Draft SOW-Skinner-21 May 2026-1938.docx

*** THIS ROUGH DRAFT STATEMENT OF WORK (SOW) IS PROVIDED SOLELY TO OFFER ADDITIONAL DETAIL FOR THE FORTHCOMING REQUEST FOR PROTOTYPE PROPOSALS (RPP). THE GOVERNMENT ANTICIPATES THAT THIS SOW WILL BE REFINED BASED ON SUBSEQUENT PROPOSALS AND NEGOTIATIONS***

STATEMENT OF WORK (SOW)

Project Title: Validation of Emerging Defense & Detection Equipment for Readiness (VEDDER) Prototype Accelerator (working title) Statutory Authority: 10 U.S.C. § 4022 (Other Transaction Authority) Awardee Type: 501(c)(3) Non-Profit Organization

1.0 BACKGROUND AND STRATEGIC OBJECTIVE:

The United States and the Portfolio Acquisition Executive-Layered Protection &Integration (PAE-LPI) is engaged in a critical, persistent innovation race against strategic competitors, most notably the People's Republic of China (PRC), which leverages Military-Civil Fusion to mandate the immediate transfer of commercial breakthroughs to military applications. Traditional Department of War (DoW) acquisition models operating on 7-to-15-year timelines are structurally incapable of pacing the threat in rapidly evolving domains like biotechnology and artificial intelligence (AI).

To maintain technological overmatch and secure the United States’ biotechnology ecosystem, the Government requires an asymmetric response that harnesses the dynamic, free-market ecosystem of private capital, academia, and commercial enterprise. Drawing inspiration from venture-backed intelligence community models, this Other Transaction Agreement (OTA) establishes a public-private nexus.

The objective of this OTA is to establish a technology accelerator with a 501(c)(3) partner. Supported by Government investment, this accelerator will speed the prototyping of new technologies; specifically medical countermeasures (MCMs), by bridging the private sector, elite national High-Performance Computing (HPC) resources, and the Government.

2.0 SCOPE:

Under this agreement, the Awardee Partner shall operate as a continuous innovation hub for the Government rather than a static consortium. The Awardee will actively scout, vet, and engage new commercial companies. Using commercial-style Business-to-Business (B2B) agreements, the Awardee, with engagement and oversight from the Government, will structure rapid prototyping efforts. These efforts will combine multiple industry and academic partners into a cohesive "system of systems" framework, solving complex Government problems at the speed of the commercial market.

The Awardee will facilitate in-silico testing via Government HPC(s), or similar approved HPC infrastructures, or an equivalent commercial entity possessing similar supercomputing power.

3.0 TASK REQUIREMENTS:

3.1 Accelerator Hub Establishment and Management

The Awardee shall establish and manage a continuous innovation hub dedicated to biodefense and rapid medical response priorities. The Awardee will act as the intermediary connecting private capital, commercial biotech, AI innovators, and Government stakeholders.

3.2 Technology Scouting and Market Vetting

The Awardee shall conduct continuous market research to identify emerging, dual-use technologies in biotechnology, AI-driven drug discovery, and bioinformatics. The Awardee will vet potential commercial partners for technical feasibility, commercial viability, and alignment with PAE-LPI’s requirements.

3.2.1 Foreign Influence, Security Vetting, and Risk-Based Security Review To protect against intellectual property theft, exploitation, and undue influence from foreign countries of concern, the Awardee shall work collaboratively with the Government to rigorously vet all potential commercial entities and academic institutions prior to the execution of any B2B agreement.

All interested vendors and partners being considered for a B2B prototyping agreement will be vetted under a joint Government-Awardee Risk-Based Security Review Board (RBSRB). The Awardee must mandate that all prospective partners submit required disclosures regarding foreign funding, affiliations, and key personnel to support this board's evaluation. This collaborative vetting process must comply with, and incorporate the protective principles of, the following directives and policies:

· National Security Presidential Memorandum-33 (NSPM-33)

· DoDI 5000.83 (Technology and Program Protection to Maintain Technological Advantage)

· The DoD Science and Technology (S&T) Protection Guide

· DoD Policy for Countering Unwanted Foreign Influence in Department-Funded Research at Institutions of Higher Education

· DoD Policy for Risk-Based Security Reviews of Fundamental Research

3.3 B2B Prototyping and "System of Systems" Integration

The Awardee shall negotiate and execute commercial-style B2B agreements with selected private sector entities. The Awardee must structure these prototyping efforts to rapidly combine disparate capabilities (e.g., AI modeling, biological data pooling) into cohesive platforms.

