RFP 80LARC23R0008 Sections A-M.pdf

80LARC23R0008

PART I – THE SCHEDULE

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

B-1

B.1 LARC 52.201-90 NAMING/NUMBERING SCHEME FOR CLAUSES IN FULL

TEXT AND FOR CLAUSES INCORPORATED BY REFERENCE (MAR 2012)

There are various types of clauses contained in the contract. Most clauses will reference a numbered cite such as: Federal Acquisition Regulation (FAR 52.#); NASA FAR Supplement (NFS 1852.#); or Langley Research Center (LaRC 52.#). There are also clauses that have no numbered cite designation. Those clauses were written by LaRC for this specific contract or were written as generic Agency clauses specific for this contract type.

(End of clause)

B.2 SUPPLIES AND/OR SERVICES TO BE PROVIDED

(a) The Contractor shall provide all resources (except as may be expressly stated in the contract as furnished by the Government) necessary to deliver and/or perform the items below in accordance with the Performance Work Statement incorporated in Section J, Exhibit A.

Contract Line Item Numbers (CLINs):

CLIN DESCRIPTION TYPE

001 Government will order supplies by issuance of

Delivery Orders, pursuant to Section I.12, Task Ordering Procedure (NFS 1852.216-80) and I.12(a), Additional Task Order Procedures

Indefinite Delivery Indefinite Quantity (IDIQ)/Firm Fixed Price (FFP)

002 Government will order supplies by issuance of Delivery Orders, pursuant to Section I.12, Task Ordering Procedure (NFS 1852.216-80) and I.12(a), Additional Task Order Procedures

Indefinite Delivery Indefinite Quantity (IDIQ)/Cost Plus Fixed Fee (CPFF)

(b) Unless stated otherwise, clauses identified in Sections B through J of this contract will apply to both CLINs.

(End of clause)

B.3 NFS 1852.216-74 ESTIMATED COST AND FIXED FEE. (DEC 1991)

APPLICABLE FOR COST PLUS FIXED FEE ORDERS – (CLIN 002) – WILL BE

DETERMINED UPON ISSUANCE OF DELIVERY ORDERS

The estimated cost of this contract is to be determined at issuance of delivery order exclusive of the fixed fee. The total estimated cost and fixed fee is to be determined at issuance of delivery order.

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

B-2

B.4 NFS 1852.216-78 FIRM FIXED PRICE. (DEC 1988)

APPLICABLE FOR FIXED PRICE ORDERS – (CLIN 001) – WILL BE DETERMINED

UPON ISSUANCE OF DELIVERY ORDERS

The total firm fixed price of this contract is to be determined at delivery order issuance.

B.5 LARC 52.216-90 MINIMUM AND MAXIMUM INDEFINITE DELIVERY,

INDEFINITE QUANTITY (IDIQ) CONTRACT VALUE (AUG 2021) (Applicable to all CLINs)

The Government will order through the issuance of Delivery Orders a minimum quantity of work of $25,000 under this contract. The minimum value will be owed to the Contractor at the end of the period of performance if no work is issued, or if issued work is less than the minimum value.

There will be no further obligation on the part of the Government to issue additional Delivery Orders thereafter. The total maximum contract value is $30,000,000 for the 5-year period of performance.

B.6 NFS 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 to be determined at delivery order issuance. This allotment is for work issued against CLIN 002 and covers the following estimated period of performance: November 1, 2023 – October 31, 2028.

(b) An additional amount of to be determined at delivery order issuance is obligated under this contract for payment of fee.

[END OF SECTION]

SECTION C - DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK

C-1

C.1 SPECIFICATION/PERFORMANCE WORK STATEMENT

The Contractor shall provide the item or services specified in Section B in accordance with the Performance Work Statement (PWS) entitled “Reliance Consolidated Models Design and/or Fabrication of Aerospace Model Systems and Developmental Test Hardware Used for Space Flight, Space Flight Development Hardware, & Flight and Ground-Based Tests (RECOM VI)” incorporated in Section J, Exhibit A.

SECTION D - PACKAGING AND MARKING

D-1

D.1 CLAUSES INCORPORATED BY REFERENCE

The following clause(s) listed at the beginning of this Section are incorporated by reference in accordance with FAR clause 52.252-2 in Section I of this contract.

NASA FAR SUPPLEMENT (48 CFR CHAPTER 18) CLAUSES:

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

(End of by reference clauses)

D.2 NFS 1852.245-74 IDENTIFICATION AND MARKING OF GOVERNMENT

EQUIPMENT (JAN 2011)

(a) The Contractor shall identify all equipment to be delivered to the Government using NASA Technical Handbook (NASA-HDBK) 6003, Application of Data Matrix Identification Symbols to Aerospace Parts Using Direct Part Marking Methods/Techniques, and NASA Standard (NASA-STD) 6002, Applying Data Matrix Identification Symbols on Aerospace Parts or through the use of commercial marking techniques that: (1) are sufficiently durable to remain intact through the typical lifespan of the property: and, (2) contain the data and data format required by the standards. This requirement includes deliverable equipment listed in the schedule and other equipment when no longer required for contract performance and NASA directs physical transfer to NASA or a third party. The Contractor shall identify property in both machine and human readable form unless the use of a machine readable-only format is approved by the NASA Industrial Property Officer.

