RATING PAGE OF PAGES

C.9 I o~ 43

6. REQUISfTIONIPURCHASE NO.

4200317708

5. DATE ISSUED

7/14/2010

3. SOLICITATION NO.

NNAI0317708R

SOLICITATION, OFFER AND AWARD 1. THISCONJRACTISARATEDORDER

UNDER DPAS (15 CFG 700) ,

4. TYPE OF SOLICITATION

o SEALED BID (IFB)

t8'J NEGOTIATED RFP

CODE JAZ 8. ADDRESS OFFER TO (If other then Item 7)

See block 7

Attn: Marianne Shelley, Building 241, room 210

Email: Marianne.Shelley@nasa.gov

2. CONTRAC NO.

~AllAA19C

"r1SSUED6Y

NASA Ames Research Center

Acquisition Division, MiS 241-1

P.O. Box 1

Moffett Field, CA 94035-0001

BLOCK

25

CODE CFS:203-18

05 Nov 10

17. SIGNATURE 18. OFFER DATE

16. NAME AND TITLE OF PERSON AUTHORIZED TO SIGN OFFER (Type or

print)

William G. Bastedo - ST.Vice PresIdent

'!,"

"ACILITY

o

EXT

CODE H03B

Booz Allen Hamilton Inc.

8283 Greensboro Drive

McLean, VA 22102

Manuel Herrada, Contracting Officer

010 U.S.C. 2304(0) ( 5) 041 U.S.C: 253(C)(

24. ADMINISTERED BY (/father then Item 7) CODE JAZ.

NASA Ames Research Center

Attn: Elizabeth M. Sanchez, Ph: 650-604-5053

Moffett Field, CA 94035-0001

26. NAME OF CONTRACTING OFFICER (Type or print)

23. SUBMIT INVOICES TO ADDRESS SHOWN IN

(4 copies. unless otherwise spec/f{ed)

25. PAYMENT WILL BE MADE BY

NSSC - FMD Accounts Payable

Bldg. 1111, C. Road

Stennis S ace Center, MS 39529

-#;7;;;;::;( ;;-;;; WIO

, ' • , . . Si nature of Contractln Officer

IMPORTANT - Award will be made on this Fonn. or on Standard Fonn 26. or by other authorized officlal wrillen nollce.

158. TELEPHONE NO.

AREA CODe NUMBER

281 280-6161

15A. NAME

AND

ADDRESS

OF,

OFFEROR

, SEC, DESCRIPTION I PAGE .. SEC, DESCRIPTION I PAGE(S)

PART I - THE SCHEDULE I PART II • CONTRACT CLAUSES

A SOLICITATIONICONTRACT FORM ACT CLAUSES

B SUPPLIES OR SERVICES AND PRICE/COS SEE FOllOWING PAGE ST OF DOCUMENTS. EXHIBITS AND OTHER ATTACH.

C DESCRIPTION/SPECS.JVVORK STATEMen F ATTACHMENTS

D PACKAGING AND MARKING IV - REPRESENTATJONSAND INSTRUCTIONS

E INSPECTION AND ACCEPTANCE K REPRESENTATIONS, CERTIFICATIONS

F DELIVERIES OR PERFORMANCE AND OTHER STATEMENTS OF OFFERORS

G CONTRACT ADMINISTRATION DATA l INSTRS .• CONDS ••AND NOTICES TO OFFERORS

H SPECIAL CONTRACT REQUIREMENTS M EVALUATION FACTORS FOR AWARD

NOTE: In sealed bid sollcllallons "offer" and "Offeror" m~an "bid" and "bidder"

SOLICITATION

9. Sealed offers as Instructed In Request for Final Proposal Revisions 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 depository located in Bldg. 241. Rm 210 until time specified by

Contracting Officer. ' ,

CAUTION - LATE Subml$slons, Modifications, and Withdrawals: See Section L, Pr6vlsion No. 52.214.7 or 52.215-1. All offers are

sub ect to all terms and conditio'ns contained In this solicitation. ' ' ,

10. FOR A. NAME B. TELEPHONE NO. (NO COLLeCT CALLS) C. EMAIL ADDRESS

~:~~MATION Marianne Sheliey '(650) 604-4] 79 Marianne.Shelley@nasa.gov

11. TABLE OF CONTENTS

\ OFFER (Must be fully completed by Offeror)

