Sol_N00014-20-R-0006.pdf

N00014-20-R-0006

SOLICITATION, OFFER AND AWARD

4. TYPE OF SOLICITATION2. CONTRACT NUMBER 3. SOLICITATION NUMBER

7. ISSUED BY CODE 8. ADDRESS OFFER TO (If other than Item 7)

ORDER UNDER DPAS (15 CFR 700)

6. REQUISITION/PURCHASE NUMBER

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

NEGOTIATED (RFP)

SEALED BID (IFB)

5. DATE ISSUED

1. THIS CONTRACT IS A RATED RATING PAGE OF PAGES

DO-C9 1 85

C. E-MAIL ADDRESS

EXT.NUMBERAREA CODE

B. TELEPHONE (NO COLLECT CALLS)A. NAME

10. FOR

INFORMATION

CALL:

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.

(Date)(Hour) local timeuntildepository located in copies for furnishing the supplies or services in the Schedule will be received at the place specified in Item 8, or if hand carried, in the

SOLICITATION

9. Sealed offers in original and

PART IV - REPRESENTATIONS AND INSTRUCTIONS

OTHER STATEMENTS OF OFFERORS

EVALUATION FACTORS FOR AWARD

INSTRS., CONDS., AND NOTICES TO OFFERORS

REPRESENTATIONS, CERTIFICATIONS AND

LIST OF ATTACHMENTS

CONTRACT CLAUSES

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

I

J

K

L

M SPECIAL CONTRACT REQUIREMENTS

CONTRACT ADMINISTRATION DATA

DELIVERIES OR PERFORMANCE

INSPECTION AND ACCEPTANCE

PACKAGING AND MARKING

DESCRIPTION/SPECS./WORK STATEMENT

SUPPLIES OR SERVICES AND PRICES/COSTS

SOLICITATION/CONTRACT FORM

PART II - CONTRACT CLAUSESPART I - THE SCHEDULE

H

G

F

E

D

C

B

A

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

11. TABLE OF CONTENTS

18. OFFER DATE17. SIGNATURE

SUCH ADDRESS IN SCHEDULE.

IS DIFFERENT FROM ABOVE - ENTER

15C. CHECK IF REMITTANCE ADDRESS

EXT.NUMBERAREA CODE

15B. TELEPHONE NUMBER

(Type or print)AND

ADDRESS

OF

OFFEROR

CODE FACILITY

16. NAME AND TITLE OF PERSON AUTHORIZED TO SIGN OFFER15A. NAME

DATEAMENDMENT NO.DATEAMENDMENT NO.

and related documents numbered and dated):

amendments to the SOLICITATION for offerors

(The offeror acknowledges receipt of

14. ACKNOWLEDGEMENT OF AMENDMENTS

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

(See Section I, Clause No. 52.232.8)

13. DISCOUNT FOR PROMPT PAYMENT

designated point(s), within the time specified in the schedule.

by the offeror) from the date for receipt of offers specified above, to furnish any or all items upon which prices are offered at the price set opposite each item, delivered at the

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)

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

28. AWARD DATE

(Signature of Contracting Officer)

27. UNITED STATES OF AMERICA

25. PAYMENT WILL BE MADE BY

26. NAME OF CONTRACTING OFFICER (Type or print)

CODE 24. ADMINISTERED BY (If other than Item 7)

ITEM

(4 copies unless otherwise specified)

23. SUBMIT INVOICES TO ADDRESS SHOWN IN

41 U.S.C. 253 (c) ( 10 U.S.C. 2304 (c) (

22. AUTHORITY FOR USING OTHER THAN FULL AND OPEN COMPETITION:

21. ACCOUNTING AND APPROPRIATION20. AMOUNT19. ACCEPTED AS TO ITEMS NUMBERED

AWARD (To be completed by government)

CODE

04/27/2020 X

N00014

Office of Naval Research (BD253) Mary Helen Dent, 850-276-2279 mary.dent@navy.mil 875 N. Randolph Street Arlington VA 22203-1995

1200 ET 06/24/2020

Mary Helen Dent 850 Mary.Dent@navy.mil

276-2279

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X

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X

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PAGE(S)

Mary Helen Dent

AUTHORIZED FOR LOCAL REPRODUCTION

Previous edition is unusable

STANDARD FORM 33 (Rev. 9-97)

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

12. In compliance with the above, the undersigned agrees, if this offer is accepted within _____300_________ calendar days (60 calendar days unless a different period is inserted

[To Be Determined] BASE

Section B - Supplies or Services/Prices CLINs/SLINs

Item Number Description Quantity Unit Unit Price Amount

0001 1 LO

The contractor shall operate and manage the Navy Manufacturing Technology (ManTech) Electronics Manufacturing Center and perform research on approved ManTech and Non- ManTech Program technical projects in accordance with Section C, and all task orders issued hereunder.

Award Type: Indefinite-quantity Product/Service Code: AE33

The total amount of the base and exercised options is [To Be Determined].

The total potential amount for this action is [To Be Determined].

Section C - Description/Specifications ONR- Statement of Work

(1) The work and services to be performed hereunder shall be subject to the requirements and standards contained in the Statement(s) of Work, the Contract Data Requirements Lists (as specified in each Delivery/Task Order), and the following paragraph(s):

(2) The purpose of CLIN 0001 is to provide for an instrument under which orders can be issued for:

The management, administration and technical oversight of the Navy Manufacturing Technology (ManTech) Electronics Manufacturing Center and the performance of Special Projects, will be awarded as the first Task Order Award in accordance with Section J, Attachment 1, Statement of Work.

