Amendment_0003 _STO__1 _Mexico _W91247-15-R-0003 _SATMO_Aviation_IDIQ.pdf

Attachment 2, Sample Task Order #1

Sample PWS USASATMO Aviation IERW FTS Mexico (Notional) Page 1 of 21

PERFORMANCE WORK STATEMENT (PWS)

Helicopter Flight School Technical Assistance Field Team (TAFT) – Mexico (Notional)

U.S. Army Security Assistance Training Management Organization (USASATMO)

Ft. Bragg, North Carolina 28310-5000

Part I

General Information

1. GENERAL: This is a non- personal services contract to provide Helicopter Flight School Technical

Assistance Field Team (TAFT) in Mexico. The Government will not exercise any supervision or control over the contract service providers performing the services herein. Such contract service providers shall be accountable solely to the Contractor who, in turn is responsible to the Government.

1.1. Description of Services/Introduction: The Contractor shall provide all personnel, equipment, supplies, facilities, transportation, tools, materials, supervision, and other items and non-personal services necessary to perform the Helicopter Flight School TAFT mission as defined in this Performance Work Statement

(PWS) except for those items specified as Government furnished property and services. The Contractor shall perform to the standards in this contract.

1.2. Background: Mexico has requested U.S. Government (USG) assistance, through Foreign Military

Sales (FMS), to establish an initial entry Rotary Wing (IERW) Flight Training School (FTS) on General

Heriberto Jara International Airport in Veracruz, Mexico. Fifteen (15) new Bell 407 helicopters have been purchased through FMS as the primary IERW FTS training aircraft. These Bell 407 helicopters are equipped with dual Garmin 1000 Flight Deck navigation and instrumentation systems and heavy duty skid gear pads to meet the IERW training requirements.

1.3 Objectives: The objectives to establish the IERW FTS program in Mexico are twofold. First, to train

Mexico Army RW student pilots to International Civil Aviation Organization (ICAO) instrument flight rules (IFR) and visual flight rules (VFR) day/night standards in order to present military pilots to follow-on

RW aircraft transition training programs. This includes the development and execution of all processes, procedures, scheduling, policies, instruction and syllabi required for basic RW flight and ground training

(including simulation). Second, within the training program identify and recommend student pilots that have demonstrated significant skills, knowledge, and judgment for follow on tracked training (i.e.

Instructor Pilot, Maintenance Pilot, etc.) to meet the Mexico Army requirement for a self-sustaining aviation program.

1.4 Scope: The Initial Entry Rotary Wing (IERW) Flight Training School (FTS) will train Partner Nations

(PN) student pilots to ICAO instrument flight rules (IFR) and visual flight rules (VFR) day/night standards to present military pilots to follow-on RW aircraft qualification programs. Services include ground, simulated flight & flight training. The IERW FTS will produce trained RW Pilots that are safe, proficient and capable in standard RW flight planning, flight maneuvers, navigation procedures, and emergency procedures. Aircrew coordination, crew resource management and sound judgment shall be emphasized during this phase. Graduation requirements from the Initial Entry Rotary Wing (IERW) Flight Training

Course will be similar to graduation from US Army IERW training. Award of aviation ratings, qualifications, or certifications shall be the responsibility of the Mexico Army.

1.4.1 IERW FTS Training Requirements.

1.4.1.1 The Contractor will establish and maintain the capability to train 12 IERW Mexico Army military flight students per class, with four (4) 10-week classes planned per year, so a 48 student training throughput capacity per year is required. Maximum student-to-instructor ratio is two-to-one (2-1) for flight training and twelve-to-one) (12-1) for ground academic instruction.

1.4.1.2 IERW Class Requirements. For each IERW class, the Contractor shall provide:

Sample PWS USASATMO Aviation IERW FTS Mexico (Notional) Page 2 of 21

1.4.1.2.1 Thirty (30) hours (+/- 10%) flight instruction/evaluation on basic flight maneuvers under day and night conditions (unaided).

1.4.1.2.2 Twenty (20) hours (+/- 10%) flight instruction/evaluation on instrument flight maneuvers under instrument or simulated instrument (hood) conditions.

1.4.1.2.3 Six (6) hours (+/- 10%) flight instruction/evaluation on basic combat skills under day conditions.

1.4.1.2.4 Eight (8) hours of night vision goggle familiarization flight training under night conditions.

1.4.1.2.5 One (1) two-hour final course completion flight evaluation under day conditions.

1.4.1.2.6 One hundred and eighty (180) hours academic classroom instruction/pre-flight briefings conducted in daily four (4) hour training periods.

1.4.1.3. Daily training scheduled is planned to be four (4) hours of academic instruction and three (3) hours of flight training. The flight training period is planned for 1.5 hours of direct flight instruction for each student pilot.

1.4.1.4. Simulation. Currently the Mexico Government will not provide a Bell 407 Cockpit Procedures

Trainer or Flight Training Device. The terms simulation and simulated flight in 1.3 and 1.4 refer only to

Hooded Instrument Flight Training at this time.

1.4.2. TAFT mission schedule.

1.4.2.1 Pre-Deployment Site Survey (PDSS) (one (1)-week). The team chief (and up to one additional team member) shall deploy to Veracruz, arriving on a Saturday or Sunday in order to perform the site survey during the seven-day period commencing on a Monday through Friday of the week, and returning on the Saturday or Sunday. This survey shall occur from three (3) to five (5) weeks before the TAFT deployment.