(b) Equipment shall be marked in a location that will be human readable, without disassembly or movement of the equipment, when the items are placed in service unless such placement would have a deleterious effect on safety or on the item's operation.

(c) Concurrent with equipment delivery or transfer, the Contractor shall provide the following data in an electronic spreadsheet format:

(1) Item Description.

(2) Unique Identification Number (License Tag).

(3) Unit Price.

(4) An explanation of the data used to make the unique identification number.

(d) For equipment no longer needed for contract performance and physically transferred under paragraph (a) of this clause, the following additional data is required:

(1) Date originally placed in service.

SECTION D - PACKAGING AND MARKING

D-2

(2) Item condition.

(e) The data required in paragraphs (c) and (d) of this clause shall be delivered to the NASA center receiving activity listed below:

NASA Langley Research Center, 4 South Marvin Street, Building 1206, Hampton, VA 23681- 2199 (or other NASA center receiving activity if so designated in individual Delivery Orders)

(f) The contractor shall include the substance of this clause, including this paragraph (f), in all subcontracts that require delivery of equipment.

SECTION E - INSPECTION AND ACCEPTANCE

E-1

E.1 CLAUSES INCORPORATED BY REFERENCE

The following clause(s) listed at the beginning of this Section are incorporated by reference in accordance with FAR clause 52.252-2 in Section I of this contract.

FEDERAL ACQUISITION REGULATION (48 CFR CHAPTER 1):

FAR 52.246-2 INSPECTION OF SUPPLIES - FIXED-PRICE (AUG 1996)*

FAR 52.246-3 INSPECTION OF SUPPLIES - COST-REIMBURSEMENT (MAY 2001)**

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

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

TITLE NUMBER TAILORING

Quality Management System Requirements (compliance required for contract award)

ISO 9001 Version is subject to NASA direction.

Quality Management Systems – Requirements for Aviation, Space and Defense Organizations (compliance may be required at the Delivery Order level)

AS9100 Version is subject to NASA direction.

FAR 52.246-16 RESPONSIBILITY FOR SUPPLIES (APR 1984)*

*Applicable to CLIN 1 only (FFP CLIN) **Applicable to CLIN 2 only (CPFF CLIN)

E.2 NFS 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 (DD Form 250 series). The form(s) shall be prepared and distributed as follows: 2 copies to include an original and 1 copy

(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

SECTION E - INSPECTION AND ACCEPTANCE

E-2

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.

SECTION F - DELIVERIES OR PERFORMANCE

F-1

F.1 CLAUSES INCORPORATED BY REFERENCE

The following clause(s) listed at the beginning of this Section are incorporated by reference in accordance with FAR clause 52.252-2 in Section I of this contract.

FEDERAL ACQUISITION REGULATION (48 CFR CHAPTER 1):

FAR 52.211-17 DELIVERY OF EXCESS QUANTITIES. (SEP 1989)*

FAR 52.242-15 STOP-WORK ORDER ALTERNATE I (APR 1984)**

FAR 52.242-17 GOVERNMENT DELAY OF WORK. (APR 1984)

FAR 52.247-34 F.O.B. DESTINATION. (NOV 1991)

F.2 PERIOD OF PERFORMANCE

(a) The period of performance of this contract is 60 months from the effective date of the contract: November 1, 2023 – October 31, 2028.

(b) In addition, each Delivery Order issued will identify a specific period of performance.

Issuance of Delivery Orders will not occur beyond the current contract expiration date.

Performance of all Delivery Orders issued before the end of the period of performance shall not exceed 12 months beyond the contract period of performance.

F.3 PLACE OF PERFORMANCE – SERVICES

The work to be performed under this contract shall be performed at the following location(s):

a) The Contractor’s facility;

b) The Subcontractor’s facility;

c) Other sites as designated by individual Delivery Orders.

F.4 LARC 52.211-96 DELIVERY REQUIREMENTS (AUG 2021)

a) Delivery is required to be made as specified in each Delivery Order.

b) Unless otherwise specified in the Delivery Order, delivery shall be F.O.B. destination:

National Aeronautics and Space Administration Langley Research Center

SECTION F - DELIVERIES OR PERFORMANCE

F-2

4 South Marvin Street (Bldg. 1206) Hampton, VA 23681-2199

c) The Contractor shall notify the Contracting Officer's Representative (COR) in writing at least 10 days prior to the scheduled delivery date with a copy of the notification to the Contract Specialist. The notification shall include, as a minimum, the dimensions and weight of each container, the scheduled delivery date, and any Government equipment/service needed for off-loading. Since internal coordination by the Government is necessary to assure the availability of any required Government assistance, failure of the Contractor to comply with this notification requirement may result in delays in unloading the carrier at the f.o.b. destination site and result in additional expenses to the Contractor (e.g., demurrage charges, re-delivery). The Contractor shall make delivery to the F.O.B. destination site between the hours of 8:30 a.m. to 2:30 p.m., Monday through Friday, except for Government holidays, or as otherwise established as a result of the notification requirement cited above.

d) The Contractor shall instruct either its driver or the driver of the commercial carrier to obtain specific routing instructions to the delivery/installation site from the Transportation and Warehousing Section, 4 South Marvin Street, Building 1206, NASA, Langley Research Center.