NOTE: Ilem 12 does not a I If the sollcilation includes the rovlslons at 52.214-16. Minimum Bid Acce tance Period. -

2. In compliance with the above, the undersigned agrees, If this offer is accepled within _180_ calendar days (180 calendar days unless e dlffefl3nl period Is Inserted

by the Offeror) from the date for recalpl of offeli specified above~ ,to fum Ish any or all items upon which prices are offered at lhe price sel opposite each lIem,

delivered althe desl nated olnl s , within the time s eelnedln Ihe schedule. '

; 13. DISCOUNT FOR PROMPT PAYMENT 10 CALENDAR DAYS '20.CALENDAR DAYS 30 CALENDAR DAYS CALENDAR DAYS

ISH Sodion I. C/ou•• No. 52.232-9) 0% 0% 0% 0%

14. ACKNOWLEDGMENT OF AMENDMENTS AMENDMENT NO, DATE AMENDMENT NO. DATE

(TIrO OlTv",ruclcnowledg.'lf1CIIlplalamondmont,'a''''' 001 10 AU 10

SOUCITATIONltlrOtr,,,,'''nd,,,IollKldo,,,- 002 120cl10

numbered entl r1lJted:

Previous edition Is unusable STANDARD FORM 33 (Rev. 9.97)

Prescribed by GSA. FAR (48 CFR) 53.214(c)
NNAllAA19C

TABLE OF CONTENTS

SECTION A

PART I - TH E SCH EDULE •••••••••. :.......•...................•••••...••.••.••..•.••••••••..••....•..••............... ;...••....... ..........••••••..••••••••. 1

SECTION B - SUPPLIES OR SERVICES AND PRICE/COSTS ••••...........................................• :••••....•....••••.••...••.....•.•...1

B.l SUPPLIES/SERVICES TO BE PROVIDED 1

B.2 ESTIMATED COST AND FIXED FEE (NFS 1852.216-74) (DECEMBER 1991) 2

B.3 CONTRACT FUNDING (NFS 1852.232-81) (JUNE 1990) 2

B.4 ESTIMATED COST INCREASES 3

. SECTION C - DESCRIPTION/SPECIFICATIONIWORK STATEMENT •••••••••••••••••••••••••••.•.••••••••••••••••.••.••.•..••..•••...•• )

C.l STATEMENT OF WORK (ARC 52.211-93) (FEB 1997) 1

SECTION D - PACKAGING AND MARKING ••••••;.;;:•••;••..•••••••••.••••••••••.••••..••••••••..••••••••••••••••••••••...••..•..•••......•••••••••••••••••• l'

D.l . LISTING OF CLA USES INCORPORATED BY REFERENCE (FAR 52.252-2) (FEB 1998) .. 1

SECTION E - INSPECTION AND ACCEPTANCE •..•••..••••....•••••••••.• ;..•••.•.....•.......••••..••••...•••••••••••••.....••••••..•••••••........•••• 1

E.l LISTING OF CLA USES INCORPORATED BY REFERENCE (FAR 52.252-2) (FEB 1998). 1

SECTION F - DELIVERIES OR PERFORMANCE ••.....•.....•••••••••.••....•.••••....•••••••••.•.••••••••..•..•••..••••..••••••.....•••••.......•••....• 1

F.l LISTING OF CLAUSES INCORPORATED BY REFERENCE (FAR 52.252-2) (FEB 1998).1

F2 PERIOD OF PERFORMA.NCE ~.: 1

FJDELIVERY SCHEDULE ;; 1

F.4 DELIVERY OF REPORTS ; 2

F.5 PLACE OF PERFORMANCE : 2

F.6 NOTICE OF DELAY (ARC 52.249-90) (FEB 1997) ;2

SECTION G - CONTRACT ADMINISTRA TION DATA ..•••••••••••••••••..•••••••••••••..••••..•••••••••••••••••••••....••••••••..•••••••••.......... 1

G.l LISTING OF CLAUSES INCORPORATED BY REFERENCE (FAR 52.252-2) (FEB 1998) .. 1

G.2 PAYMENT OF FIXED FEE (NFS 1852.216-75) (DEC 1988) 1

G.3 •SUBMISSION OF VOUCHERS FOR PAYMENT(NFS 1852.216-87) (MAR 1998) 2

G.4 DESIGNATION OF NEW TECHNOLOGY REPRE'SENTATIVE AND PATENT.