Project Development and Management of the Navy Manufacturing Technology (ManTech) Electronics Manufacturing Center which will be awarded as the second Task Order Award, per Section J, Attachment 1, Statement of Work

(3) Deliverable data requirements shall be specified on each Task Order Award as applicable.

ONR- Key Personnel Instructions for Orders

If Key Personnel information is required for a particular contract under this effort, the Contracting Officer will include the paragraphs below. Both Prime Contractor and Sub-Contractor personnel deemed to be “Key” (i.e. critical to the successful performance of the work) will be included.

Key Personnel Clause:

(a) The Contractor agrees to assign to the contract tasks those persons whose resumes were submitted with its proposal and who are necessary to fulfill the requirements of the contract as "key personnel". No substitutions may be made except in accordance with this instruction.

(b) The Contractor understands that during the first ninety (90) days of the contract performance period, no personnel substitutions will be permitted unless these substitutions are unavoidable because of the incumbent's sudden illness, death or termination of employment. In any of these events, the Contractor shall promptly notify the Contracting Officer and provide the information described in paragraph (c) below.

After the initial ninety (90) day period the Contractor must submit to the Contracting Officer all proposed substitutions, in writing, at least 30 days in advance 45 days if security clearance must be obtained, of any proposed substitution and provide the information required by paragraph (c) below.

(c) Any request for substitution must include a detailed explanation of the circumstances necessitating the proposed substitution, a resume for the proposed substitute, and any other information requested by the Contracting Officer. Any proposed substitute must have qualifications equal to or superior to the qualifications of the incumbent. The Contracting Officer or his/her authorized representative will evaluate such requests and promptly notify the Contractor in writing of his/her approval or disapproval thereof.

(d) In the event that any of the identified key personnel cease to perform under the contract and the substitute is disapproved, the contract may be immediately terminated in accordance with the Termination clause of the contract.

The following are identified as key personnel: To Be Filled in On the First and Second Task Orders upon Award. Key Personnel on any other Task Order Awards will be included at time of Task Order award if required.

ONR- Acknowledgement of Sponsorship

(a) As used in DFARS 252.235-7010, 'Acknowledgement of Support and Disclaimer,' "material" also includes but is not limited to, news releases, letters to the editor, articles, abstracts, manuscripts, brochures, advertisements, photos, films, videos, slides, charts, graphs, drawings, speeches, trade association meetings, symposia, etc.

(b) Nothing in the foregoing shall affect compliance with the requirements of the clauses of this contract entitled "Disclosure of Information" (252.204-7000) and "Security Requirements" (FAR 52.204-2 and Alternate I) if such clause is a part of the contract

(c) The Contractor further agrees to include this provision in any subcontract awarded as a result of this contract.

Section D - Packaging and Marking ONR- Packaging and Marking

Preservation, packaging, packing and marking of all deliverable contract line items shall conform to normal commercial packing standards to assure safe delivery at destination.

ONR- Report Preparation

Scientific or technical reports prepared by the Contractor and deliverable under the terms of this contract will be prepared in accordance with format requirements contained in ANSI/NISO Z39.18-2005 (R2010), entitled, "Scientific and Technical Reports - Preparation, Presentation and Preservation".

[NOTE: All National Information Standards Organization (NISO) American National Standards are available as free, downloadable pdf(s) at http://www.niso.org/standards/index.html.]

(a) All scientific and technical reports delivered pursuant to the terms of this contract shall identify units of measurement in accordance with the International System of Units (SI) commonly referred to as the "Metric System". Conversion to U.S. customary units may also be given where additional clarity is deemed necessary. Guidance for application of the metric system is contained in the American Society of Testing Materials document entitled "Standard Practice for Use of the International System of Units (The Modernized Metric System)" (ASTM Designation E380-89A).

(b) This provision also applies to journal article preprints, reprints, commercially published books or chapters of books, theses or dissertations submitted in lieu of a scientific and/or technical report.

Section E - Inspection and Acceptance ONR- Award Inspection and Acceptance

Inspection and acceptance of deliveries under all Task Order Awards issued under this IDIQ will be accomplished by the Program Officer designated below.

The Program Officer designated in the Task Order Award shall have thirty (30) days after delivery for acceptance.

Office of Naval Research Attn: Mr. Michael Hackert 875 North Randolph Street Arlington, VA 22203-1995 Michael.hackert@navy.mil

FAR 52.246-5 Inspection of Services - Cost-Reimbursement. (APR 1984)

FAR 52.246-9 Inspection of Research and Development (Short Form). (APR 1984)

Section F - Deliveries or Performance CLIN(s)/SLIN(s) will be delivered as follows:

Item/Sub Number Item Description Delivery

Code Delivery Address Period of Performance (if applicable)

Delivery No Later Than (if applicable)

The contractor shall operate and manage the Navy Manufacturing Technology (ManTech) Electronics Manufacturing Center and perform research on approved ManTech and Non- ManTech Program technical projects

N00014

Office of Naval Research Attn: Mr. Michael Hackert

Michael.Hackert@navy.mil 875 North Randolph Street

Arlington VA 22203

4/14/2021 - 4/13/2026 04/13/2026

1) Any request for a period of performance extension shall be submitted in writing to the Contracting Officer and Contracting Officer Representative (COR)/Program Officer no later than thirty (30) days prior to the expiration of the contract to allow the Government time to consider, and if approved, process the request. Requests submitted less than thirty (30) prior to the expiration of the contract may be rejected and not processed by the Government.