1.4.2.2 Training Development (two (2)-weeks). The Contractor will begin preparing training materials, Program of Instruction (POI), and initiate other pre-deployment actions upon completion of the PDSS.

1.4.2.3 Security Assistance Training Team Orientation Course (SATTOC) (one (1)-week). The team shall report to the SATMO Headquarters, Fort Bragg, NC to attend the five-day SATTOC after training development and immediately prior to deploying.

1.4.2.4 In-Country TAFT (46-weeks). The team deploys to Mexico, conducts TAFT tasks, and redeploys to

CONUS.

1.5. Period of Performance:

Phase In: 1 1/2 months

Base Period: 10 1/2 months.

1.6 General Information:

1.6.1 Quality Control: The Contractor shall develop and maintain an effective Quality Control Program

(QCP) to ensure that services are performed in accordance with this Task Order (TO). The Contractor shall develop and implement procedures to identify, prevent, and ensure non-recurrence of defective services.

The Contractor’s QCP is the means by which the Contractor assures that the work complies with the requirement of the contract. The QCP shall be in writing and shall be submitted to the Contracting Officer

(KO) and Contracting Officer’s Representative (COR) via electronic mail or U.S. Postal Service within ten

(10) working days of the TO award. Format will be Microsoft Word document. Any changes to the QCP

Sample PWS USASATMO Aviation IERW FTS Mexico (Notional) Page 3 of 21 will be provided to the KO and COR within five (5) working days. After acceptance of the QCP, the

Contractor shall obtain the KO’s acceptance in writing of any proposed change to his QC system.

1.6.1.1.1. The Contractor’s quality program shall demonstrate its prevention-based outlook by meeting the objectives stated in the PWS throughout all areas of performance. The QCP shall be developed to specify the Contractor’s responsibility for management and quality control actions to meet the terms of the TO.

The QCP as a minimum shall address continuous process improvement; procedures for scheduling, conducting and documentation of inspection; discrepancy identification and correction; corrective action procedures to include procedures for addressing Government discovered non-conformances; procedures for root cause analysis to identify the root cause and root cause corrective action to prevent re-occurrence of discrepancies; procedures for trend analysis; procedures for collecting and addressing customer feedback/complaints.

1.6.1.1.2. At least once a month, the Contractor shall provide, all reports generated as a result of the

Contractor’s quality control efforts. This shall include any summary information used to track quality control, including any charts/graphs.

1.6.1.1.3. The Contractor’s QCP shall be incorporated into and become part of the TO after the plan has been accepted by the KO. Proposed changes made after KO acceptance shall be submitted in writing through the COR to the KO for review and acceptance prior to implementing any revision. The

Contractor’s QCP shall be maintained throughout the life of the TO and shall include the Contractor’s procedures to routinely evaluate the effectiveness of the plan to ensure the Contractor is meeting the performance standards and requirements of the TO.

1.6.1.2. Contractor Discrepancy Report (CDR): When the Contractor's performance is unsatisfactory, a

CDR will be issued. The Contractor shall reply in writing within five (5) working days from the date of receipt of the CDR, giving the reasons for the unsatisfactory performance, corrective action taken, and procedures to preclude recurrence.

1.6.1.3. Quality Assurance: The Government will evaluate the Contractor’s performance under this TO in accordance with the QASP. This plan is primarily focused on what the Government must do to ensure that the Contractor has performed in accordance with the performance standards. It defines how the performance standards will be applied, the frequency of surveillance, and the minimum acceptable defect rate(s).

1.6.2. Property Management System: The Contractor shall establish a system to manage Government

Furnished Equipment (GFE), Government Furnished Property (GFP), or Government Furnished Material

(GFM) in its possession to control, use, preserve, protect, repair and maintain. Items purchased with FMS case funds are the property of the purchasing nation and will be returned or transferred to nation’s control upon mission completion.

1.6.3. Recognized Federal Holidays: Contractor personnel are authorized up to 12 paid holidays per year.

During other Squadron 15 holidays/non-duty days TAFT members will be present for duty and perform work related to the training mission (updating records, internal training, team safety meetings, etc.).

Authorized holidays are listed below.

New Year’s Day ( January 1)

Constitution Day (February 5)

Birthday of Benito Juárez (March 21)

Maundy Thursday (April 2)

Good Friday (April 3)

Labor Day (May 1)

Cinco de Mayo (May 5)

Independence Day (Sep 16)

Sample PWS USASATMO Aviation IERW FTS Mexico (Notional) Page 4 of 21

Revolution Day (November 20)

Day of the Virgin Guadalupe (December 12)

Thanksgiving (US Holiday)

Christmas (US Holiday)

Note: The month and day for the Mexican holidays are based on the 2015 calendar year. The actual day will change based on the current calendar year.

1.6.4. Hours of Operation: The TAFT shall work the same hours as their Squadron 15 counterparts, normally 40 hours per week. The Contractor shall at all times maintain an adequate work force for the uninterrupted performance of all tasks defined within this PWS when the facility is not closed for the above reasons. When hiring personnel, the Contractor shall keep in mind that the stability and continuity of the work force are essential. The SAT Chief will designate alternate work locations when the Government facility is closed due to local or national emergencies, holidays, administrative closings, or similar

Government directed facility closings.