3.4 High-Performance Computing (HPC) Integration

The Awardee shall coordinate the integration of advanced in-silico testing and AI training for MCM prototyping. The Awardee will utilize LLNL, or an alternative facility possessing equivalent supercomputing capabilities, to execute the computationally intensive phases of prototype development.

3.5 Real-Time Program Management and Oversight System

The Awardee shall provide, configure, and maintain a Commercial Off-The-Shelf (COTS) cloud-based program management platform (e.g., Jira, Monday.com, or an equivalent system) to track all ongoing tasks, scouting pipelines, B2B prototyping milestones, and financial expenditures. The Awardee shall grant designated Government personnel continuous, role-based access to this platform to enable effective communication, active portfolio monitoring, and real-time oversight of KPI progress.

3.5.1 COTS Platform Security and IL5 Compliance Requirements

To facilitate real-time Government oversight while maintaining the secure handling of Controlled Unclassified Information (CUI) and mission-critical data, the Awardee’s chosen COTS program management platform must strictly adhere to the following Department of War (DoW) Impact Level 5 (IL5) baseline requirements:

3.6 Secure Software Development and Network Authorization

For any B2B prototyping effort that results in the development of software (e.g., AI/ML models, bioinformatics platforms, APIs, or data integration tools), the Awardee shall ensure all downstream commercial vendors comply with DoW cybersecurity and supply chain security mandates.

If any developed software prototype is intended to interface with, ingest data from, or be deployed onto a Government or DoW network, the following requirements strictly apply:

· Secure Software Development Framework (SSDF): Software must be developed in accordance with Executive Order 14028 ("Improving the Nation’s Cybersecurity") and NIST SP 800-218 (SSDF). The vendor must provide a compliant Software Bill of Materials (SBOM) for all deliverables.

· Risk Management Framework (RMF): Prototypes requiring DoW network access must undergo the DoD RMF process as outlined in DoDI 8510.01 and DoDI 8500.01. The software must meet the applicable security controls defined in NIST SP 800-53 (Revision 5).

· STIG Compliance: All software, operating systems, and associated databases must be configured and hardened in strict compliance with the applicable Defense Information Systems Agency (DISA) and Department of the Army Security Technical Implementation Guides (STIGs) and Security Requirements Guides (SRGs).

· Vulnerability Management: The vendor must perform automated dynamic and static application security testing (DAST/SAST). The prototype shall not be introduced to any Government network environment with unmitigated Category I (CAT I) or Category II (CAT II) vulnerabilities without an explicit, Government-approved Plan of Action and Milestones (POA&M).

4.0 KEY PERFORMANCE INDICATORS (KPIS): Comment by Skinner, Aaron D CIV USARMY ACC (USA): NFP may propose measurement KPISs as well.

The success of this accelerator is measured by speed, commercial leverage, and technical throughput. The Awardee may be evaluated against the following targets:

Sliding scale ratio (10%-50%+) of vetted US based private-to-public capital invested alongside the Government funds per Project.

Technical Throughput

Federated Query Success Rate

Greater than 99% Uptime / success of HPC data calls returning usable data.

100% of data sets are successfully anonymized, scrubbed of proprietary trade secrets, and deemed otherwise sanitized prior to pool entry.

100% compliance on B2B clauses preventing the offshoring of critical technologies.

>80% adoption of non-traditional defense contracts who accept the pre-negotiated modular IP framework without requesting legal redlines.

5.0 MILESTONE-BASED FUNDING AND DISBURSEMENT:

5.1 General Funding Structure

The Government’s investments shall be obligated and disbursed incrementally based on the Awardee's successful completion of measurable milestones tied directly to the KPIs above.

5.2 Milestone Disbursement Schedule

The Awardee shall submit a Request for Reimbursement upon Government acceptance of the following:

5.3 Withholding of Funds

If the Awardee fails to achieve the KPI Requirements associated with a milestone, the Government reserves the right to withhold the funding until a Corrective Action Plan is implemented and the metric is achieved.