2) The request shall include (a) Contract Number, (b) Contract Line Item number (CLIN) associated with the extension, (c) current expiration date of the CLIN associated with the extension, (d) revised date for which the extension is requested, (e) the name of the COR associated with this contract and his/her Program Code, (f) the rationale as to why the extension is required, (g) status of the remaining task(s) to be completed during the extension period, (h) plan of action for completing the effort, and (i) evidence of sufficient funding under the CLIN to ensure remaining task(s) may be completed during the extension.

ONR- Ordering Period

The ordering period for CLIN 0001 is from 14 Apr 2021 through 13 Apr 2026. Orders may be placed at any time during the ordering period. Orders placed within the ordering period may continue until the delivery date/end date specified in the order. Each order shall specifically set forth the items to be delivered, delivery terms, and the delivery date and/or period of performance.

mailto:Michael.hackert@navy.mil

ONR- Distribution of Invention Disclosures and Reports

The Contractor shall submit all invention disclosures and reports required by the Patent Rights clause of the contract to Office of Naval Research, Corporate Counsel (Code 00CC) with a copy to the Administrative Contracting Officer. The invention disclosures can either be mailed to Office of Naval Research, Department of the Navy, Corporate Counsel (Code 00CC), 875 North Randolph Street, Arlington, VA 22203-1995 or e-mailed to ONR.NCR.BDCC.list.invention.reports@navy.mil. The Corporate Counsel will provide a recommendation to the Administrative Contracting Officer. The Corporate Counsel will represent the Contracting Officer with regard to invention reporting matters arising under this contract.

ONR- Place of Delivery

All deliverable required for the First and Second Task Orders (see data listed in the DD1423) shall be F.O.B. Destination.

All deliverables for Task Orders issued under this IDIQ shall also be F.O.B. Destination.

FAR 52.242-15 Stop-Work Order. (AUG 1989)

FAR 52.242-15 Stop-Work Order. (AUG 1989) - Alternate I (APR 1984)

Section G - Contract Administration Data ONR- Procuring Office Representative

In order to expedite administration of this contract, the Administrative Contracting Officer should direct inquiries to the appropriate office listed below. Please do not direct routine inquiries to the person listed in Item 20A on Standard Form 26.

Contract Negotiator -- Contract Negotiator -- Ms. Mary Helen Dent, BD253, (P) (850) 276-2279, Email:

mary.dent@navy.mil

Contract Negotiator -- Contract Negotiator -- Mr. Shawn Ryan, BD253, (P) (703) 588-2550, Email:

shawn.ryan@navy.mil

Inspection and Acceptance -- ONR Program Officer -- Mr. Michael Hackert, ONR33MT, (P) (703) 696- 0590, Email: michael.hackert@navy.mil

Security Matters – Ms. Torri Powell, ONR 43, (P) (703) 696 8177, Email: torri.powell@navy.mil

Patent Matters – Mr. John Forrest, ONR 00CC, (P) (703) 696-4000, Email: john.forrest@navy.mil

ONR- Contract Administration Delegation

In accordance with FAR 42.202, the contracting officer delegates all contract administration functions listed in FAR 42.302(a) with the exception of Consent to Subcontract which will be provided at time of award and/or modification by the PCO.

The Contractor is advised to direct all inquiries concerning administration of this contract to the Administrative Contracting Officer designated in Block 6 of the Standard Form 26 of this contract.

ONR- Award Distribution (JULY 2015)

In accordance with the requirements of FAR 4.201, distribution is made to the contractor, program office, administrative contracting office, payment office and audit office. See the following matrix to determine the specific distribution location, which is based upon the award form used:

mailto:mary.dent@navy.mil mailto:shawn.ryan@navy.mil mailto:Michael.hackert@navy.mil

Distribution: SF 26 SF 30 SF 33 SF 1449 DD1155

Contractor See Block 7 See Block 8 See Block 15A See Block 17a See Block 9

Program Office See Block 11 or Section G

See Block 6 See Block 11 or Section G

See Block 15 See Block 14

Administrative Contracting Office

See Block 6 See Block 7 See Block 24 See Block 16 See Block 7

Payment Office See Block 12 See Block 14 See Block 25 See Block 18a See Block 15

Auditor See Section G See Section G See Section G See Section G See Section G

ONR- Type of Award

(a) This is an Indefinite-Delivery/Indefinite Quantity (IDIQ) Task Order Contract, which allows issuance of orders on a cost-plus-fixed-fee (CPFF) basis, cost (no fee) basis, and Cost Share basis.

(b) Task orders will be issued on a cost-plus-fixed-fee, cost (no fee), or cost-share basis as indicated in each order.

