to this clause, for a subsequent period as may be specified in the allotment schedule in paragraph (j) of this clause or otherwise agreed to by the parties. If after such notification additional funds are not allotted by the date identified in the Contractor's notification, or by an agreed substitute date, the Contracting Officer will terminate any item(s) for which additional funds have not been allotted, pursuant to the clause of this contract entitled "Termination for Convenience of the Government."

(d) When additional funds are allotted for continued performance of the contract line item(s) identified in paragraph (a) of this clause, the parties will agree as to the period of contract performance which will be covered by the funds. The provisions of paragraphs (b) through (d) of this clause will apply in like manner to the additional allotted funds and agreed substitute date, and the contract will be modified accordingly.

(e) If, solely by reason of failure of the Government to allot additional funds, by the dates indicated below, in amounts sufficient for timely performance of the contract line item(s) identified in paragraph (a) of this clause, the Contractor incurs additional costs or is delayed in the performance of the work under this contract and if additional funds are allotted, an equitable adjustment will be made in the price or prices (including appropriate target, billing, and ceiling prices where applicable) of the item(s), or in the time of delivery, or both. Failure to agree to any such equitable adjustment hereunder will be a dispute concerning a question of fact within the meaning of the clause entitled "Disputes."

(f) The Government may at any time prior to termination allot additional funds for the performance of the contract line item(s) identified in paragraph (a) of this clause.

(g) The termination provisions of this clause do not limit the rights of the Government under the clause entitled "Default." The provisions of this clause are limited to the work and allotment of funds for the contract line item(s) set forth in paragraph (a) of this clause. This clause no longer applies once the contract is fully funded except with regard to the rights or obligations of the parties concerning equitable adjustments negotiated under paragraphs (d) and (e) of this clause.

(h) Nothing in this clause affects the right of the Government to terminate this contract pursuant to the clause of this contract entitled "Termination for Convenience of the Government."

(i) Nothing in this clause shall be construed as authorization of voluntary services whose acceptance is otherwise prohibited under 31 U.S.C.

1342.

(j) The parties contemplate that the Government will allot funds to this contract in accordance with the following schedule:

On execution of contract $ ____

(month) (day), (year) $ ____

(month) (day), (year) $ ____

(month) (day), (year) $ ____

Section H - Special Contract Requirements

NOTICE: The following contract clauses pertinent to this section are hereby incorporated in full text:

OTHER CONTRACT CLAUSES IN FULL TEXT

AFLCMC/PZI-H001 CROSS-TEAMING

Market research confirmed that subcontracting and teaming arrangements are necessary because of the broad scope of the contract requirements; therefore such arrangements are encouraged to ensure mission success. However, during the NOVASTAR IDIQ contract competition, if a company is identified as a prime contractor or teaming partner/subcontractor on any proposal for this acquisition, then that company cannot participate as a prime Contractor or teaming partner/subcontractor on any other offeror's proposal.

This limitation includes components of mentor-protege arrangements and joint venture partners. It is the offeror's responsibility to ensure teaming partners and subcontractors listed in Attachment L-1 Contractor Team Organization are not teamed with other offerors during the NOVASTAR contract competition. After award of contracts, the teaming arrangement limitation does not apply to subsequent task order awards.

(End of Clause)

AFLCMC/PZI-H002 ORGANIZATIONAL CONFLICT OF INTERESTS

The contractor shall maintain an Organizational Conflict of Interest (OCI) Mitigation Plan to reduce the likelihood of occurrence of an OCI violation or the appearance thereof. The contractor shall be cognizant of disclosure of other contractors' and/or Government proprietary information, including procurement sensitive information; and of restrictions on participating in the development of, and then bidding on resultant requirement. For example, the contractor may be required to perform studies that directly impact future Government requirements. In support of these studies, the contractor may have access to certain proprietary information and data. As a result, the contractor is precluded from award of any contract or subcontract or from acting as a consultant to other contractors for those programs resulting from the recommendations of these studies. Such restriction shall be effective for five (5) years after the completion of the contract. The contractor further agrees to: (1) protect all proprietary information; and (2) refrain from using the information for any purpose other than that to which it was furnished. In the event the required work under this contract requires access to proprietary data of other companies, the contractor shall obtain agreements from such other companies for such use unless the data is provided or made available to the contractor by the Government. The Government shall not be liable for any cost/loss resulting from the unauthorized use or disclosure of third party data or software by the contractor, its employees, subcontractors, or agents.