1.6.5. Place of Performance: The primary duty location is on General Heriberto Jara International Airport, Veracruz, Mexico.

1.6.6. Security Requirements: All Contractor personnel must have a SECRET clearance or higher.

1.6.6.1. Physical Security: Mexico Army will provide base security at the duty airport and security escorts for Contractor duty travel between Veracruz billets and the airport. The Contractor shall be responsible for safeguarding all government equipment, information and property provided for Contractor use at the TO level. At the close of each work period, Government facilities, equipment, and materials shall be secured.

1.6.7. Special Qualifications:

1.6.7.1 Contractor personnel shall be capable of being entered into the Contractor Verification System

(CVS) and the Synchronized Pre-deployment and Operational Tracker (SPOT). Additionally, Contractor will meet the requirements to be issued a Common Access Card (CAC) or SPOT Letter of Authorization

(LOA), as required.

1.6.7.2 Contractor personnel traveling abroad shall possess a U.S. passport and all appropriate visas required to conduct the assigned Outside the Continental United States (OCONUS) missions.

1.6.7.3 Contractor personnel shall possess valid U.S. (State) and international driver’s licenses that remain valid for the entire deployment period.

1.6.7.4 This mission supports U.S. foreign policy objectives. Contractor actions and statements, on and off duty, can have a lasting effect on U.S. relations with the nation. Accordingly, all Contractor personnel must be well motivated, mature and stable. They must possess diplomatic and cultural skills to deal with foreign military staff and diplomatic corps level personnel, as well as with any foreigners with which they interact. Upon notification, the Contractor shall remove personnel whose behavior in any way embarrasses the United States, misbehaves or threatens the health, safety, welfare, etc. of U.S. and host nation personnel and replace them as soon as possible. Removal of an employee does not relieve any responsibility of the

Contractor to continue performance. Replacement personnel shall have the same or similar qualifications/experience and shall be approved by the KO in consultation with SATMO prior to start of work.

1.6.7.5 Contractor personnel performing work under this contract shall be U.S. citizens unless the provisions of Army Regulation 25-2, Information Assurance have been fully completed and approval has been granted by the Government for the non-U.S. citizen to perform the required support.

Sample PWS USASATMO Aviation IERW FTS Mexico (Notional) Page 5 of 21

1.6.7.6 Documentation. Contractor qualifications, training, and experience must be documented on the appropriate, official forms. Military flight experience, training and qualifications must be documented on an official DA Form 759, DD 1821, or other Service equivalent form. Military service and duty positions must be evidenced using a DD Form 214, Officer/Enlisted Record Brief, course diploma, or other similar, official document. Civilian ratings must be documented on appropriate Federal Aviation Administration

(FAA) or similar forms.

1.6.7.7 Access and General Protection/Security Policy and Procedures: All Contractor personnel performing work under this TO shall comply with applicable installation/facility access, local security policies and security procedures for the mission duty location. Contractor personnel shall provide all information required for background checks to meet installation access requirements to be accomplished by the installation Provost Marshal Office, Director of Emergency Services or Security Office. Contractor personnel must comply with all personal identity verification requirements as directed by DoD, HQDA or local policies. In addition to the changes otherwise authorized by this TO, should the Force Protection

Condition (FPCON) at any duty location change, the Government may require changes in Contractor and subcontractor security matters or processes.

1.6.7.8 Pre-Deployment Training/Preparations. Contractor personnel will complete required pre-deployment training including:

Attending the one-week SATTOC at the USASATMO Headquarters, Fort Bragg, NC.

Completing on-line Anti-Terrorism (AT) Level I training.

Completing on-line iWATCH training.

Completing on-line Survival, Escape, Resistance, and Evasion (SERE) 100.1 training.

Medical screening/verification and immunizations (IAW Center of Disease Control recommendations for the OCONUS duty location).

Entering employee information into the Isolated Personnel Recovery Program (ISOPREP) using the Pre-OCONUS travel File (PRO-File) program.

Other training/preparation required by the DoD Foreign Clearance Guide for entry into the

OCONUS duty location.

Bell Helicopter Training Academy training courses, if required.

1.6.8 Post Award Conference/Periodic Progress Meetings: The Contractor shall attend any post award conference convened by the contracting activity or contract administration office in accordance with

Federal Acquisition Regulation (FAR) Subpart 42.5. This requirement can be accomplished by teleconference to eliminate training distracters and reduce expenditures. The KO, COR, and other

Government personnel, as appropriate, may meet periodically with the Contractor to review the

Contractor's performance. At these meetings the KO will apprise the Contractor of how the Government views the Contractor's performance and the Contractor will apprise the Government of problems, if any, being experienced. Appropriate action shall be taken to resolve outstanding issues. These meetings shall be at no additional cost to the Government.

1.6.9 Contracting Officer’s Representative (COR): The COR will be identified prior to TO award. The

COR monitors all technical aspects of the TO and assists in contract administration. The COR is authorized to perform the following functions: assure that the Contractor performs the technical requirements of the TO; perform inspections necessary in connection with TO performance; maintain written and oral communications with the Contractor concerning technical aspects of the TO; issue written technical requirements, including Government drawings, designs, specifications; monitor Contractor's performance and notify both the KO and Contractor of any deficiencies; coordinate availability of

Government furnished property, and provide site entry of Contractor personnel. A letter of designation issued to the COR, a copy of which is sent to the Contractor, states the responsibilities and limitations of the COR, especially with regard to changes in cost or price, estimates or changes in delivery dates. The

Contractor is cautioned that the KO is the only person who can bind the Government. The COR has no authority to make any changes to the terms and/or conditions of the task order. Changes will only be made through a modification process executed by the KO.