ONR- Financial Accounting Data

ONR- Ordering Officer

The Office of Naval Research (ONR) Procuring Contracting Officer (PCO) or his/her duly authorized representative, shall act as Ordering Officer for the contract and is responsible for issuing orders placed hereunder. Orders shall be placed unilaterally or bilaterally by the Ordering Officer by issuance of a DD Form 1155, Order For Supplies or Services. The ONR PCO retains the unilateral right to update this guidance for the life of the contract. The ONR points of contact information is as follows:

Office of Naval Research One Liberty Center 875 North Randolph St.

Arlington, VA 22203-1995

Attn: Ms. Mary Helen Dent, ONR BD253Email: mary.dent@navy.mil

Attn: Mr. Shawn Ryan, ONR BD253Email: shawn.ryan@navy.mil

ONR- Incrementally Funded Orders

The following is applicable to CPFF Orders which may be issued from this IDIQ.

The Government, at its discretion, reserves the right to incrementally fund any order issued under this contract. If an order is incrementally funded, the order shall specify the total amount of the order, the amount obligated, the estimated performance period based on the amount of available funds, and a statement that the Contractor is not required to perform work nor is the Government obligated to reimburse the Contractor for work performed in excess of the amounts obligated. All incrementally funded cost reimbursement (CPFF) orders will be funded in accordance with the clause ""Limitation of Funds"" (FAR 52.232-22) and the following appropriate ""Allotment of Funds"" clause.

Allotment of Funds Clause:

mailto:mary.dent@navy.mil mailto:shawn.ryan@navy.mil

It is hereby understood and agreed that this order will not exceed a total amount of $order maximum limit;

including an estimated cost of $estimated cost and a fixed fee of $fixed fee.

The total amount presently available for payment and allotted to CLIN _____ of this order is $________;

including an estimated cost of $estimated cost for CLIN and a fixed fee of $fixed fee. It is estimated that the amount allotted of $estimated cost will cover the period from date of award through $funded through date.

ONR- Payment of Allowable Costs and Fixed Fee

As consideration for the proper performance of the work and services required under this contract, the Contractor shall be paid as follows:

(a) Costs, as provided for under the contract clause entitled “Allowable Cost and Payment”, not to exceed the amount set forth as “Estimated Cost” in Section B, subject to the contract clause entitled “Limitation of Cost” or “ Limitation of Funds”, whichever is applicable.

(b) A fixed fee, in the amount set forth as ‘Fixed Fee’ in Section B, in accordance with the contract clause FAR 52.216-8 “Fixed Fee”, shall be paid upon completion of the work and services required under this contract and upon final acceptance by the Contracting Officer. However, the Contractor, may bill on each voucher the amount of the fee bearing the same percentage to the total fixed fee as the amount of cost billed bears to the total estimated cost not to exceed the amount set forth as "Fixed Fee" in Section B. The total fixed fee billed, shall not exceed the total fixed fee specified in Section B and is subject to the contract clause entitled "Limitation of Cost" or "Limitation of Funds" whichever applies.

(c) In accordance with FAR 52.216-8, “Fixed Fee”, the Administrative Contracting Officer (ACO), in order to protect the Government’s interest, shall withhold 10% of the fixed fee amount set forth in Section B or until a reserve is set aside in the amount of $100,000.00, whichever is less. The fixed fee withhold should be applied to each voucher. The ACO shall release the withhold in accordance with the provisions of FAR 52.216-8.

ONR- Task Order Minimum/Maximum Quantity

The minimum order value for any given Task/Delivery Order issued under CLIN(s) 0001 may not be less than $25,000. The maximum order value for any given Task/Delivery Order issued under CLIN(s) 0001 may not be greater than the maximum value stated under the CLIN.

ONR- Minimum Contract Guarantee and Maximum Potential

(a) This is an Indefinite Quantity contract as contemplated by FAR 16.504. The total minimum dollar amount the Government may order under this contract is $125,000 (one hundred twenty-five thousand dollars). The maximum dollar amount the Government may order under this contract is $50,000,000 (fifty million dollars).

(b) The Government shall have no obligation to issue delivery orders to the Contractor beyond the total minimum dollar amount specified in paragraph (a) of this clause.

ONR- Submission of Invoices in WAWF

When submitting invoices into Wide Area Workflow (WAWF) within the Procurement Integrated Enterprise Environment (PIEE) e-Business suite, the 13-digit Delivery Order/Call Number, found in block 2 on page 1 of the DD 1155, shall be used as the Contract Number field on the invoice. The Delivery Order field on the invoice shall be left blank. Additional invoicing instructions can be found within DFARS clause 252.232-7006.

ONR- Award Notification/Distribution

Office of Naval Research (ONR) award and modification documents are available via the Department of Defense (DoD) Electronic Document Access System (EDA) within the Procurement Integrated Enterprise Environment (PIEE)(https://wawf.eb.mil/).

EDA is a Web-based system that provides secure online access, storage and retrieval of awards and modifications to DoD employees and vendors (including contractors and recipients).

ONR creates an award notification profile for every award prior to the execution of the award using email addresses provided in the proposal or application. The notification profile will use the email address from the Business Point of Contact in the proposal to notify the recipient of an award.

If your organization needs to correct the EDA notification profile for an ONR award, please contact us at the following email address: ONR.NCR.BD024.list.HQ@navy.mil.