REPRESENTATIVE (NFS 1852.227-72) (JUL 1997) ; 3

G.5 TECHNICAL DIRECTION (NFS 1852.242-70) (SEP 1993) 4

G.6 CONTRACTOR REQUESTS FOR GOVERNMENT-PROVIDED PROPERTY (NFS 1852.245-

70) (DEVIATION) (SEP 2007) :: ,' 5

G.7 FINANCIAL REPORTING OF NASA PROPERTY IN THE CUSTODY OF CONTRACTORS

(NFS 1852.245-73) (SEP 2007) : 6

G.8 IDENTIFICATION,AND MAR;rs:INGOF GOMERNMENT EQUIPMENT (DE¥IATION) (NFS

1852.245-74) (SEP 2007) ~ : 7

G.9 PROPERTY MANAGEMENT CHANGES (DEVIATION) (NFS 1852.245-75) (SEP 2007) 8

G.I0 PHYSICAL INVENTORY OF CAPITAL PERSONAL PROPERTY (DEVIATION) (NFS

1852.245-78) (SEP 2007) ; :..•...' , 8

SECTION H - SPECIAL CONTRACT REQUIREMENTS ....••~•••••...•••••...•..•••••....•...••••..••••..••••••..••.......•••••••..•••....••.•.....• 1

H.l. LISTING OF eI.;AUSES INCORPORATED BY REFERENCE (FAR 52.252-2) (FEB 1998) .. 1

H.2 ORGANIZATIONAL CONFLICTS OF INTEREST, AND LIMITATION OF FUTURE

CONTRACTING 1

H.3 KEY PERSONNEL AND FACILITIES (NFS 1852.235-71) (MAR 1989) 4

ii
"

NNAIIAA19C SECTION A

H.4 ADDITIONAL REPORTS OF WORK - RESEARCH AND DEVELOPMENT (NFS 1852.235-

74) (FEB 2003) ; , 4

H.5 MANAGEMENT AND PROTECTION OF DATA (ARC 52.227-93) (JUL 1988) 5

H.6 HANDLING OF DATA (ARC 52227:-9.6)(JUN 1989) ; 5

H.7 SUBCONTRACTING AND DATARIGHTS (ARC 52.227.:.97)(OCT 2006) ALTERNATE I

(OCT 2006) : : ~' ; ; 6

H.8 INFORMATION INCIDENTAL TO CONTRACT ADMINISTRATION (ARC 52.227-98) (OCT

2004) ;...............................................................................................................• 7

H.9 MANAGEMENT, HANDLING; AND PROTECTION OF DATA : 7

H.I0 PERFORMANCE ASSESSMENT .; , 7

H.'11 INCORPORATION OF THE CONTRACTOR'S PROPOSAL. 8

H.12 SMALL DISADVANTAGED BUSfNESS PARTICIPATION - CONTRACT TARGETS

(OFFEROR FILL IN) ; 9

H.13 NON-PERSONAL SERVICES : :.; , , 10

PART II - CONTRACT CLAUSES .........................................................•...............................•........................................... 1

SECTI ON I - CONTRACT CLA USES :..;....................•..........•..............•......................................................... 1

1.1. LISTING OF CLAUSES INCORPORATED BY REFERENCE (FAR 52.252-2) (FEB 1998) .. 1

1.2. PERSONAL IDENTITY VERIFICATION OF CONTRACTOR PERSONNEL (FAR52.204-9)

(SEP 2007) : : , ; 5

1.3 NOTIFICATION OF OWNERSHIP CHANGES (FAR 52.215-19) (OCT 1997) 8

1.4 FAR 52.227-23 RIGHTS TO PROPOSAL DATA(TECHNICAL) (JUN 1987) 8

1.5 ' AUTHORIZED DEVIATIONS IN CLAUSES (FAR 52.252-6) (APR 1984) 9

1.6 SECURITY REQUIREMENTS FOR UNCLASSIFIpD INFORMATION TECHNOLOGY

RESOURCES (NFS 1852.204-76) (OCT 2009) (DEVIATION) 9

1.7 OMBUDSMAN (l~FS 1852.215-84) (OCT 2003) (ALTERNATE I) (JUN 2000) : 10

1.8 NOTIFICATION OF EMPLOYEE RIGHTS UNDER THE NATIONAL LABOR RELATIONS

, ACT (FAR 52222-99) (DEVIATION) (JUNE 2010) 11

PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER AIT ACHMENTS ...........••......•................................. 1