Sample PWS USASATMO Aviation IERW FTS Mexico (Notional) Page 6 of 21

1.6.10 Key Personnel: The following personnel are considered key personnel by the Government:

1.6.10.1 Program Manager. (SME 3) The Contractor shall provide a Program Manager who shall be responsible for the performance of the work. The name of this person and an alternate who shall act for the

Contractor when the Program Manager is absent shall be designated in writing to the KO at the Post Award debrief. The Program Manager or alternate shall have full authority to act for the Contractor on all contract matters relating to daily operation of this contract. The Program Manager or alternate shall be available between 0800 and 1700 Monday thru Friday except Federal holidays or when the Government facility is closed for administrative reasons. The Program Manager shall meet or exceed the following minimum qualifications:

Bachelor’s Degree

15 years of management experience

Knowledge of USASATMO missions and similar mission requirements

1.6.10.2 Team Chief. The Contractor shall designate one member of the TAFT to serve as the

USASATMO TAFT Team Chief. The Team Chief will be responsible for coordinating TAFT activities with Host Nation, Office of Defense Cooperation (ODC) personnel, and the SAT Manager. Additionally, the Team Chief is responsible to account for team property and report team status. Labor category - the

Instructor designated as the Team Chief shall be authorized the Team Chief/Site Lead 2 addition.

1.6.10.3 Instructors. The Contractor shall provide a sufficient number of qualified employees who possess and maintain appropriate Bell 407 Instructor qualification and currency as specified by Army Regulation

95-20 prior to deployment. Contractor Instructor Pilots must have formal training with experience teaching basic rotary wing maneuvers during day, night and with night vision devices, and basic and advanced instrument flight training. Contractor Instructor Pilots must meet and maintain medical requirements for flight. Contractor Classroom Instructors must have a thorough knowledge of the appropriate aviation-related and aircraft specific systems-related subject areas and the ability to impart effective instruction using computer-based presentation equipment in a Microsoft Windows-based (or similar) operating environment. Employees shall have experience and proficiency with regard to military rotary wing aircraft qualification training. All instruction will be conducted in the English Language to students who speak

English as a second language. All Contractor employees shall possess exceptional communication skills.

1.6.10.3.1 All Contractor Flight Instructors must have no less than 1,500 rotary wing flight hours, 500 pilot-in-command hours, and 100 instructor pilot hours.

1.6.10.3.2 All Contractor Flight Instructors must been previously qualified as a U.S. Army Instructor Pilot or possess a current FAA Helicopter Certified Flight Instructor (CFI) Rating or Civil Aviation Authority

(CAA) equivalent.

1.6.10.3.3 At least 50% of all Contractor Flight Instructors must have been previously qualified as a U.S.

Army Instrument Flight Examiner or possess a current FAA/CAA Certified Flight Instructor Instrument

(CFII) Rating.

1.6.11 Suggested Team Composition: TAFT composition is determined by Contractor analysis of the

TAFT mission requirements stated in this PWS. Suggested Labor categories - at two (2) Instructors shall be Senior SME 2, Flight Duty 3. Other flight Instructors: Technician 2, Flight Duty 2. Classroom-only

Instructors shall be Technician 2 or higher. Also, one Flight Records Manager (Assistant 2) and one

Administrative Assistant (Local National 2).

1.6.12. Contractor Personnel:

1.6.12.1. Identification of Contractor Personnel: All contract personnel attending meetings, answering

Government telephones, and working in other situations where their Contractor status is not obvious to

Sample PWS USASATMO Aviation IERW FTS Mexico (Notional) Page 7 of 21 third parties are required to identify themselves as such to avoid creating an impression in the minds of members of the public that they are Government officials.

They must also ensure that all documents or reports produced by Contractor are suitably marked as

Contractor products or that Contractor participation is appropriately disclosed. Contractor may be required to obtain a Military Common Access Card in order to access Government facilities and computer systems.

All Contractor employees must be registered in the Synchronized Pre-deployment & Operational Tracker

(SPOT) system. Contractor personnel send e-mail messages as a part of contract performance (or otherwise relating to contract matters), each sender shall include his/her name (both first and last names), E-mail address and the name of the individual's employer.

1.6.12.1.1 All (non-Local National (LN)) Contractor personnel performing work under this contract shall obtain a Department of Defense (DoD) Common Access Card (CAC). The CAC shall be carried at all times, when performing work under this contract, to include attending Government meetings and conferences.

1.6.12.1.2 The Contractor shall develop, maintain, and provide to the COR an updated roster which shall include names and positions of all Contractor personnel as well as indicating which employees were issued

CAC or other forms of Government identification cards. The Contractor shall submit initial roster to the

COR within ten (10) calendar days after commencement of base period of performance.

1.6.12.1.3. The Contractor shall immediately report any lost CAC or Government issued identification cards to the COR and Military and/or DoD police agencies. The Contractor shall immediately collect the

CAC and other Government issued forms of identification upon termination of employee, or at the end of the contract performance period. The CAC and other Government issued forms of identification shall be returned to the COR within one (1) week of employee termination, or at the end of contract performance period.