6.0 Dynamic Re-Evaluation and Portfolio Rebalancing ("Fail Fast" Authority):

6.1 Continuous Portfolio Assessment

The Awardee is required to continuously monitor the technical and commercial viability of all downstream B2B prototyping efforts and report these via Quarterly Programmatic and Financial Status Reports, as well as actively through the required COTS program management platform.

6.2 "Fail Fast" Termination Authority The Awardee is mandated to rapidly terminate underperforming B2B prototyping agreements (e.g., failing the in-silico transition, technical unviability, or offshoring risks). B2B commercial agreements shall include rapid off-ramp clauses that do not incur standard government "Termination for Convenience" delays.

6.3 Reallocation of Government Funds

Upon termination of an underperforming B2B agreement, the Awardee shall retain the remaining obligated Government funds associated with that effort and immediately redeploy them toward new, highly viable commercial partners, subject to a 10-day Government veto period.

7.0 Intellectual Property Framework and Gridlock Avoidance:

7.1 IP Gridlock Avoidance Strategy

To operate at the speed of the commercial market and achieve the IP Gridlock Avoidance KPI, the Awardee shall employ commercial-style intellectual property mechanisms designed to protect private-sector commercial viability while guaranteeing Government access to critical national security technologies. The Awardee shall use pre-negotiated, standardized IP templates for all downstream B2B agreements to eliminate prolonged negotiation stalemates.

7.2 Demarcation of Background vs. Foreground IP

All B2B agreements executed by the Awardee shall explicitly separate IP into two categories:

· Background IP: Pre-existing algorithms, AI models, or biological data platforms owned by the commercial partner. The commercial entity retains all rights to Background IP to preserve their commercial valuation.

· Foreground IP (The Prototype): The specific MCM or biological molecule developed utilizing Government funding and HPC resources.

7.3 Government Rights and Usage

For all Foreground IP, the Government shall be granted, at a minimum, Government Purpose Rights (GPR) allowing the Government to manufacture and utilize the MCMs for national defense and biodefense purposes, without restricting the commercial entity from selling the technology in the civilian healthcare market.

7.4 Data Pooling Framework

The Awardee shall structure agreements such that disparate biological data sets can be temporarily pooled and processed in-silico within secure enclaves (e.g. HPC environments) for AI training purposes. The data contributors shall retain ownership of their raw data, while the resulting AI insights (Foreground IP) are governed by the joint commercial/Government usage rights.

7.5 Protection of Public Investment

To safeguard innovations developed with public dollars, all B2B agreements must include binding Domestic Manufacturing clauses. Should a commercial partner attempt to offshore the manufacturing of a Government-funded prototype or sell exclusive rights to a strategic competitor (e.g., the PRC), the Government retains immediate March-In Rights to assume full control and licensing of the Foreground IP.

8.0 DELIVERABLES:

The Awardee shall provide the following Deliverables throughout the period of performance:

· Initial Hub Operating Plan: Strategy detailing the methodology for scouting, vetting, and contracting.

· Quarterly Technology Scouting Reports: Assessments identifying high-value prototyping targets.

· B2B Prototyping Agreements: Copies of all executed commercial agreements.

· HPC Integration Plan: Framework outlining how data and in-silico testing will be routed through LLNL (or equivalent).

· Quarterly Programmatic and Financial Status Reports: Tracking of the Government’s investment, milestones, and KPIs.

· Domestic Manufacturing Strategy and IP Plan: Framework detailing how IP and domestic manufacturing are safeguarded.

· Final Prototype Demonstration Reports: Technical reports detailing the outcomes and transition-readiness of all AI-driven MCM prototypes.

· COTS Program Management Access: Provision of continuous, real-time Government access to the configured program management platform (e.g., Jira/Monday.com) for oversight.

· Software Bill of Materials (SBOM): Required for all software-based prototypes prior to network integration.

9.0 SECURITY AND OPERATIONAL CONSTRAINTS:

All work under this SOW shall be conducted at an unclassified level. Any generation, handling, or processing of Controlled Unclassified Information (CUI) shall be conducted in accordance with DoD Impact Level 5 (IL5) security protocols. Ensure that any data housed on the chosen COTS program management platform strictly complies with these IL5 and CUI protocols. The Awardee shall not process, handle, or generate Personally Identifiable Information (PII) or Protected Health Information (PHI) under this agreement.