SECTION J - LIST OF AIT ACHMENTS ......................••..... ;•.............................................................•............................• 1

J..l LIST OF DOCUMENTS, EXHIBITS, AND ATTACHMENTS (ARC 52.211-90) (FEB 1997) 1

(END OF TABLEQF CONTENTS)

[END OF SECTION]

iii
NNAllAA19C

PART I-THE SCHEDULE

SECTION B - SUPPLIES OR SERVICES AND PRICE/COSTS

B.t SUPPLIES/SERVICES TO BE PROVIDED

SECTIONB

(a) This is a Cost Plus Fixed Fee (CPFF) contract. The contractor shall provide all resources

(except as may be expressly stated in this contract as furnished by the Government) necessary to

furnish the items below in accordance with the Description/Specification/Work Statement set

forth in Section C.

01 Aviation Safety Reporting System (ASRS) and Related Systems Phase-In

Period set forth in Section F, paragraph F.2(a) in accordance with the Phase-In

Plan. "

02 Aviation Safety.Reporting System (ASRS) and Related Systems Base Period set

forth in Section F, paragraph F.2(b), including the Contract Data Requirements

List set forth in Attachment J.l.(a (2)

(b) OPTION PERIODS:

If Option Periods are exercised pursuant to Section I Clause 52.217-9, "Option to Extend the

Term of the Contract," the contractor shall provide all resources (except as may be expressly

stated in this contract as furnished by the Government) necessary to furnish the items below in

accordance with the Description/Specifications/Work Statement set forth in Section C.

Aviation Safety Reporting System (ASRS) and Related Systems for Option

03 Period One, as set forth in Section F, paragraph F.2(c), including the Contract

Data Re uirements List set forth in Attachment J.1. a (2

Aviation Safety Reporting Syst~m'(ASRS) and Related Systems for Option

04 Period Two, as set forth in Section F, paragraph F.2(d), including the Contract

Data Re uirements List set forth in Attachment J.1.(a)(2)

f\viation Safety Reporting System (ASRS) and Related Systems for Option

05 Period Three, as set forth in Section F, paragraph F.2(e), including the Contract

Data Re uirements List set forth in Attachment J.1.(a)(2)

. (End of clause)

B-1
NNAllAA19C SECTION B

B.2 ESTIMATED COST AND FIXE])'FEE (NFS 1852.216-74) (DECEMBER 1991)

01 PHASE-IN PERIOD:

The estimated cost of the Phase-In Period i~, exclusive of the fixed fee of.,

Total estimated cost and fixed fee are _

02 BASE PERIOD:

xclusive of the fixed fee of

Total estimated cost and fixed fee ar~ .

03 OPTION PERIOD ONE:

If exercised, t.he estimated cost of this period is__ .e e~xccllusiveof the fixed fee of

Total estimated cost and fixed fee are_

04 OPTION PERIOD TWO:

If exercised, the estimated cost of this periOdjS~.. . excltusive of the fixed fee of

otal estimated cost and fixed fe~ . .

05 OPTION PERIOD THREE: . I'. .

If exercised, the estimated cost of-this period is~usive of the fixed fee of

Total estimated cost and fixed feeare_

The total contract estimated ,cost of the Phase-In and Base Period, and Option Periods, if

ex~rcised, i~exclusive of the fixed fee 0 The total contract

estImated co~

The estimated cost of the Base Period is

(End of clause)

B.3 CONTRACT FUNDING (NFS.1852.232.,81) (JUNE 1990)

'\

'(a) F.orpurposes of payment of cost, exclusive of fee, in accordance with the Limitafon 0h ..../L.