1.6.13. Contractor Personnel Appearance and Performance: It is essential that all Contractor personnel meet the highest standards of professionalism and personal integrity. The Contractor shall ensure their personnel do not perform work under the influence of alcohol, illegal prescribed drugs or any other incapacitating agents. Contractor personnel shall be neatly groomed and dressed in appropriate attire to present a professional appearance at all times. Appropriate attire will vary with the duty being performed and may range from a coat and tie for meeting with Embassy personnel/Host Nation leaders to a polo shirt and khakis for classroom instruction to utilities/maintenance overalls for flight line or field duties.

1.6.14 Contractor Travel: Contractor will be required to travel OCONUS for the performance of this contract. The Contractor may be required to travel while in the host country to attend meetings and training locations within the host nation. Contractor will be authorized travel expenses consistent with the provisions of FAR 31.205-46 Travel Costs. All travel requires Government approval/authorization and notification to the COR. The Contractor employees must be able to obtain a valid U.S. Passport. The

Contractor is responsible to obtain visas and work permits for their employees.

1.6.15. Other Direct Costs (ODC): The Government will be responsible on a cost reimbursable basis for the

Contractor’s actual expenses to purchase items outlined as the responsibility of the Government, should the

Government fail to provide them. The Contractor may also claim costs for training devices, presentation devices, and materials required to conduct the mission. The Contractor shall coordinate with the COR to obtain advance, written approval from the TOCO to purchase these items. The Contractor’s request to purchase these items shall be in writing and contain the item’s nomenclature, quantity, estimated cost, and justification. Costs associated with these purchases shall be comparable to local market estimates for these items. All approved purchases shall be reimbursed at actual cost.

1.6.16. Organizational Conflict of Interest:

1.6.16.1. Purpose. To aid in ensuring that:

Sample PWS USASATMO Aviation IERW FTS Mexico (Notional) Page 8 of 21

1.6.16.1.1. The Contractor does not obtain an unfair competitive advantage by establishing the ground rules for a future competition;

1.6.16.1.2. The Contractor's objectivity and judgment are not biased because of its present or future interests (financial, contractual, organizational, or otherwise) which relate to work performed under this contract; and

1.6.16.1.3. The Contractor does not obtain an unfair competitive advantage by virtue of its access to non-public or proprietary information belonging to others.

1.6.16.2. Definitions.

1.6.16.2.1. The term “Contractor” herein used in section 1.6.16., Organizational Conflict of Interest, means:

(a) the organization (hereinafter referred to as "it" or "its") entering into this agreement with the

Government; (b) all business organizations with which it may merge, join or affiliate now or in the future and in any manner whatsoever, or which hold or may obtain, by purchase or otherwise, direct or indirect control of it; (c) it’s parent organization, if any and any of its present or future subsidiaries, associates, affiliates, or holding companies, and; (d) any organization or enterprise over which it has direct or indirect control now or in the future.

1.6.16.2.2. The term "proprietary information" for purposes of section 1.6.16., Organizational Conflict of

Interest, means any information considered so valuable by its owners that it is held secret by them and their licensees. Information furnished voluntarily by the owner without limitations on its use, or which is available without restrictions from other sources, is not considered proprietary.

1.6.16.3. Organizational Conflicts of Interest Examples. The following examples illustrate situations in which organizational conflicts of interest may arise. These examples are not all inclusive.

1.6.16.3.1. Biased Ground Rules. This type of conflict may arise in situations where a company sets the ground rules for a future competition. For example, when a Contractor develops requirements then competes to provide products or services to satisfy those requirements, thus obtaining a competitive advantage.

1.6.16.3.2. Impaired Objectivity. This type of conflict may exist where a Contractor’s obligations under a contract require objectivity, but another role of the Contractor casts doubt on its ability to be truly objective. An example of this type of conflict is where a Contractor’s work under one contract entails evaluating itself, its affiliates, or its competitors under a separate contract.

1.6.16.3.3. Unequal Access to Information. This type of conflict may arise when a Contractor has access to nonpublic or proprietary information as part of its performance under a contract that gives it an unfair advantage in a competition for a later contract.

1.6.16.4. General Constraints. The provisions of FAR Subpart 9.5, Organizational and Consultant

Conflicts of Interest, concerning organizational conflicts of interest govern this contract. Potential conflicts may exist in accordance with FAR 9.505-1, Providing Systems Engineering and Technical Direction, through 9.505-4, Obtaining Access to Proprietary Information. In this regard, the Contractor is responsible for identifying any actual or potential organizational conflicts of interest to the KO that arise as the result of performance under this contract. To avoid or mitigate a potential conflict related to performance under this contract, the KO will impose appropriate constraints such as the constraints discussed below. Since it is impossible to foresee all of the circumstances that might give rise to organizational conflicts of interest, the constraints discussed below are not all inclusive and the KO may impose constraints other than, or in addition to, the constraints listed below.

1.6.16.4.1. The Contractor agrees that if it provides, under a TO, systems engineering and technical guidance for systems and programs, but does not have overall contractual responsibility, it will not be allowed to be awarded a contract or task or delivery order to supply the system or any of its major

Sample PWS USASATMO Aviation IERW FTS Mexico (Notional) Page 9 of 21 components or be a subcontractor or consultant to a supplier of the system or any of its major components

(FAR 9.505-1).