Failure to do so may cause lack of proper documentation of the delivery and related delays in NASA, Langley Research Center internal processing procedures and payment of the Contractor’s invoice(s).

e) At delivery, the Government may provide personnel and equipment; e.g., forklift and/or crane service, if requested by the Contractor. Notwithstanding Government assistance, the Contractor shall retain full responsibility for equipment handling, even if a Contractor’s representative is not present during this process.

SECTION G - CONTRACT ADMINISTRATION DATA

G-1

G.1 CLAUSES INCORPORATED BY REFERENCE

The following clause(s) listed at the beginning of this Section are incorporated by reference in accordance with FAR clause 52.252-2 in Section I of this contract.

FEDERAL ACQUISITION REGULATION (48 CFR CHAPTER 1):

FAR 52.216-32 TASK-ORDER AND DELIVERY-ORDER OMBUDSMAN (SEPT 2019)

https://www.hq.nasa.gov/office/procurement/regs/Procurement-Ombuds-Comp- AdvocateListing.pdf

NFS 1852.216-75 PAYMENT OF FIXED FEE. (DEC 1988)**

NFS 1852.227-72 DESIGNATION OF NEW TECHNOLOGY REPRESENTATIVE AND

PATENT REPRESENTATIVE. (APR 2015)

NFS 1852.242-73 NASA CONTRACTOR FINANCIAL MANAGEMENT REPORTING.

(NOV 2004)**

NFS 1852.245-70 CONTRACTOR REQUESTS FOR GOVERNMENT-FURNISHED

PROPERTY. (AUG 2015)**

NFS 1852.245-75 PROPERTY MANAGEMENT CHANGES. (JAN 2011)

NFS 1852.245-76 LIST OF GOVERNMENT PROPERTY FURNISHED PURSUANT TO FAR

52.245-1 (Fill in: As specified in the Delivery Order)

NFS 1852.245-78 PHYSICAL INVENTORY OF CAPITAL PERSONAL PROPERTY

(AUG 2015)

G.2 NFS 1852.232-80 SUBMISSION OF VOUCHERS FOR PAYMENT (APR 2018)

(a) The designated payment office is the NASA Shared Services Center (NSSC) located at FMD Accounts Payable, Bldg. 1111, Jerry Hlass Road, Stennis Space Center, MS 39529.

(b) Except for classified vouchers, the Contractor shall submit all vouchers and invoices using the steps described at NSSC's Vendor Payment information Web site at:

https://www.nssc.nasa.gov/vendorpayment. Please contact the NSSC Customer Contact Center at 1-877-NSSC123 (1-877-677-2123) with any additional questions or comments.

(c) Payment requests.

https://www.hq.nasa.gov/office/procurement/regs/Procurement-Ombuds-Comp-AdvocateListing.pdf https://www.hq.nasa.gov/office/procurement/regs/Procurement-Ombuds-Comp-AdvocateListing.pdf

G-2

(1) The payment periods are stipulated in the payment clause(s) contained in this contract.

(2) Vouchers submitted under cost type contracts and invoices submitted under fixed-price contracts shall include the items delineated in FAR 32.905(b) supported by relevant back-up documentation. Back-up documentation shall include at a minimum, the following information:

(i) Vouchers.

(A) Breakdown of billed labor costs and associated contractor generated supporting documentation for billed direct labor costs to include rates used and number of hours incurred.

(B) Breakdown of billed other direct costs (ODCs) and associated contractor generated supporting documentation for billed ODCs.

(C) Indirect rate(s) used to calculate the amount of billed indirect expenses.

(D) Progress reports, as required.

(ii) Invoices.

(A) Description of goods and services delivered as part of the contract's terms and conditions, including the dates of delivery/performance.

(B) Progress reports, as required.

(C) Date goods and services were performed.

(iii) Fee vouchers.

(A) Listing of all provisionally-billed fee by period or date earned since contract award.

(B) A reconciliation of all billed and earned fee.

(C) A clear explanation of the fee calculations.

(d) Non-electronic payment requests. The Contractor may submit a non-electronic voucher/invoice using the steps for non-electronic payment requests described at https://www.nssc.nasa.gov/vendorpayment, when any of the following conditions are met:

(1) The Contracting Officer administering the contract for payment has determined, in writing, that electronic submission would be unduly burdensome to the Contractor.

(2) The contract includes provisions allowing the contractor to submit vouchers or invoices using the steps for non-electronic payment. In such instances the Contractor agrees to

G-3 submit non-electronic payment requests using the method or methods specified in Section G of the contract.

(e) Improper vouchers/invoices. The NSSC Payment Office will notify the contractor of any apparent error, defect, or impropriety in a voucher/invoice within seven calendar days of receipt by the NSSC Payment Office. Inquiries regarding requests for payment should be directed to the NSSC as specified in paragraph (b) of this section.

(f) Other payment clauses. In addition to the requirements of this clause, the Contractor shall meet the requirements of the appropriate payment clauses in this contract when submitting payment requests.