Funds clause, the total amount allotted by the Government to this contract is t7 r 'f

This allotment is for the Phase-In Period and part of the Base Period, and cover owing

estimated period Ofperformance: effective date of phase-in period through January 7. 20 II,

(b) An additional amount of _s ik1.[.ted underthis contractfor paymentof fee.

ii';i~~~~B~i;~il~~:\!ri:\

Cost

Fixed Fee

Total Cost Plus Fixed Fee

(End of clause)

B-2
NNAllAA19C SECTIONB.

B.4 ESTIMATED COST INCREASES

(a) On cost-plus-fixed-fee contracts, a fixed fee slWllbe established for the contrackb.~s~don

estimated costs. In the event the contractor requires additional funds to complete tn~t:tlntract

due to an overrun, no additional fee wH~;-be''Piiid.

(b) The Contractor shall notify the Contrayting Officer.in writing when the Contractor has

reason to believe that the total cost for perfbrmancebf'ihis contract, exclusive of any fee, will be

eroher:greate••iorsubstantially less than the totalestim'ated cost stated in this contract.

. .' .

Notification shall not be delayed pendit.J.g,.prepatatio~of a proposal.

(c) A proposal is required to support a request for an increase ip the estimated cost of the

contract. The proposal should be submitted as sd.onas possibl.e.after the above notification but

9.0)a.tertha~115 calendar days before the incurred cq~ts are ~xp~8.t~dto exceed the estimated

cost.. This will allow adequate time for the Government to evaluate the proposal and to mutually

establish any increase in estimated cost with the ~ontractor.v

.; .j

';." . I;;'

~) (l) The m;.oposalshall be submitted in the followJng f~~mat u~!ess some other format is

directed' or approved by the Contracting Officer: .

"

.~,.

Incurred costs to date

Proj~?ted cost to completion

TotiUcost at completion

Current negotiated estimated cost

Requef,te~.increas~ ~iestimated cost

;;

'.

(2) The '~projected cost to c~mpletion"shail consist of the following "cost or pricing data"

unless the' Contracting Officer requests or approves the submittal of a greater or lesser amount of

information:

;~r.

,

(End of clause)

"';':.

[END OF SECTION]

,

."'i~l.~~;~~f..1.

.,'

B-3
NNAllAA19C

\ .

SECTION C - DESCRIPTION/SPECIFICATIONIWORK STATEMENT

Col STATEMENT OF WORK (ARC 52.211~93)(FEB 1997)

SECTIONC

(a) In accordance with the contract's terms and conditions, the Contractor shall furnish all

personnel, services, equipment, materials, and facilities and do all other things necessary for, or

incidental to performance of the requirements set forth herein.

(b) Work shall be accomplished in accordance with the Statement of Work, entitled "Statement

of Work for the Aviation Safety Reporting System (ASRS)andRelated Systems" which is

incorporated in Section J.I (a) Attachment 1.

(End of clause).

[END OF SECTION]

C-I
. NNAllAA19C SECTION D

SECTION D - PACKAGING AND MARKING

D.1 LISTING OF CLAUSES INCORPORATED BY REFERENCE (FAR 52.252L2)

(FEB 1998) -

This contract incorporates one or more clauses by reference, with the same force and effe.ctas if

they were given in full text. Upon request, the Contracting Officer will make their full text

available. Also, the full text of a:clausemay be accessed electronically at this/these addressees):

. .

Federal Acquisition Regulation (FAR)clauses: http://acquisition.gov/far/index.html'

NASA FAR SUPPLEMENT (NFS) CLAUSES:

http://www.hq.nasa.gov/ofi1ce/procurement/regs/nfstoc.htm

I. FEDERAL ACQUISiTION REGULATION (48CFR CHAPTER 1)

CLAUSE NO. DATE • TITLE

None included by reference

II. NASA FAR SUPPLEMENT (48 CFR CHAPTER18)

CLAUSE NO.

