sole_source_justification - Udemy Approved Redacted_Redacted.pdf

Sole Source (Including Brand Name) Justification - Simplified Procedures for Certain Commercial Items

FOR OFFICIAL USE ONLY

18 Jun 2019 FOR OFFICIAL USE ONLY Page 2 of 4

I. Contracting Activity.

AFLCMC/HIK

II. Nature and/or description of the action being processed.

This requirement is for the renewal of 45,000 Udemy user licenses in support of Digital University.

Digital University (Digital U) is a digital transformation effort intent on redesigning the way the Department of the Air Force trains, assesses, and certifies digital skills. It was born out of the Chief of Staff of the Air Force (CSAF) Standard System Group (CSAF SSG), Air Education and Training Command (AETC) via AFWERX and early BESPIN Upskilling with Silicon Valley initiatives and championed by the Secretary of the Air Force Deputy Chief Information Office (SAF-CIO). Additionally, Digital U was a byproduct of cultural shifts in training initiatives resulting from the 2018 Computer Language Initiative (CLI), where computer skills competencies were formally ID'd as critical to national security and incentivized similarly to proficiency in certain foreign spoken languages.

Digital U uses online educational platforms (generally referred to as Massive Open Online Courses (MOOCs)) to deliver world-class training content to Airmen. Udemy provides intro to intermediate courseware in support of cyber skills training & education to include, but not be limited to, Artificial Intelligence (AI), Machine Learning (ML), advanced web & mobile development, and Cloud Computing.

The requirement will be fulfilled with a sole source definitive firm fixed price commercial contract.

III. Description of supplies/services required to meet agency needs.

Item: Udemy user licenses, in support of Digital University Quantity: 45,000

Period of Performance: 1 Jul 2021 - 30 Jun 2022 Funding Type: 3400 Allows users of Digital University to access required course content for any skill pathways, career pathways, force multipliers, or required training available from Udemy for Business. 100% of DU users will use Udemy courses, and 93% of users will use Udemy content exclusively.

IV. Statutory authority permitting other than full and open competition.

This acquisition is completed IAW FAR 13 simplified acquisition procedures and this requirement is a sole source requirement. IAW FAR 13.501(a)(ii) sole source justifications must be prepared using the format at FAR 6.303-2. FAR 6.303 specifies that the justification for other than full and open competition come from FAR 6.302. Therefore, this acquisition's authority for permitting other than full and open competition is 6.302-1 only one responsible source and no other supplies or services will satisfy agency requirements.

V. Demonstration that the contractor's unique qualifications or nature of the acquisition requires the use of the authority cited above (applicability of authority).

Digital University (DU) was launched in the summer of 2020 with the intent to revitalize the way that the Air and Space Forces recruit, train and retain cyber talent. The DU team performed significant market research and collaboration with career field functional managers, training managers, educational platforms, and industry experts from companies such as Google and Lyft to identify the ways that our Airmen and Guardians were deficient when compared to industry or our peer-adversaries. From this research, the BESPIN software factory built a prototype of an online learning platform that would provide access to world-class online cyber training from companies such as Udemy, Udacity, and Pluralsight. The DU prototype was launched, and the 338th SCONS (AFWERX 'RapidX') was appointed to rapidly award

Sole Source (Including Brand Name) Justification - Simplified Procedures for Certain Commercial Items

18 Jun 2019 FOR OFFICIAL USE ONLY Page 3 of 4

8x contracts to the above vendors.

Udemy offers more than 12,000 industry-leading courses in intro to intermediate cyber skills, many of which have been leveraged by Digital University. The February 2021 launch of the Digital University MVP completed a full integration with a curation of Udemy courseware that underpins nearly every DU skill pathway, career pathway, or force multiplier.

No other single vendor has this large of a course catalog that would serve this function, and no other vendor comes remotely close on price per user. (one possible replacement for Udemy, Pluralsight, costs 20x more per license).

Additionally, Digital U has been getting approached frequently by new customers (such as HAF/A9, the data scientist career field) and looking to fund the construction of new career and skill pathways into DU. Udemy's vast course catalog will virtually guarantee that DU can build the intro to intermediate aspects of any future cyber skill pathway or career pathway, saving separate contract actions and providing consistency in the baseline training that DU's users are given.