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

(End of clause)

G.3 NFS 1852.232-82 SUBMISSION OF REQUESTS FOR PROGRESS PAYMENTS

(MAR 1989)

The Contractor shall request progress payments in accordance with the Progress Payments clause by submitting to the Contracting Officer an original and two copies of Standard Form (SF) 1443, Contractor's Request for Progress Payment, and the contractor's invoice (if applicable). The Contracting Officer's office is the designated billing office for progress payments for purposes of the Prompt Payment clause.

(End of clause)

G.4 NFS 1852.245-73 FINANCIAL REPORTING OF NASA PROPERTY IN THE

CUSTODY OF CONTRACTORS (JAN 2017)

(a) The Contractor shall submit annually a NASA Form (NF) 1018, NASA Property in the Custody of Contractors, in accordance with this clause, the instructions on the form and NFS subpart 1845.71, and any supplemental instructions for the current reporting period issued by

NASA.

(b)(1) Subcontractor use of NF 1018 is not required by this clause; however, the Contractor shall include data on property in the possession of subcontractors in the annual NF 1018.

(2) The Contractor shall mail the original signed NF 1018 directly to the cognizant NASA Center Industrial Property Officer and a copy to the cognizant NASA Center Deputy Chief Financial Officer, Finance, unless the Contractor uses the NF 1018 Electronic Submission System (NESS) for report preparation and submission.

G-4

NASA Langley Research Center, Industrial Property Officer, 9B Langley Boulevard, Mail Stop 135 Hampton VA 23681-2199

NASA Langley Research Center, Financial Management Office, Property Management 5 Langley Boulevard, Mail Stop 22 Hampton VA 23681-2199

(3) One copy shall be submitted (through the Department of Defense (DOD) Property

Administrator if contract administration has been delegated to DOD) to the following address:

Langley Research Center 5 Langley Blvd, Bldg. 2101 M/S 12, Hampton, VA 23681-2199

Unless the Contractor uses the NF 1018 Electronic Submission System (NESS) for report preparation and submission.

(c)(1) The annual reporting period shall be from October 1 of each year through September 30 of the following year. The report shall be submitted in time to be received by October 31st.

The information contained in these reports is entered into the NASA accounting system to reflect current asset values for agency financial statement purposes. Therefore, it is essential that required reports be received no later than October 31st.

(2) Some activity may be estimated for the month in which the report is submitted, if necessary, to ensure the NF 1018 is received when due. However, contractors' procedures must document the process for developing these estimates based on planned activity such as planned purchases or NASA Form 533 (NF 533) Contractor Financial Management Report cost estimates. It should be supported and documented by historical experience or other corroborating evidence, and be retained in accordance with FAR Subpart 4.7, Contractor Records Retention.

Contractors shall validate the reasonableness of the estimates and associated methodology by comparing them to the actual activity once that data is available and adjust them accordingly. In addition, differences between the estimated cost and actual cost must be adjusted during the next reporting period. Contractors shall have formal policies and procedures, which address the validation of NF 1018 data, including data from subcontractors, and the identification and timely reporting of errors. The objective of this validation is to ensure that information reported is accurate and in compliance with the NASA FAR Supplement. If errors are discovered on NF 1018 after submission, the contractor shall contact the cognizant NASA Center Industrial Property Officer (IPO) within 30 days after discovery of the error to discuss corrective action.

(3) In addition to an annual report, if at any time during performance of the contract, NASA-owned property in the custody of the contractor has a value of $10 million or more, the

G-5 contractor shall also submit a report no later than the 21st of each month in accordance with the requirements of paragraph (c)(2) of this clause.

(4) The Contracting Officer may, in NASA's interest, withhold payment until a reserve not exceeding $25,000 or 5 percent of the amount of the contract, whichever is less, has been set aside, if the Contractor fails to submit annual NF 1018 reports in accordance with NFS subpart 1845.71, any monthly report in accordance with (c)(3) of this clause, and any supplemental instructions for the current reporting period issued by NASA. Such reserve shall be withheld until the Contracting Officer has determined that NASA has received the required reports. The withholding of any amount or the subsequent payment thereof shall not be construed as a waiver of any Government right.

(d) A final report shall be submitted within 30 days after disposition of all property subject to reporting when the contract performance period is complete in accordance with paragraph (b)(1) through (3) of this clause.

(End of clause)

G.5 NFS 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 in each individual Delivery Order 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 Contractor’s facility 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.

SECTION H - SPECIAL CONTRACT REQUIREMENTS

H-1

H.1 CLAUSES INCORPORATED BY REFERENCE

NASA FAR SUPPLEMENT (48 CFR CHAPTER 18) CLAUSES:

1852.208-81 RESTRICTIONS ON PRINTING AND DUPLICATING (NOV 2004)

1852.223-70 SAFETY AND HEALTH MEASURES AND MISHAP REPORTING (DEC 2015)

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

1852.223-75 MAJOR BREACH OF SAFETY OR SECURITY (FEB 2002)

1852.235-73 FINAL SCIENTIFIC AND TECHNICAL REPORTS (DEC 2006)**

H.2 REPRESENTATIONS, CERTIFICATIONS, AND OTHER STATEMENTS OF

OFFEROR

The completed provision 52.204-8, Annual Representations and Certifications, including any amended representation(s) made at paragraph (b) of the provision; and other representations, certifications and other statements contained in Section K completed and submitted as part of the offer dated Offeror Fill-In are hereby incorporated by reference in this resulting contract.