(End of Clause)

AFLCMC/PZI-H003 ASSOCIATE CONTRACTOR AGREEMENTS

(a) The Contractor shall enter into Associate Contractor Agreements (ACA) for any portion of the contract requiring joint participation in the accomplishment of the Government's requirement as specified in individual orders. The agreements shall include the basis for sharing information, data, technical knowledge, expertise, and/or resources essential to the interaction of the NOVASTAR program, which shall ensure the greatest degree of cooperation for the development of the program to meet the terms of the contract. Associate contractor information identified below shall be provided for individual task orders as required.

(b) ACAs shall include the following general information:

1) Identify the associate Contractors and their relationships.

2) Identify the program involved and the relevant Government contracts of the associate Contractors.

3) Describe the associate Contractor interfaces by general subject matter.

4) Specify the categories of information to be exchanged or support to be provided.

5) Include the expiration date (or event) of the ACA.

6) Identify potential conflicts between relevant Government contracts and the ACA; include agreements on protection of proprietary data and restrictions on employees.

(c) The cooperating Contactors shall provide a copy of such agreement to the Contracting Officer for review before execution of the document.

(d) The Contractor is not relieved of any contract requirements or entitled to any adjustments to the contract terms because of a failure to resolve a disagreement with an associate Contractor. However, the Government may assist the Contractor in the event of non-responsiveness from an associate contractor.

(e) Liability for the improper disclosure of any proprietary data contained in or referenced by any agreement shall rest with the parties to the agreement, and not the Government.

(f) All costs associated with the agreements are included in the negotiated cost of this contract.

Agreements may be amended as required by the Government during the performance of this contract.

(g) The following Contractors are associate Contractors with whom agreements are required:

CONTRACTOR ADDRESS PROGRAM/CONTRACT

To be specified based on relationships that exist after award of the NOVASTAR contract.

(End of Clause)

AFLCMC/PZI-H004 DISSEMINATION OF INFORMATION

There shall be no dissemination or publication, except within and between the contractor and any subcontractors, of information developed under this contract or contained in the reports to be furnished pursuant to this contract without prior written approval of the Contracting Officer. No news release (including photographs and film, public announcements or denial or confirmation of same) on any part of the subject matter of this contract or any phase of any program hereunder, shall be made without written approval of the Contracting Officer. The contractor shall pay particular notice to any distribution markings included on Government correspondence and maintain control of information to prevent improper distribution.

(End of Clause)

AFLCMC/PZI-H005 QUICK CLOSEOUT PROCEDURES

To expedite contract closeout, the Contracting Officer responsible for contract closeout, may use the quick-closeout procedure to negotiate the settlement of indirect costs for a specific task order in advance of the determination of final contract cost in accordance with Criteria for Quick Closeout, FAR Part

42.708. Contractors shall support all Contracting Activities in an effort to ensure quick closeouts.

Management oversight that does not facilitate quick closeout may be reflected in quarterly reports and CPARS under the Cost Control evaluation factor. As part of the negotiated fixed price or total estimated amount of this contract, both the Government and the Contractor have agreed to waive any entitlement that otherwise might accrue to either party in any residual dollar amount of $250 or less at the time of final contract closeout. The term "residual dollar amount" shall include all money that would otherwise be owed to either party at the end of the contract, except that, amounts connected in any way with taxation, allegations of fraud and/or antitrust violations shall be excluded. For purposes of determining residual dollar amounts, offsets of money owed by one party against money that would otherwise be paid by that party may be considered to the extent permitted by law. This agreement to waive entitlement to residual dollar amounts has been considered by both parties. It is agreed that the administrative costs for either party associated with collecting such small dollar amounts could exceed the amount to be recovered.

(End of Clause)

AFLCMC/PZI-H006 ON-RAMP PROCEDURES

The Government reserves the right to reopen competition at any time during the term of the contract should the number of prime contracts fall below the original awarded amount. In the event an on-ramp is used, the Government will advertise the reopening of the competition on Beta.Sam.Gov, and awardees shall meet the criteria established in the initial NOVASTAR solicitation. Any new awardees will compete with any existing or remaining contractors for all task orders.