1852.211-70

DATE

SEP 2005

TITLE

PACKAGING, HANDLING, AND TRANSPORTATION

(End of clause)

[END OF'SECTION]

/

D-I
NNAllAA19C

SECTION E - INSPECTION AND ACCEPTANCE

SECTION E

E.l iLISTING OFCLAUSES INCORPORATED BY REF~RENCE (FAR 52.252-2)

(FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if

"theyWere 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):

Federal Acquisition Regulation (FAR) clauses: http://acquisition.gov/far/index.html

NASA FAR SUPPLEMENT (NFS) CLAUSES:

http://www.hq.nasa.gov/office/procliremenUregs/nfstoc.htm

I. FEDERAL ACQUISITION REGULATION (48 CFR CHAPTER 1)

CLAUSE NO. DATE TITLE

52.246-5 APR 1984 INSPECTION OF SERVICES - COST REIMBURSEMENT

52.246-8 MAY-2001 i INSPECTION OF RESEARCH AND DEVELOPMENT

COST-REIMBURSEMENT

II. . NASA FAR SUPPLEMENT (48 CFR CHAPTER 18)

CLAUSE NO. DATE TITLE.

None included by reference

(End of clause)

[END OF SECTIO~] .

E-I
NNAllAA19C

SECTION F - DELIVERIES OR PERFORMANCE

SECTlONF

F.1 LISTING OF CLAUSES INCORPORATED BY REFERENCE (FAR 52.252-2)

(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 addressees):

Federal Acquisition Regulation (FAR) clauses: http://ac9uisition.gov/far/i ndex.h tm I

(End of clause)

NASA FAR SUPPLEMENT (NFS) CLAUSES:

http://www.h9.nasa.gov/office/procul.ement/l.egs/nfstoc.htm

I. FEDERAL ACQUISITION REGULATION (48 CFR CHAPTER 1)

CLAUSE NO. DATE TITLE

52.242-15 AUG 1989 STOP WORK ORDER (ALT I) (APR 1984)

52.247-34 NOV 1991 EO.B. DESTINATION

II. NASA FAR SUPPLEMENT (48 CFR CHAPTER 18)

CLAUSE NO. DATE TITLE

None included by reference

F.2

(a)

(b)

(c)

(d)

(e)

PERIOD OF PERFORMANCE

The Phase-:In period of this contract shall be from December 08,2010 to January Z, 2011.

I

The base period of performance of this contract shall be from January 3, 2011 to

December 7,2012.

Option Period One: If the Governmentexetcises the option to extend thetetm of the

contract, as defined in FAR 52.217-9, the period of performance shall be from December

8,2012 to December 7,2013.

Option Period Two: If the Government exercises the option to extend the term of the

contract, as defined in FAR 52.217-9, the period of performance shall be from December

8,2013 to December 7,2014.

Option Period Three: I[the Government exercises the option to extend the term of the

contract, as defined in FAR 52.217-9, the period of performance shall be from December

8,2014 to December 7, 2015.

(End of clause)

F-l
NNAllAA19C

F3 DELIVERY SCHEDULE

SECTION F

(a) The Contractor shall deliver the supplies and services as required by this contract.

. .j

(b) Unless specified otherwise, all items shall be delivered to:

Ames Research Center

Contract NNA 11AA 19C

P.O. Box I

Moffett Field, CA 94035-0001

Attn: Linda Connell, Mail Stop 262-4

(c) All reports and documentation shall be inailedin accordance with Paragraph FA, Delivery of

Reports. .

(End of clause)

FA DELIVERY OF REPORTS

\

Unless otherwise specified, all reports shall be addressed to the recipients listed in Section J,

paragraph J.l (a) Attachment 2, "Contract Data Requirements List." Reports specific to a single

contract task order will be specified in the individual task order.

(End of clause)

F.5 PLACE OF PERFORMANCE

The Contractor shall perform the work under this contract at 385 Moffett Park Drive, Suite 200,

Sunnyvale, CA 94089, and at such other locations as directed by the NASA Ames Research

Center Contracting Officer.

(End of clause)

F.6 NOTICE OF DELAY (ARC 52.249-90) (FEB 1997)

If, because of technical difficulties, the Contractor becomes unable to complete the contract work

at the time specified, notwithstanding the exercise of good faith and diligent efforts in

performing the work called for under this contract, the Contractor shall give the Contracting

Officer written notice ofthe anticipated delay and tJ1ereasons for it. The notice and reasons shall

be delivered promptly after the condition creating t~e anticipated delay becomes known to the

Contractor but in no event less than 10 calendar;days :after the delay is icientified by the

Contractor. When notice is given, the Contracti~g Officer may extend the time specified in the

schedule for such period as is deemed advisable.