H.3 NFS 1852.209-71 LIMITATION OF FUTURE CONTRACTING (DEC 1988)

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

(b) The nature of this conflict are that in performing this contract, there are situations where the services performed may give rise to the significant potential organizational conflicts of interest listed below.

(1) The contractor (or its proposed subcontractors), as part of its performance of a Government contract, has in some sense set the ground rules for another Government contract and could skew future competitions, whether intentionally or not, to their advantage. By virtue of their special knowledge of the agency's future requirements, the contractor or its proposed subcontractors would have an unfair advantage in the competition for those requirements.

H-2

(2) There is a concern that the successful contractor or its proposed subcontractor(s), as part of their performance of a Government contract, obtains access to another contractor’s proprietary, business confidential, or financial data and/or non-public Government information, which may provide the firm an unfair competitive advantage in a future competition. The Contractor and its proposed subcontractor(s) shall protect this data/information from unauthorized use and disclosure and agrees not to use it, either directly or indirectly, in any proposals responding to a future Government solicitation.

(3) There is a concern that the successful contractor or its proposed subcontractor(s) judgment and objectivity in performing their contract requirements may be impaired due to the fact that the substance of the contractor’s performance has the potential to affect other interests of the contractor, thereby impairing the contractor’s judgment and objectivity.

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

(1) If the Contractor, through the performance of this contract, is required to develop specifications or statements of work that are to be incorporated into a solicitation, the Contractor shall be ineligible to perform the work described in that solicitation as a prime or subcontractor under an ensuing NASA contract. This restriction shall remain in effect for a reasonable time, as agreed to by the Contracting Officer and the Contractor, sufficient to avoid an unfair competitive advantage or potential bias (this time shall not be less than the duration of the initial production contract). NASA shall not unilaterally require the Contractor to prepare such specifications or statements of work under this contract.

(2) To the extent that the work under this contract requires access to proprietary, business confidential, or financial data of other companies, and as long as this data remain proprietary or confidential, the Contractor and its subcontractors shall protect this data from authorized use and disclosure and agree not to use this data, either directly or indirectly, in any proposals responding to a future Government solicitation.

Similarly, the Contractor and its subcontractors shall protect Government non-public information from unauthorized use and disclosure and agree not to use it, either directly or indirectly, in any proposals responding to a future Government solicitation. If the Contractor and/or its subcontractor are unable to demonstrate adequate protection to ensure that non-public data/information could not be used to improve their competitive position in a future procurement, they will be ineligible for award of the contract resulting from such procurement.

(3) If the Contractor, through the performance of this contract, is required to participate in technical reviews or provide engineering consultation services on its own

H-3 proposals/quotations, products, or services (or those of its affiliate(s) or competitor(s)) provided under a different contract(s), the Contractor shall be ineligible to perform such work as a prime or subcontractor.

a. The contractor shall include this clause in all subcontract(s), regardless of tier.

(End of clause)

H.4 NFS 1852.225-70 EXPORT LICENSES (FEB 2000)

(a) The Contractor shall comply with all U.S. export control laws and regulations, including the International Traffic in Arms Regulations (ITAR), 22 CFR parts 120-130, and the Export Administration Regulations (EAR), 15 CFR parts 730-799, in the performance of this contract.

In the absence of available license exemptions/exceptions, the Contractor shall be responsible for obtaining the appropriate licenses or other approvals, if required, for exports of hardware, technical data, and software, or for the provision of technical assistance.

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

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

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

(End of clause)

H.5 NFS 1852.235-74 ADDITIONAL REPORTS OF WORK - RESEARCH AND

DEVELOPMENT (FEB 2003)

In addition to the final report required under this contract, the Contractor shall submit the following report(s) to the Contracting Officer (see Exhibit B for additional reporting requirements

(a) Monthly progress reports. The Contractor shall submit separate monthly reports of all work accomplished during each month of contract performance. Reports shall be in narrative form, brief, and informal. They shall include a quantitative description of progress, an indication of any current problems that may impede performance, proposed corrective action, and a discussion of the work to be performed during the next monthly reporting period.

(b) RESERVED

H-4

(c) Submission dates. Monthly and quarterly reports shall be submitted by the 15th day of the month following the month or quarter being reported. If the contract is awarded beyond the middle of a month, the first monthly report shall cover the period from award until the end of the following month. No monthly report need be submitted for the third month of contract effort for which a quarterly report is required. No quarterly report need be submitted for the final three months of contract effort since that period will be covered in the final report. The final report shall be submitted within 30 days after the completion of the effort under the contract.

(End of clause)

H.6 LARC 52.204-91 SECURITY PROGRAM/FOREIGN NATIONAL EMPLOYEE

ACCESS REQUIREMENTS (JUN 2022)

1) Applicable Definitions:

Foreign National: A foreign national is any person who is not a U.S. citizen, lawful permanent resident, or protected individual as defined by 8 U.S.C. 1101(a) (20) and 8 U.S.C. 1324b(a) (3).