The following information should be provided:

a. Email Subject: EDA Award Notification Change Request;

b. ONR Award Number

c. The new email address to be added to the EDA award notification profile.

d. First name

e. Last name

f. Organization

IMPORTANT: In some cases, EDA notifications are appearing in recipients' Junk Email folder. If you are experiencing issues receiving EDA notifications, please check your junk email. If found, please mark EDA notifications as "not junk."

EDA inactivates user accounts for non-use after 90 days. Failure to use your account will result in inactivation. A password reset and EDA POC approval is required to reactivate accounts.

ONR- Payment Instructions

The payment office shall allocate and record the amounts paid to the accounting classification citations in the contract using the table located at https://www.acq.osd.mil/dpap/dars/pgi/pgi_htm/current/PGI204_71.htm#payment_instructions based on the type of payment request submitted (see DFARS 252.232-7006) and the type of effort.

ONR- Refunds/Overpayments

Refunds owed to the Government in accordance with any provision (e.g. paragraph (h) of FAR 52.216-7, paragraph (d) of FAR 52.232-25) of this contract must be remitted through the Department of Treasury’s website, www.pay.gov. Instructions necessary for using pay.gov for refunds to ONR awards can be found at https://www.onr.navy.mil/en/work-with-us/manage-your-award/manage-contract-award. Once the contractor completes and submits the refund form through pay.gov, the contractor will receive an email from the system confirming the submission. This system-generated email from pay.gov must be forwarded to both the Administrative Contracting Officer and the Contracting Officer.

DFARS 252.232-7006 Wide Area WorkFlow Payment Instructions. (DEC 2018)

(a) Definitions. As used in this clause-

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) Electronic invoicing. The WAWF system provides the method to electronically process vendor payment requests and receiving reports, as authorized by Defense Federal Acquisition Regulation System (DFARS) 252.232-7003, Electronic Submission of Payment Requests and Receiving Reports.

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

(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) WAWF training. The Contractor should follow the training instructions of the WAWF Web- Based Training Course and use the Practice 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) WAWF methods of document submission. Document submissions may be via Web entry, Electronic Data Interchange, or File Transfer Protocol.

(f) WAWF payment instructions. The Contractor shall use the following information when submitting payment requests and receiving reports in WAWF for this contract or task or delivery order:

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

(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.

Cost Voucher

(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.

Destination/Destination (D/D)

(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.

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

(3) Document routing. The Contractor shall use the information in the Routing Data Table below only to fill in applicable fields in 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 To Be Determined at Time of Award

Issue By DoDAAC N00014

Admin DoDAAC** To Be Determined at Time of Award

Inspect By DoDAAC Not Applicable

Ship To Code Cost – [Enter “Not Applicable" ], Firm Fixed Price – [Enter "N00014"]

Ship From Code Not Applicable

Mark For Code Not Applicable

Service Approver (DoDAAC) Cost – [To Be Determined], Firm Fixed Price – [Enter "Not Applicable"]

Service Acceptor (DoDAAC) Cost – [Enter “Not Applicable" ], Firm Fixed Price – [Enter "N00014"]

Accept at Other DoDAAC Not Applicable

LPO DoDAAC Not Applicable

DCAA Auditor DoDAAC To Be Determined at Time of Award

Other DoDAAC(s) Not Applicable

(*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) Payment request. The Contractor shall ensure a payment request includes documentation appropriate to the type of payment request in accordance with the payment clause, contract financing clause, or Federal Acquisition Regulation 52.216-7, Allowable Cost and Payment, as applicable.

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

Contractor must include the email address of the assigned COR referenced in the award when submitting invoices.

(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.

For WAWF Vendor support, please contact the WAWF Help Desk (disa.ogden.esd.mbx.cscassig@mail.mil; 801-605-7095); for Payment Issues, please contact the appropriate DFAS office (http://www.dfas.mil/contractorsvendors/dodaacsvc.html); for additional assistance, please contact ONR.NCR.BD021.list.all@navy.mil.

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

(End of clause)

Section H - Special Contract Requirements ONR- Enterprise-Wide Contractor Manpower Reporting Application (ECMRA)

The contractor shall report ALL contractor labor hours (including subcontractor labor hours) required for performance of services provided under this contract for the Office of Naval Research via a secure data collection site. Contracted services excluded from reporting are based on Product Service Codes (PSCs).

The excluded PSCs are:

(1) W, Lease/Rental of Equipment;

(2) X, Lease/Rental of Facilities;

(3) Y, Construction of Structures and Facilities;

(4) S, Utilities ONLY;

(5) V, Freight and Shipping ONLY.

The contractor is required to completely fill in all required data fields using the following web address www.ecmra.mil.

Reporting inputs will be for the labor executed during the period of performance during each Government fiscal year (FY), which runs October 1 through September 30. While inputs may be reported any time during the FY, all data shall be reported no later than October 31 of each calendar year. Contractors may direct questions to the help desk at dod.ecmra.support.desk@mail.mil.

ONR- Orders

(a) General

Orders may be issued by the Contracting Officer (CO) for work as specified in Sections B and C of the Schedule at any time during the effective period of this contract. Except as otherwise provided in any order, the Contractor shall furnish all materials and services necessary for accomplishing the work specified in each order issued hereunder. All the provisions in this contract shall be applicable to all orders issued hereunder. To the extent of any inconsistency between any order and this contract, the contract shall control. It is understood and agreed upon that the Government has no obligation to issue any orders beyond paying the contract minimum on demand at the end of the contract period. The Contractor agrees to accept and perform orders issued by the CO within the scope of this contract during the term set forth elsewhere in the schedule.