(End of clause)

[END OF SECTION]

F-2
NNAllAA19C

SECTION G - CONTRACT ADMINISTRATION DATA

SECTIONG

, .' ,.

(Erid of clause)

G.l LISTING OF CLAUSES INCORPORATED BY REFERENCE (FAR 52.252-2)

(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):

Federal Acquisition Regulation (FAR) clauses: ' http://acguisition.gov/far/index.html

NASA FAR SUPPLEMENT (NFS) CLAUSES:

http://www.hg.nasa.gov/omce/procurement/regs/nfstoc.htm

"I. FEDERAL ACQUISITION REGULATION (48 CFR CHAPTER 1)

CLAUSE NO. • DATE TITLE

None included by reference

II. NASA FAR SUPPLEMENT (48 CFR CHAPTER 18)

CLAUSE NO. DATE TITLE

1852.227-70 MAY 2002 NEW TECHNOLOGY

1852.227-86 DEC 1987 COMMERCIAL COMPUTER SOFTWARE--LICENSING

1852.242-71 DEC 1988 TRAVEL OUTSIDE OF THE UNITED STATES

1852.242-73 NOV 2004 NASA CONTRACTOR FINANCIAL MANAGEMENT

REPORTING'

1852.245-76 SEP 2007 LIST OF GOVI;RNMENT PROPERTY FURNISHED

PURSUANT TO FAR 52.245-1 (DEVIATION) (NFS

1852.245-76) (Insert "contractor sfacility address")

(List is located at Section J.l (a) Attachment 4) ~

(End of clause)

G:2 PAYMENT OF FIXED FEE (NFS 1852.216-75) (DEC 1988)

The fixed fee shall be paid in accordance with FAR 52.216-8 Fixed Fee and in monthly

installments based upon the percentage of completion of work as deter~ined by the Contracting

Officer.

,G.}
NNAllAA19C SECTIONG

G.3 SUBMISSION OF VOUCHERS FOR PAYMENT (NFS 1852.216-87) (MAR 1998)

(a) The designated billing office for cost vouchers.for purposes of the Prompt Payment clause of

this contract is indicated below. Public vouchers for payment of costs shall include a reference

to the number of this contract.

(b)(l)' If the contractor is authorized to submit interim cost vouchers directly to the NASA

paying 'office, the original voucher should be submitted to:

NSSC - FMD Accounts Payable'

Bldg.,lIll, C. Road

Stennis Space Center, MS 39529,

FAX: 866-209-5415

Email: NSSC-AccountsPayable@nasa.gov

(2) For any period that the Defense Contract Audit Agency has ~uthorized the Contractor to

submit interim ,cost vouchers directly to the Governmentpaying office, interim vouchers are not

required to be sent to the Auditor, and are consid~r~d to be provisionally approved for payment,

subject to final audit.

(3) Copies of vouchers should be submitted as directed by the Contracting Officer.

(c) If the contractor is not authorized to submit interim cost vouchers directly to the paying

office as described.in paragraph (b), the contractor shall prepare and submit vouchers as follows:

(l) One original Standard Form (SF) 1034, SF 1035, or equivalent Contractor's attachment

to:

r~t:~~f~t~t~¥tJ~~~'~~_~~f~;X~QN}.\::m'~i'iii\g;pffiq~'~~~r~~

(2) Four copies of SF 1034, SF 1035A, or equivalent Contractor's attachment to the

following offices by insertion in the memorandurrt block of their mimes a~daddresses:

(i) Copy I NASA Contracting Officer, STAMPED "INFO COPY"

NASA Ames Research.Center

ATTN: TBD

Moffett Field, CA 94035-0001

(ii) Copy 2 Auditor

Defense ContractAudit Agency .'

(!\4dl~~~Yp().fl1iii,~i~~4~FTiJTI~\.;ptAV$.~i4)

(iii) Copy 3 Contractor

(iv) Copy 4Contract Administration Office (if appli.cable), STAMPED "INFO COPY"

(3) The Contracting Officer may designate other recipients as required.

0-2
. NNAllAA19C SECTIONG

(d) Public vouchers for payment of fee shall be prepared similarly to the procedures in

paragraphs (b) or (c) of this clause, whichever is applicable, and forwarded to:

NSSC -FMD Accounts Payable

Bldg. 1111, C. Road .