This also means any foreign corporation, business association, partnership, trust, or society, as well as any international organizations, any foreign government, and any agency or subdivision of foreign governments (e.g., diplomatic missions).

Lawful Permanent Resident (LPR): An LPR is any foreign person legally permitted to reside and work within the United States, to include protected individuals. LPRs are to be afforded all the rights and privileges of a U.S. citizen with the exception of voting, holding public office, access to classified national security information, and employment in the federal sector (except for specific needs or under temporary appointment per 5 CFR, Part 7, Section 7.4). LPRs are not prohibited from accessing export controlled items and information but must have a work-related "need-to-know" for access. LPRs are considered foreign nationals under immigration laws. LPR, as defined herein, is to replace the term “Permanent Resident Alien” (PRA) in all NASA guidance that has not yet been updated to the use of LPR.

Visit: A visit is any means by which, and any duration for which, access is obtained to non-public NASA assets.

NASA Asset: A system, item, person or any combination thereof, that has importance or value to the NASA mission. People, data, technology, buildings, property, vehicles, blueprints, contracts, records, and funds are examples of what may constitute a NASA asset.

Access: Access, with regard to NASA assets, is the explicit granting of permission to enter and/or use NASA facilities, interact with NASA personnel, and/ or use NASA information and related information processing services.

Physical Access: Physical access is the ability to touch, or walk into or up to, a NASA Asset.

Physical access is controlled through the use of door locks, card readers, gates, fences, officers, H-5 walls. The purpose of these controls is to limit access to those persons who have been granted permission to access controlled assets.

Logical Access: Logical access, commonly referred to as IT access, is the ability to interact with electronic data, applications, or systems.

2.) The Contractor shall adhere to Center and Agency-wide program policy and guidance for security operations and comply with current versions of the following:

NPR 1600.1, NASA Security Program Procedural Requirements

NPD 1600.9, NASA Insider Threat Program

NPD 1600.3, Policy on Prevention of and Response to Workplace Violence

NPR 1600.3, Personnel Security

NPR 1600.4, Identity and Credential Management.

3.) For any contract requiring a Facility Clearance Level (FCL) for access to Classified National Security Information (CNSI), the Contractor shall adhere to the Agency-wide program policy and guidance related to the protection of CNSI by complying with NPR 1600.2, NASA Classified National Security Information (current version).

4.) For any contract requiring an FCL for access to CNSI and requiring access to Communications Security (COMSEC) equipment, the Contractor shall adhere to the Agency-wide program policy and guidance related to the protection of COMSEC equipment by complying with NPR 1600.6, Communications Security (COMSEC) (NPR 1600.6 is a protected document that can be obtained by contractors that have a need-to- know. The LARC point of contact is the LARC COMSEC Account Manager (CAM)).

5.) At all times while on NASA property, the Contractor, subcontractors, their employees, and agents shall wear NASA issued credentials. NASA credentials will be issued in accordance with NPR 1600.4A, Identity and Credential Management. The employee’s Facility Security Officer (FSO) and/or Designated Official (DO) will submit an identity request for temporary (between 29 and 179 days) or permanent (greater than 180 days) credentials within the NASA Identity and Access Management (IdMAX) system.

6.) Credentials will be issued at the following locations: Langley Badge and Pass Office or other NASA Center as coordinated and approved by the Protective Services Office.

7) Requirements for Physical and Logical Access for Foreign Nationals:

a) Physical and logical access to the NASA Langley Research Center (LaRC) by foreign nationals shall be approved in accordance with NPR 1600.4. Chapter 4, “Identity and Credential Management” and the NASA Foreign National Access Management Operations Manual (May

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2016), which can be found at NASA Foreign National Access Management Operations Manual (May 2016).

b) Center access approval requires a minimum of 5 (five) working days advance notice.

Designated country nationals require a minimum of 30 (thirty) working days advance notice because of additional approval requirements. Information on Designated Countries is available at: https://oiir.hq.nasa.gov/nasaecp/docs/DCList_10-24-2018.pdf.

c) Foreign nationals shall be escorted at all times while on Center by a NASA Civil Servant or permanently badged contractor who has completed the required escort training unless otherwise approved by the Center Chief of Protective Services. In exceptional cases as required by NASA Mission requirements, a waiver to the escort requirement may be granted by the Center Chief of Protective Services.

d) Foreign Nationals must request and obtain prior approval from Joint Base Langley-Eustis prior to entering Joint Base Langley-Eustis through the NASA LARC Protective Services Office International Visits Coordinator. Access is subject to conditions imposed by Joint Base Langley- Eustis and may require a U.S. citizen escort at all times. Information is available at:

https://lms.larc.nasa.gov/admin/documents/LF295_1.1.pdf. Note: Links to documents and forms accessed require the document/form to be downloaded/saved and then opened in Adobe acrobat to access the form's content. Document requires Adobe 8 or higher.