Additionally, while other SaaS or Massive Open Online Course (MOOC) vendors may have some offerings consistent with Udemy courses presently, as stated previously a huge number of specific Udemy courses have been integrated into DU's training pathways. Indeed, nearly 100% of existing skills and careers in DU will use one or more Udemy courses. Thus, substitution of another vendor would require, at minimum, 6 months to redesign DU's curricula, to include coordination with career field managers (who own the training requirements that DU presently satisfies) to validate the changes. Additionally, once the curriculum was updated, the DU development team would be required to make changes to the DU codebase to re-work the pathways at an expected schedule cost of 1-2 sprints (2-4 weeks) which would unacceptably de-prioritize/delay other DU development actions such as digital badging and migration of the platform inside the CloudOne computing environment resulting in an inability to meet mission priorities. Any efforts (i.e. replacing a vendor with a new one) that would delay DU's integration of Common Access Card (CAC) login will continue to cause personnel operating in secure environments to be degraded or blocked in their ability to access DU (due to 2-factor authentication requirements).

Lastly, the specific courseware offered by Udemy that is presently leveraged by DU has been validated as consistent with the best practices of tech giants such as Google, AT&T, and otherwise.

In conclusion, Udemy provides the best value for the government.

VI. Description of efforts made to ensure that offers are solicited from as many potential sources as practicable.

Since the inception of the DU program, the government has had continuing conversation with a plethora of "software as a service" (SaaS) online training platforms to evaluate which might best serve the needs of the Air Force via Digital University. In the summer of 2020 the Air Force made contract awards to 3 vendors that satisfied separate parts of the overall Air Force/DU need. Udemy was contracted to provide intro to intermediate courseware supporting cyber skill and career paths that were built inside DU.

The government has and will continually evaluate its needs and perform continuous market research with as many SaaS training platforms as practical to ensure DU always provides world-class, industry-leading training curricula at the best possible value to the government.

VII. Determination by the Contracting Officer that the anticipated cost to the Government will be fair and reasonable.

The anticipated cost to the Government will be fair and reasonable as the estimated per person cost is still nearly 20 times less than their closest competitor. Additionally, while the per person cost has nearly doubled, the quantity of licenses we are renewing represents only approximately 26% of last year's purchased. As DU users increase, the price would be expected to decrease further.

VIII. Description of the market research conducted and the results, or a statement of the reasons market research was not conducted.

Market research has demonstrated that there are many software as a service (SaaS) and/or Massive Open Online Course (MOOC) training platforms that provide courseware consistent with the training pathways offered by Digital University.

Sole Source (Including Brand Name) Justification - Simplified Procedures for Certain Commercial Items

18 Jun 2019 FOR OFFICIAL USE ONLY Page 4 of 4

Incorporating other vendors to satisfy the requirements currently met by Udemy does not represent the best value to the government, as significant re-work/coding of the DU platform would be required, in addition to significant required coordination with career field managers to confirm that the new offering would satisfy their training requirements.

IX. Any other facts supporting the use of Other Than Full and Open Competition.

Udemy courseware is specifically required in a number of existing DU career and skill pathways. Replacing these courses would require significant re-work of existing curricula, which requires non-trivial engagement and staffing with functional career field training managers, and changes to the DU codebase. Additionally, it could cause second or third order effects in that developers who took the same learning path, but the courses to complete that path differed, would cause a disconnect in the consistency of training and learned skills

X. List of any sources that expressed, in writing, an interest in the acquisition.

N/A

XI. A statement of the actions, if any, the agency may take to remove or overcome any barriers to competition before making subsequent acquisitions for the supplies or services required.

The Digital University team is continually evaluating other offerings from companies similar to Udemy and continually making determinations as to whether the capabilities of those companies will further expand the capabilities of DU, or provide value over existing companies. Additionally, as DU has expanded, additional career fields (i.e. HAF/A9, Data Scientists/Analysts) have approached the DU team about building in new pathways which would open up opportunities to onboard other MOOC-style content providers that had capabilities in these new subject areas. As funding becomes available, it would be the government's intent to continue to expand Digital U in this way.

XII. Certification by the Contracting Officer.

As evidenced by my signature above, I have determined this document to be both accurate and complete to the best of my knowledge and belief.

XIII. Certification by the technical/requirements personnel.

As evidenced by my (our) signature(s) above, I (we) certify that any supporting data contained herein, which is my (our) responsibility, is both accurate and complete.