(b) Ordering

Orders and revisions thereto shall be made in writing by the CO.

(1) Cost, Cost Share, or Cost-Plus-Fixed-Fee (CPFF) orders shall be issued hereunder.

(2) Each bilateral order shall be binding when executed by both parties.

(3) Each unilateral order shall be binding upon receipt by the Contractor. The Contractor shall acknowledge receipt of the order within five (5) days after receipt thereof. These orders may be issued through facsimile as well as through electronic and regular mail.

(c) Bilateral Orders

Except as otherwise provided in paragraph (d) below, the Contractor shall not begin any work until a bilateral order is issued by the CO.

(d) Unilateral Orders

Priced: The CO may issue unilateral orders, either fully or incrementally funded, based upon acceptance of the Contractor’s proposals. The order type (defined above) and delivery schedule shall be set forth in each order. Upon receipt of a unilateral order, the Contractor shall promptly commence the work specified therein. Unilateral orders are subject to either the “Limitation of Cost” (when fully funded) or “Limitation of Funds” (when incrementally funded) clause as incorporated into this contract. The Contractor shall acknowledge receipt of the order within five (5) days of receipt.

(e) Cost or Pricing Data

Whenever cost or pricing data are required in accordance with FAR 15.403, the Contractor shall submit required data in accordance with FAR 15.408, Table 15-2. If a Certificate of Current Cost or Pricing Data is required, it shall be provided in accordance with FAR 15.406-2.

(f) Definition

The term Contracting Officer as used in this provision includes the Administrative Contracting Officer

(ACO).

(g) Termination of Orders

(1) The Government may terminate performance of work under any order in whole or, from time to time, in part if –

a. The Contracting Officer determines that a termination is in the Government’s interest; or

b. The Contractor defaults in performing any order and fails to cure the default within 10 days (unless extended by the Contracting Officer) after receiving a notice specifying the default. “Default” includes failure to make progress in the work so as to endanger performance,

(2) The Contracting Officer shall terminate the order by delivering to the Contractor a Notice of Termination specifying whether the termination is for default of the Contractor of for Convenience of the Government, the extent of termination, and the effective date. If, after termination for default, it is determined that the Contractor was not in default or that the Contractor’s failure to perform or to make progress in performance is due to causes beyond the control and without fault or negligence of the Contractor as set forth in the Excusable Delays clause, the rights and obligations of the parties will be the same as if termination was for the convenience of the Government.

(3) After receipt of a Notice of Termination, and except as directed by the Contracting Officer, the Contractor shall immediately proceed with the obligations specified in the “Termination (Cost Reimbursement)” clause.

ONR- Data Rights Assertions

Data Rights Assertions, in accordance with DFARS 252.227-7013 and DFARS 252.227-7014 will be submitted by the successful awardee for individual Task Order Award project submissions. Those individual Task Orders which require a subcontractor Data Rights Assertion shall be acknowledged by the successful awardee by signature on the subcontractor Data Rights Assertion prior to Task Order award/modification.

ONR- DD254

A Contract Security Classification Specification (DD Form 254) will be included under a Task Order Award when applicable. Any applicable security classification guides identified on the DD Form 254 are not attached. The information contained in the guides is not considered to be necessary for submitting proposals. The project plan proposals shall be marked in accordance with the provisions of the National Industrial Security Program Operating Manual [NISPOM] (DOD 5220.22M).

Tentative classification markings shall be: Derived From: DD Form 254 Declassify On: To be determined by ONR Program Officer under the Task Order Award

The ONR Program Officer shall be responsible for assigning final classification markings. If the Offeror currently holds the applicable guides, any classified proposal shall be derivatively marked in accordance with the guides and Executive Order 12958, further amended by Executive Order 13291. If necessary, the guides shall be provided to the successful offeror with the contract award.

ONR- Cost Sharing Minimum

The Government anticipates cost sharing for the research work to be performed under Navy ManTech Projects. The parties recognize that the appropriate level of cost share will be negotiated for individual technical projects awarded via Task Order.

ONR- Technical Direction

(a) Performance of the work hereunder is subject to the technical direction of the Program Officer/COR designated in this contract, or duly authorized representative. Technical direction includes the following:

(1) Direction to the Contractor which shifts work emphasis between work areas or tasks, requires pursuit of certain lines of inquiry, fills in details or otherwise serves to accomplish the objectives described in the statement of work;

(2) Guidelines to the Contractor which assist in the interpretation of drawings, specifications or technical portions of work description.

(b) Technical direction must be within the general scope of work stated in the contract. Technical direction may not be used to:

(1) Assign additional work under the contract;

(2) Direct a change as defined in the contract clause entitled "Changes";

(3) Increase or decrease the estimated contract cost, the fixed fee, or the time required for contract performance; or

(4) Change any of the terms, conditions or specifications of the contract.

(c) The only individual authorized to in any way amend or modify any of the terms of this contract shall be the Contracting Officer. When, in the opinion of the Contractor, any technical direction calls for effort outside the scope of the contract or inconsistent with this special provision, the Contractor shall notify the Contracting Officer in writing within ten working days after its receipt. The Contractor shall not proceed with the work affected by the technical direction until the Contractor is notified by the Contracting Officer that the technical direction is within the scope of the contract.