8) Requirements for Physical and Logical Access for LPRs:

a) Visit requests shall be submitted directly to the Badge and Pass Office (BPO) using an LF-103 NASA Langley Research Center Protective Services Office (PSO) U.S. Citizen Visitor Badge Request Form. LPRs may be sponsored for Center access by permanently badged contractor employees or NASA civil servants. Contractor LPRs shall be sponsored by the employing contractor. All LPRs must confirm their status by providing their ORIGINAL State Department Documentation (Green Card). (Copies, facsimiles, or photographs of the State Department Documentation will NOT be accepted).

b) LPRs who will be at LaRC in excess of 29 days will be processed through IdMAX.

c) LPRs who will be at LaRC in excess of 179 days will be processed for PIV credentials that will remain valid for 5 years.

d) The Contractor is responsible for ensuring credentials issued to LPRs sponsored by the Contractor are returned when the LPR no longer requires access to NASA LaRC under the contract or no longer works for the Contractor.

e) LPRs on a work related, "need-to-know” basis are allowed access to export-controlled commodities. It is incumbent on the Government Branch Head or Program Manager to determine who should have access to export-controlled information. The Protective Services Office, the https://nasa.sharepoint.com/sites/ops/SiteAssets/Forms/AllItems.aspx?id=%2Fsites%2Fops%2FSiteAssets%2FSitePages%2FForeign%2DNational%2DAccess%2FFNAM%5FOperationsManual%5FTAGGED%2Epdf&parent=%2Fsites%2Fops%2FSiteAssets%2FSitePages%2FForeign%2DNational%2DAccess https://nasa.sharepoint.com/sites/ops/SiteAssets/Forms/AllItems.aspx?id=%2Fsites%2Fops%2FSiteAssets%2FSitePages%2FForeign%2DNational%2DAccess%2FFNAM%5FOperationsManual%5FTAGGED%2Epdf&parent=%2Fsites%2Fops%2FSiteAssets%2FSitePages%2FForeign%2DNational%2DAccess https://oiir.hq.nasa.gov/nasaecp/docs/DCList_10-24-2018.pdf https://lms.larc.nasa.gov/admin/documents/LF295_1.1.pdf

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Office of Chief Counsel, and the Center Export Administrator are available for guidance to the Government Branch Head or Program Manager.

f) LPRs are permitted to carry personal mobile devices on Center. Personal mobile devices are not be used to record, store, or process NASA data and are not to be used to take photographs within NASA facilities.

g) LPRs must request and obtain prior approval from Joint Base Langley-Eustis prior to entering Joint Base Langley-Eustis. Access is subject to conditions imposed by Joint Base Langley-Eustis and may require a U.S. citizen escort at all times. Information is available at:

https://lms.larc.nasa.gov/admin/documents/LF295_1.1.pdf. Note: Links to documents and forms require the document/form to be downloaded/saved and then opened in Adobe acrobat to access the form's content. Document requires Adobe 8 or higher.

9) Violation of security policies by personnel may result in withdrawal of Center access for the offending personnel and/or contractual actions against the Contractor and possible criminal prosecution for violation of export control laws and laws regarding access to Government facilities.

(End of clause)

H.7 LARC 52.204-92 REQUIREMENTS FOR ACCESS TO NASA LANGLEY

RESEARCH CENTER (AUG 2021)

(a) Visitors seeking entry to NASA Langley Research Center using a state-issued driver’s license or state-issued personal identification card are advised that identification documents must be compliant with the REAL ID Act of 2005, Public Law 109-13. Information on the REAL ID Act of 2005, Public Law 109-13 requirements can be found at: http://www.dhs.gov/real-id-public-faqs. Questions concerning REAL ID can be forwarded to the NASA Langley Badge and Pass Office via email at LaRC-RealId@mail.nasa.gov

(b) A state-issued ID that is non-compliant with the REAL ID standards cannot be used for access to the Center.

(c) The following alternate forms of identification are accepted for NASA LaRC access:

(1) Federal employee badges,

(2) Passports,

(3) Military identification cards,

(4) Enhanced Driver’s Licenses,

(5) U.S. Coast Guard Merchant Mariner Card, https://lms.larc.nasa.gov/admin/documents/LF295_1.1.pdf http://www.dhs.gov/real-id-public-faqs http://www.dhs.gov/real-id-public-faqs mailto:LaRC-RealId@mail.nasa.gov

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(6) Native American tribal document,

(7) School identification accompanied by an item from List C.

(d) Visitors without acceptable identity documents require specific authorization from the Center Chief of Protective Services and escort by permanently badged NASA employees or permanently badged contractor employees at all times while present on the NASA Langley Research Center.