1.6.16.4.2. The Contractor agrees that if it prepares complete specifications for non-developmental items or assists in the preparation of work statements for a system or services under a contract or task order or delivery order, it will not be allowed to furnish these items, either as a prime Contractor, a subcontractor or as a consultant (FAR 9.505-2).

1.6.16.4.3. The Contractor agrees that it will neither evaluate nor advise the Government with regard to its own products or activities. The Contractor will objectively evaluate or advise the Government concerning products or activities of any prospective competitors (FAR 9.505-3).

1.6.16.4.4. The Contractor agrees that if it gains access to proprietary information of other companies, it will exercise diligent effort to protect such proprietary information from unauthorized use or disclosure

(FAR 9.505-4). In addition, the Contractor agrees to protect the proprietary information of other organizations disclosed to the Contractor during performance of this contract with the same caution that a reasonably prudent Contractor would use to safeguard highly valuable property. The Contractor also agrees that if it gains access to the proprietary information of other companies it will enter into written agreements with the other companies to protect their information from unauthorized use or disclosure for as long as it remains proprietary and to refrain from using the information for any purpose other than that for which it was furnished. The Contractor shall provide copies of such agreements to the KO.

1.6.16.4.5. If the Contractor, in the performance of this contract, obtains access to plans, policies, reports, studies, financial plans, data or other information of any nature which has not been released or otherwise made available to the public, the Contractor agrees that without prior written approval of the KO, it shall not: (a) use such information for any private purpose unless the information has been released or otherwise made available to the public, or (b) release such information unless release is otherwise authorized under the contract or such information has previously been released or otherwise made available to the public by the Government.

1.6.16.5. Non-Disclosure Agreements. The Contractor shall obtain from each employee who has access to proprietary information under this contract, a written agreement which shall in substance provide that such employee shall not, during his/her employment by the Contractor or thereafter, disclose to others or use for their benefit, proprietary information received in connection with the work under this contract. The

Contractor will educate its employees regarding the restrictions imposed by FAR 9.505-4, so that they will not use or disclose proprietary information or data generated or acquired in the performance of this contract, except as provided herein.

1.6.16.6. Training. The Contractor shall effectively educate its employees, through formal training, company policy, information directives and procedures, in an awareness of the legal provisions of FAR

Subpart 9.5 and its underlying policy and principles, so that each employee will know and understand the provisions of that Subpart and the absolute necessity of safeguarding information from anyone other than the Contractor's employees who have a need to know, and the U.S. Government.

1.6.16.7. Subcontracts. The Contractor agrees that it will include the provisions in paragraphs 1.6.16.4., 1.6.16.5., and 1.6.16.6. above and this paragraph in consulting agreements, teaming agreements, and subcontracts of all tiers, which involve access to information or the performance of services described in paragraph 1.6.16.4. above. The use of section 1.6.16., in such agreements, shall be read by substituting the word "consultant" or "subcontractor" for the word "Contractor" whenever the latter appears.

1.6.16.8. Additional Constraints. If this contract provides for the issuance of task or delivery orders, such orders may impose additional requirements and/or restrictions relating to 1.6.16., to include the requirement for the Contractor and its subcontractors and employees to furnish the Government with written non-disclosure agreements or statements of no conflict of interest. With regard to any proposal submitted by the Contractor, in response to a Request for Task Order Proposal, by submitting its proposal the Contractor represents that it has disclosed to the KO, prior to the issuance of the task or delivery order, all facts

Sample PWS USASATMO Aviation IERW FTS Mexico (Notional) Page 10 of 21 relevant to the existence or potential existence of organizational conflict of interest as that term is used in

FAR Subpart 9.5.

1.6.16.9. Conflicts Involving Future Procurements. The award of this TO, Government taskings or acquiescence in the Contractor’s performance of services hereunder shall not constitute or be interpreted as a determination that the Contractor is eligible to participate in future procurements, developmental efforts, implementation efforts, or related activities. Only the KOs for such efforts, applying the rules, principles, and procedures of FAR Subpart 9.5, have the authority to determine whether a conflict exists, in connection with such procurements.

1.6.16.10. Representations and Disclosures.

1.6.16.10.1. The Contractor represents that it has disclosed to the KO, prior to award of this TO, all facts relevant to the existence or potential existence of organizational conflict of interest as that term is used in

FAR Subpart 9.5.

1.6.16.10.2. The Contractor represents that if it discovers an organizational conflict of interest or potential conflict of interest after award of this contract, a prompt and full disclosure shall be made in writing to the

KO. This disclosure shall include a description of the action the Contractor has taken or proposes to take in order to avoid or mitigate such conflict.

1.6.16.11. Remedies and Waiver.

1.6.16.11.1. For breach of any of the above restrictions or for non-disclosure or misrepresentation of any relevant facts required to be disclosed concerning this contract, the Government may terminate this contract for default, disqualify the contractor for subsequent related contractual efforts, and pursue such other remedies as may be permitted by law or this contract. If, however, in compliance with section 1.6.16., the

Contractor discovers and promptly reports an organizational conflict of interest (or the potential thereof) subsequent to contract award, the KO may terminate this TO for convenience, if such termination is deemed to be in the best interest of the Government.