(d) Nothing in the foregoing paragraphs may be construed to excuse the Contractor from performing that portion of the work statement which is not affected by the disputed technical direction.

ONR- Government Furnished Equipment

The following language will be used in Task Order Awards which require the use of equipment on a rent free, non-interference basis:

In the performance of work hereunder, the Government shall furnish the Contractor on a rent-free, non-interference basis, the use of: [Insert the equipment to be used] accountable under Contract Number [Insert The Award Number will automatically insert] provided, however, that such equipment shall be used only to the extent that such use will not interfere with the performance of that contract for which this equipment was originally provided.

ONR- Government Furnished Property

The following language will be used in Task Order Awards which require the use of Government Furnished Property:

In performance of the statement of work, the Government shall provide the contractor with the government furnished property (GFP) listed in Attachment [Enter the attachment number]. The GFP will be provided by [Enter the date].

The Government shall deliver the GFP to the following address:

[Enter Location]

Upon completion of the award, the GFP will be returned to:

[Enter Location or TBD, if not known upon issuing the award]

ONR- Title to Equipment Having an Acquisition Cost

The following language will be used in Task Order Awards which require title vestment with the Contractor:

In the implementation of paragraph (e) of the Government Property Clause set forth in Section I of this contract, and pursuant to the provisions of FAR 35.014(b) (2), title to equipment and other tangible personal property having an acquisition cost of $5,000 or more, purchased with funds available for the conduct of research, shall, as determined by the Administrative Contracting Officer:

(i) Vest in the Contractor upon acquisition without further obligation to the Government;

(ii) Vest in the Contractor, subject to the Government's right to direct transfer of the title to the Government or a third party within 12 months after the contract's completion or termination (transfer of title to the Government or third party shall not be the basis for any claim by the Contractor); or

(iii) Vest in the Government, if the Contracting Officer determines that vesting of title in the Contractor would not further the objectives of the agency's research program.

ONR- Organizational Conflict of Interest

a. The parties hereto recognize that the effort to be performed by the Contractor under this contract creates a potential organizational conflict of interest such as is contemplated by Federal Acquisition Regulation (FAR) 9.505. Specifically, [explain basis of conflict]. The Contractor will not engage in any contractual undertakings or other activities that could create an organizational conflict of interest with its position under this contract, namely those activities [that might impair its ability to render unbiased advice and recommendations][from which it may derive an unfair competitive advantage as a result of knowledge, information, and experience gained or work undertaken during the performance of this contract]. The Contractor may submit a request to the Contracting Officer to waive the organizational conflict of interest as provided by FAR 9.503 or may submit a mitigation plan to the Contracting Officer for approval to allow participation in a related procurement or other activity. During the term of this contract, including any extensions by change order or supplemental agreement, [and for a period of [state duration] OR and until [state event]] the Contractor agrees that it will not supply the Office of Naval Research (ONR) [add activities as appropriate] under another contract or other arrangement as a prime contractor, subcontractor at any tier, or consultant to a supplier, any services, product, item or major component of an item or product that relates to any of the requirements under this contract or to work performed under them.

b. For the purpose of this clause, the term “Contractor” means the Contractor, its subcontractors, subsidiaries, affiliates, partners, joint ventures involving the Contractor, any entity with which the Contractor may hereafter merge or affiliate, and any other successor of the Contractor.

c. Whenever performance of this contract requires access to another contractor’s proprietary information, as required by FAR 9.505-4(b), the Contractor shall (i) enter into a written agreement with the other entities involved, as appropriate, to protect such proprietary information from unauthorized use or disclosure for as long as it remains proprietary and (ii) refrain from using such proprietary information other than as agreed

to. An executed copy of all proprietary information agreements by individual personnel or on a corporate basis shall be furnished to the Contracting Officer within fifteen (15) calendar days of execution.

d. The Contractor shall educate its employees through appropriate means on the principles of FAR Subpart

9.5. Such education shall include, but not be limited to, training to ensure that employees refrain from using or disclosing proprietary information except as provided by executed agreement or as allowed by the contract. Further, the Contractor shall obtain from each of its employees, whose anticipated responsibility in connection with the work under this contract may be reasonably expected to involve access to such proprietary information, a written agreement (Attachment *), which, in substance, shall provide that such employee will not, during his employment with the Contractor or thereafter improperly disclose such data or information.

e. The Contractor shall hold the Government harmless and will indemnify the Government as to any cost or loss resulting from the unauthorized use or disclosure of any third-party proprietary information by its employees, the employees of its subcontractors, or by its agents.

f. For breach of any of the above restrictions or for nondisclosure or misrepresentation of any relevant facts required to be disclosed concerning this contract, the Government reserves the right to terminate this contract for default, disqualify the Contractor from subsequent related contractual efforts, and to pursue any other available legal remedies. If in compliance with this clause, the Contractor discovers and promptly reports an organizational conflict of interest subsequent to contract award, the contracting officer may choose to terminate this contract for the convenience of the government, when such termination is deemed to be in the best interest of the Government.