(End of clause)

H.8 LARC 52.211-104 OBSERVATION OF REGULATIONS AND IDENTIFICATION

OF CONTRACTOR'S EMPLOYEES (AUG 2021)

a) The Contractor shall require its employees to observe and obey all rules and regulations as prescribed by the authorities at LaRC and other installations including all applicable Federal, NASA, and Langley safety, health, environmental and security regulations.

b) At all times while on NASA property, the Contractor shall require its employees, subcontractors, and agents to display a valid NASA issued identification badge. Contractors shall be held accountable for these identification badges and may be required to validate its active employees on an annual basis with the NASA LaRC Protective Services Office.

c) When authorization to possess an Identification Badge no longer exists (e.g., upon termination of employment or expiration of contract):

(1) The Contractor shall submit a checkout request for the departing Contractor Employee(s) at https://checkout.arc.nasa.gov, prior to notifying the Contractor Employee of the employment termination or contract expiration, unless a security threat exists (See Item 2 Below) in which case the checkout may occur immediately following termination;

(2) If the terminated Employee is considered a security threat, the Contractor shall immediately notify the NASA LaRC Protective Services Office and LaRC Chief Information Officer and submit NAMS closures for AGCY0012 Basic Active Directory Account and all Center or Agency VPN, to suspend the user’s physical and logical access to the Center. Center Protective Services Personnel will escort the contractor employee off Center premises immediately;

(3) The departing Contractor Employee shall surrender the NASA RSA token, NASA Smartcard, Agency Smart Badge, Government-Provided Equipment, and facility keys to the respective Contractor Supervisor;

(4) The Contractor shall ensure all Contractor employees exit the NASA Langley Research Center premises within one (1) hour of termination of employment or at the end of a contractor employee’s standard workday upon contract expiration;

https://checkout.arc.nasa.gov/

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(5) The Contractor shall return Contractor employee(s) NASA Identification Badges, Government-Provided equipment, and facility keys to the NASA LaRC Badge and Pass Office and Government-Equipment Points of Contact within two business days of employment termination or contract expiration.

d) All NASA identification badges and facility keys remain the property of NASA and the Government reserves the right to invalidate such badges at any time. In this event, the facility keys should be returned immediately with the invalidated badges to the NASA LaRC Badge and Pass Office.

(End of clause)

H.9 LARC 52.216-97 TASK ORDER SOLICITATION AND SELECTION

PROCEDURES (AUG 2021)

a) Each awardee will be given a fair opportunity to be considered for each delivery order exceeding $10,000 except as set forth in FAR 16.505 (b)(2). The costs of preparing proposals for individual delivery orders under the contract will not be an allowable direct charge to the contract. However, these costs may be an allowable indirect cost pursuant to FAR 31.205-18.

b) Unless otherwise specified for an individual delivery order, in making the selection decision the Contracting Officer will consider technical merit, past performance and cost/price.

c) For those delivery orders which are competed among the multiple contract awardees, the Contracting Officer will provide a solicitation to each contractor and will request a proposal in accordance with NFS 1852.216-80, Task Ordering Procedure.

d) Orders may be issued by electronic methods.

(End of clause)

H.10 RESERVED

H.11 LARC 52.227-96 ORGANIZATIONAL CONFLICTS OF INTEREST (JUN 2022)

a) For purposes of this clause, the term “Contractor” shall include the prime contracting entity’s parent, subsidiaries, divisions, and all affiliated companies that are under common control with such entity. In addition, the prime Contractor shall flow down this clause to all subcontractors.

b) Pursuant to FAR 9.504, the Contracting Officer is responsible for identifying and evaluating potential Organizational Conflicts of Interest (OCI) early in the acquisition process and either avoiding, neutralizing, or mitigating such conflicts before contract award or task order awards, as appropriate.

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c) During the performance of this contract, the Contractor may encounter Organizational Conflicts of Interest addressed in FAR 9.5. More specifically, the Contracting Officer has determined and identified the following potential conflicts that the Contractor may encounter during performance of this contract, the Contractor may be put in a position of performing engineering, fabrication, and/or other related technical services that lead to designs or specifications that will be incorporated into new delivery orders or contracts. The Contractor shall demonstrate how it will handle unequal access to nonpublic information that may provide a competitive advantage in a later competition.

d) Contractor’s Response to Contract/Delivery Order Requests: Within two (2) business days of receipt of a Contract/Delivery Order request causing a conflict to arise, the Contractor shall notify the Contracting Officer and provide a report of a potential conflict detailing:

1. The nature of the conflict;

2. Plan for avoiding, neutralizing, or mitigating the conflict; and

3. The benefits and risks associated with acceptance of the plan.

e) Government Response to a Report of a Potential Conflict: The Contracting Officer will review the report and determine which of the following approaches is in the best interest of the Government and will so advise the Contractor:

1. The Contractor shall perform consistent with the Contract/Delivery Order and the Contractor’s plan to avoid, mitigate, or neutralize the conflict;

2. The Contractor shall not perform the Contract/Delivery Order; or

3. The Government will modify the Contract/Delivery Order to remove the identified conflict.

f) Additional Limitations: Any limitations on future contracting resulting from the Contractor’s or its Subcontractor’s performance of the contract requirements are identified in Section H.3, NFS 1852.209-71, Limitation of Future Contracting.

(End of clause)

H.12 LARC 52.242-70 TECHNICAL DIRECTION (JUN 2022)

(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. “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

H-11 studies and pursuit of certain lines of inquiry regarding matters within the general tasks and requirements in Section C 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 statement of work;

(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 fixed 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.

€ All technical direction shall be issued in writing 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 5 working 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 will either issue an appropriate contract modification within a reasonable time or advise the Contractor in writing within 30 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.

€ 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.

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H.13 LARC 52.246-97 ISO 9001 QUALITY MANAGEMENT SYSTEM COMPLIANCE

REQUIREMENTS (JUN 2022)…