1.6.16.11.2. The parties recognize that this clause has potential effects, which will survive the performance of this contract, and that it is impossible to foresee each circumstance to which it might be applied in the future. Accordingly, the Contractor may at any time seek a waiver from the cognizant KO by submitting a full written description of the requested waiver and the reasons in support thereof (FAR 9.503).

1.6.17. Phase-In/Phase-Out Periods: The contractor will be provided five (5) weeks to complete CONUS hiring and pre-deployment actions and one week for OCONUS pre-mission set up prior to conducting training in Mexico.

1.6.17.1. Phase-In: To minimize any decreases in productivity and to prevent possible negative impact on additional services, the Contractor shall have all key personnel on board, during the phase-in period. During the phase-in period, the Contractor shall become familiar with performance requirements, in order to commence full performance of services on the start of the base period of performance.

1.6.17.2. Phase-Out: N/A.

1.6.18. SAT Orientation Training: Unless stated differently in the applicable TO, Contractor personnel will report to USASATMO Headquarters Building, for the SATTOC. SATTOC is a five-day training and orientation course designed to prepare a SAT and its members for the upcoming mission. USASATMO may waive some or all of this training.

1.6.19. Data Rights: The Government and Contractor rights and obligations regarding the use, disclosure, or reproduction of data to be produced, furnished, acquired or used in meeting contract performance

Sample PWS USASATMO Aviation IERW FTS Mexico (Notional) Page 11 of 21 requirements are delineated in FAR Clause 52.227-14, Rights in Data – General. All materials supplied to the Government shall be the sole property of the Government and may not be used for any other purpose.

This right does not abrogate any other Government rights.

1.7 Medical/Dental Requirements.

1.7.1 All individual Contractor personnel medical and dental care shall be the responsibility of the

Contractor.

1.7.2 In the event that Contractor personnel are evacuated as a result of hostile action, the U.S. Government will provide transportation to the nearest U.S. military installation that can perform treatment. The

Contractor shall reimburse the U.S. government for the cost of the treatment only.

1.7.3 If contract personnel are pronounced medically unfit to return to duty, the vendor shall replace them within 30 calendar days after notification, with the same or similar qualifications and skills.

1.7.4 Contractor shall ensure, and provide verification upon request of USASATMO, that all personnel are currently medically fit for the contracted mission. At a minimum these records shall include:

1.7.4.1 A statement from a physician that the SAT member is in good physical condition and able to work within the environmental conditions cited in the individual TO.

1.7.4.2 Documentation that the contractor member has no chronic lung problems, high blood pressure or known alcohol/drug problems.

1.7.4.3 An immunization record showing current immunizations as specified in the individual TO.

1.7.4.4 A negative HIV test result performed within the last six (6) months of the deployment.

1.8. Non-Disclosure.

1.8.1. Contractor employees assigned to this project will be required, prior to working, to sign a non-disclosure statement for the Government agreeing not to share any information or data with other contractor personnel not assigned to the project or, if assigned to the project, who has not signed a non-disclosure statement. The signed non-disclosure statements shall be furnished to the KO prior to contract performance.

1.9. Synchronized Pre-deployment and Operational Tracker (SPOT).

1.9.1 SPOT has been designated as the Joint Enterprise contractor management and accountability system to provide a central source of contingency contractor information and a summary of contract services IAW

DoDI 3020.41. Government representatives are required to maintain by-name contractor accountability within SPOT. Contractor company administrators are required to register for a SPOT account at https://spot.altess.army.mil and, after access is granted, enter all required information in the format provided at the SPOT website for each deploying contractor. All contractor data must be entered into the

SPOT database for all contractors traveling to any AMC CONUS or OCONUS location. They are further required to coordinate in person with the respective AMC Forward Commanders, Logistic Support

Elements, or Logistic Assistance Offices. http://www.dod.mil/bta/products/spot.html

1.9.2. Contractor personnel must have a SPOT-generated letter of authorization (LOA) signed by the KO in order to process through a deployment center or to travel to, from, or within the designated operational area. The letter of authorization also will identify any additional authorizations, privileges, or Government support that contractor personnel are entitled to under this contract.

1.10 Other Requirements/Administrative Information

https://spot.altess.army.mil/ http://www.dod.mil/bta/products/spot.html

Sample PWS USASATMO Aviation IERW FTS Mexico (Notional) Page 12 of 21

1.10.1 Security Cooperation/Security Assistance Teams operate under the operational oversight of the

Security Cooperation Officer (SCO) in country; each TO will specify a Government Technical

Representative on the SCO staff to perform this function. This person provides day-to-day information and feedback to the Contractor as to the routine aspects of mission performance. Situations may also require that the team chief coordinate SAT efforts associated with in-country team performance with the

USASATMO COR, SCO Government Technical Representative, Embassy Point of contact (if any), Unified Combatant Command personnel and other Security Assistance Commands (both CONUS and

OCONUS) and foreign country representatives. As such, the Contractor shall:

1.10.2 Brief specified representatives on the effectiveness of the SAT before departure from the country, or training site, as well as prepares a written After Action Report (AAR).

1.10.3 Maintain accountability for property and its authorized use under the procedures established by the service school, the SCO or USASATMO as identified in the individual TO.