g. The Contractor will include the same provisions as are expressed in this clause, including this paragraph, in all subcontracts awarded for performance of any portion of this requirement. Subcontract restrictions will be limited, however, to the technical area(s) addressed in the specific statement of work in the subcontractor’s contract. The subcontractor shall not participate in any ONR contract in the applicable technical area(s) without written approval of the ONR Contracting Officer. This restriction is applicable throughout the period of performance of the subcontract, and any extensions thereof by change order or supplemental agreement. Use of a subcontractor on this contract is not permitted without prior approval of the ONR Contracting Officer. When the provisions of this clause are included in a subcontract, the term "contracting officer" shall represent the head of the contracting office of the prime contractor. Any deviations or less restrictive coverage deemed necessary or required by the prime contractor for a particular subcontract must first be submitted to the government contracting officer for approval. Subcontractors, on a case-by-case basis, may make a request, through the prime contractor, for a revision to the ONR OCI clause restrictions outlined above.

0099 ONR- Fee Caps

This section is reserved. See Section L for ONR Fee Caps. The fee caps will be moved from Section L to Section H in the resultant contract.

Section I - Contract Clauses FAR 52.252-2 Clauses Incorporated by Reference. (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es): https://www.acquisition.gov/

(End of clause)

Clauses Included by Reference

Clause Database Clause Number Clause Title

FAR 52.202-1 Definitions. (NOV 2013) FAR 52.203-3 Gratuities. (APR 1984) FAR 52.203-5 Covenant Against Contingent Fees. (MAY 2014) FAR 52.203-6 Restrictions on Subcontractor Sales to the Government. (SEP 2006) FAR 52.203-7 Anti-Kickback Procedures. (MAY 2014)

FAR 52.203-8 Cancellation, Rescission, and Recovery of Funds for Illegal or Improper Activity.

(MAY 2014)

FAR 52.203-10 Price or Fee Adjustment for Illegal or Improper Activity. (MAY 2014) FAR 52.203-12 Limitation on Payments to Influence Certain Federal Transactions. (OCT 2010) FAR 52.203-13 Contractor Code of Business Ethics and Conduct. (OCT 2015) FAR 52.203-14 Display of Hotline Poster(s). (OCT 2015) FAR 52.203-16 Preventing Personal Conflicts of Interest. (DEC 2011)

FAR 52.203-17 Contractor Employee Whistleblower Rights and Requirement To Inform Employees of Whistleblower Rights. (APR 2014)

FAR 52.203-18 Prohibition on Contracting with Entities that Require Certain Internal Confidentiality Agreements or Statements-Representation. (JAN 2017)

FAR 52.203-19 Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements. (JAN 2017)

FAR 52.204-4 Printed or Copied Double-Sided on Postconsumer Fiber Content Paper. (MAY 2011)

FAR 52.204-10 Reporting Executive Compensation and First-Tier Subcontract Awards. (OCT 2018)

FAR 52.204-13 System for Award Management Maintenance. (OCT 2018) FAR 52.204-18 Commercial and Government Entity Code Maintenance. (JUL 2016)

Clause Database Clause Number Clause Title

FAR 52.204-19 Incorporation by Reference of Representations and Certifications. (DEC 2014) FAR 52.204-21 Basic Safeguarding of Covered Contractor Information Systems. (JUN 2016)

FAR 52.204-23 Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered Entities. (JUL 2018)

FAR 52.204-25 Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (AUG 2019)

FAR 52.209-6 Protecting the Government's Interest When Subcontracting With Contractors Debarred, Suspended, or Proposed for Debarment. (OCT 2015)

FAR 52.209-9 Updates of Publicly Available Information Regarding Responsibility Matters.

(OCT 2018)

FAR 52.209-10 Prohibition on Contracting With Inverted Domestic Corporations. (NOV 2015) FAR 52.210-1 Market Research. (APR 2011) FAR 52.215-2 Audit and Records - Negotiation. (OCT 2010) FAR 52.215-8 Order of Precedence - Uniform Contract Format. (OCT 1997) FAR 52.215-10 Price Reduction for Defective Certified Cost or Pricing Data. (AUG 2011) FAR 52.215-12 Subcontractor Certified Cost or Pricing Data. (OCT 2010) FAR 52.215-14 Integrity of Unit Prices. (OCT 2010) FAR 52.215-14 Integrity of Unit Prices. (OCT 2010) - Alternate I (OCT 1997) FAR 52.215-15 Pension Adjustments and Asset Reversions. (OCT 2010) FAR 52.215-17 Waiver of Facilities Capital Cost of Money. (OCT 1997)

FAR 52.215-18 Reversion or Adjustment of Plans for Postretirement Benefits (PRB) Other Than Pensions. (JUL 2005)

FAR 52.215-19 Notification of Ownership Changes. (OCT 1997)

FAR 52.215-21 Requirements for Certified Cost or Pricing Data and Data Other Than Certified Cost or Pricing Data - Modifications. (OCT 2010)

FAR 52.215-23 Limitations on Pass-Through Charges. (OCT 2009) FAR 52.216-7 Allowable Cost and Payment. (AUG 2018) FAR 52.216-8 Fixed Fee. (JUN 2011) FAR 52.216-11 Cost Contract - No Fee. (APR 1984) FAR 52.216-12 Cost-Sharing Contract - No Fee. (APR 1984)

FAR 52.219-4 Notice of Price Evaluation Preference for HUBZone Small Business…