1.10.4 Submit monthly updates on mission progress, expenditures, and hours worked and other management data. Security situations within the host-nation may require more frequent reporting and accountability, i.e. daily or weekly.

1.10.5 Quality Control and Curriculum Maintenance. The Contractor shall be responsible for establishing, maintaining, and monitoring the quality control of the services provided. Contractor employees shall conduct training in accordance with the quality control plan using the learning materials provided and the instructional methodologies listed in the course control documents.

1.10.6 The Contractor shall take no firearms, ammunition, alcohol, drugs (other than those prescribed by a doctor) or sexually explicit material into any foreign country.

1.10.7 Contract personnel shall respect host-nation religious practices and adhere to the cultural and behavioral expectations appropriate for gender subject to the provisions in DFAR 252.225-7028 and FAR

52.222-26.

1.10.8 Defense Base Act (DBA). The Defense Base Act applies to this TO. The Contractor is responsible for obtaining and maintaining DBA coverage for deployed team members.

1.10.8.1 Proof of Insurance. Within 15 calendar days after award of this TO the Contractor shall furnish the KO a certificate of insurance as evidence of the existence of insurance coverage in amounts not less than that required by the Defense Base Act. See FAR 52.228-5, “INSURANCE – WORK ON A

GOVERNMENT INSTALLATION” for Contractor notification requirements necessary to cancel such coverage.

1.10.9 Export Licenses. The Contractor is responsible to obtain any Export Licenses to support the TO mission for the export of defense articles, as required by the U.S. Department of State’s Directorate of

Defense Trade Controls (DDTC) policies, regulations, and procedures.

1.10.10 CONUS Bell 407 Qualification Training. The Government will fund Contractor Pilot attendance at the Bell Helicopter Training Academy (BHTA) prior to pilot deployment, if required. Funded courses at

Bell are limited to the Bell 407 Ground and Flight qualification course or the Bell 407 Refresher flight course; one course per pilot. Contractor pilots are required to meet BHTA course prerequisites. The training can be scheduled and conducted any time after TO award.

Sample PWS USASATMO Aviation IERW FTS Mexico (Notional) Page 13 of 21

Part 2

Definitions & Acronyms

2. DEFINITIONS AND ACRONYMS:

2.1. DEFINITIONS:

2.1.1. CONTRACTOR. A supplier or vendor awarded a TO to provide specific supplies or service to the

Government. The term used in this TO refers to the prime.

2.1.2. CONTRACTING OFFICER. A person with authority to enter into, administer, and or terminate contracts, and make related determinations and findings on behalf of the Government. Note: The only individual who can legally bind the Government.

2.1.3. CONTRACTING OFFICER'S REPRESENTATIVE (COR). An employee of the U.S. Government appointed by the contracting officer to administer the TO. Such appointment shall be in writing and shall state the scope of authority and limitations. This individual has authority to provide technical direction to the Contractor as long as that direction is within the scope of the TO, does not constitute a change, and has no funding implications. This individual does NOT have authority to change the terms and conditions of the TO.

2.1.4. DEFECTIVE SERVICE. A service output that does not meet the standard of performance associated with the Performance Work Statement.

2.1.5. DELIVERABLE. Anything that can be physically delivered, but may include non-manufactured things such as meeting minutes or reports.

2.1.6. KEY PERSONNEL. Contractor personnel that are evaluated in a source selection process and that may be required to be used in the performance of a TO by the Key Personnel listed in the PWS. When key personnel are used as an evaluation factor in best value procurement, an offer can be rejected if it does not have a firm commitment from the persons that are listed in the proposal. No change necessary.

2.1.7. PHYSICAL SECURITY. Actions that prevent the loss or damage of Government property.

2.1.8. QUALITY ASSURANCE. The Government procedures to verify that services being performed by the Contractor are performed according to acceptable standards.

2.1.9. QUALITY ASSURANCE SURVEILLANCE PLAN (QASP). An organized written document specifying the surveillance methodology to be used for surveillance of Contractor performance.

2.1.10. QUALITY CONTROL. All necessary measures taken by the Contractor to assure that the quality of an end product or service shall meet TO requirements.

2.1.11. SUBCONTRACTOR. One that enters into a TO with a prime Contractor. The Government does not have privity of contract with the subcontractor.

2.1.12. WORK DAY. The number of hours per day the Contractor provides services in accordance with the TO.

2.1.13. WORK WEEK. Monday through Friday, unless specified otherwise in the TO.

2.2 ACRONYMS:

AAR After Action Report

ACOR Alternate Contracting Officer's Representative

AFARS Army Federal Acquisition Regulation Supplement

Sample PWS USASATMO Aviation IERW FTS Mexico (Notional) Page 14 of 21

AR Army Regulation

AMC Army Material Command

CAA Civil Aviation Authority

CCE Contracting Center of Excellence

CFR Code of Federal Regulations

CONUS Continental United States (excludes Alaska and Hawaii)

COR Contracting Officer Representative

COTR Contracting Officer's Technical Representative

COTS Commercial-Off-the-Shelf

CVS Contractor Verification System

DA Department of the Army

DASA DE&C Deputy Assistant Secretary of Army for Defense Exports & Cooperation

DD250 Department of Defense Form 250 (Receiving Report)

DD254 Department of Defense Contract Security Requirement List

DDS Defense Security Services

DDTC Directorate of Defense Trade Controls

DFARS…