Stennis Space Center;MS 39529 .

FAX: 866-209-5415

Email: NSSC-AccountsPayabl~@nas~.gov

This is the designated billing office for fee vouchers for purposes of the Prompt Payment clause

of this contract.

(e) In the event that amounts are withheld from payment in accordance with provisions of this

contract, a separate voucher for the amount withheld will be required before payment for that

amount may be made.

(End of clause)

G.4 DESIGNATION OF NEW TECHNOLOGY REPRESENTATIVE AND PATENT

REPRESENTATIVE (NFS 1852.227-72)(JUL 1997)

(a) For purposes of administration of the clause of this contract entitled "New Technology" or

"Patent Rights--Retention by the Contractor (Short Form)," whichever is included, the following

named representatives are hereby designated by the Contracting Officer to administer such

clause:

?,~i~~II~~~:~;;;',::"%~~~I~~>'~~~~~;

New Technology Representative' VP NASA Ames Research Center

MIS 202A-3

P.O. Box 1

Moffett Field, CA 94035-0001

Patent Representative DL NASA Ames Research Center

MIS 202A-4

P.O. Box I

Moffett Field, CA 94035-0001

(b) Reports of reportable items, and disclosure of subject inventions, interim reports, final

reports, utilization reports, and other reports required by the clause, as well as any

correspondence with respect to such matters, should be directed to the New Technology

Representative unless transmitted in response to correspondence or request from the Patent

Representative. Inquiries or requests regarding disposition of rights, election of rights, or related

matters should be directed to the Patent Representative. This clause shall be included in any

.. '-,

G-3
NNAIIAAl9C SECTIONG

subcontract hereunder requiring a "New Technology" clause or "Patent Rights--Retention by the

Contractor (Short Form)" clause, unless otherwise authorized or directed by the Contracting

Officer. The respective responsibilities and authorities of the above-named representatives are

set forth in 1827.305-370 of the NASA FAR Supplement.

. .

(End of clause)

G.5 TECHNICAL DIRECTION (NFS ~852.242-70)(SEP 1993)

(a) Performance of the work under this contract is subject to the written technical direction ofihe

Contracting Officer Technical Representative (COTR), who shall be specifically ,appointed by the

Contracting Officer in writing in accordance with NASA FAR Supplement 1842.270. "Technical

direction" means'a directive to the Contractor that approves approaches, solutions, designs, or,

refinements; fills in details or otherwise completes the general description of work or

documentation items; shifts emphasis among work areas or tasks; or furnishes similar instruction to

the Contractor. Technical direction includes requiring studies and pursuit of certain lines of inquiry

regarding matters within the general tasks and requirements in Section C of this contract.

(b) The COTR does not have the authority to, and shall not, issue any instruction purporting to be

technical direction that-

(1) Constitutes an assignment of additional work outside the statement of work;

(2) Constitutes a change as defined in the changes'clause;

(3) Constitutes a basis for any increase or decrease in the total estimated contract cost, the

fixed fee (if any), of the time required for contract performance;

(4) Changes any ofthe expressed terms, conditions, or specifications of the contract; or

(5) Interferes with the contractor's rights to perform the terms and conditions of the contract.

(c) All technical direction shall be issued in writing by'the COTR.

(d) The Contractor shall proceed promptly with.the performance of technical direction duly

issued by the COTR in the manner prescribed by this clause and within the COTR's authority. If,

in the Contractor's opinion, any instruction or direction by the COTR falls within any of the.

categories defined in paragraph (b) of this clause, the Contractor shall not proceed but shall notify

the Contracting Officer in writing within 5 working days after receiving it and shall request the

Contracting Officer to take action as described in this clause. Upon receiving this notification, the

Contracting Officer shall either issue an appropri~te contract modification within a reasonable time

or advise the Contractor in writing within 30 days that the instruction or direction is-

(1) Rescinded in its entirety; or

(2) Within the requirements of the contract and does not constitute a change under the changes

clause of the contract, and that the Contractor should proceed promptly with its performance.

(e) A failure of the contractor and contracting officer to' agree that the instruction or direction is

both within the requirements of the contract and do~s not constitute a change under the changes

0-4
NNAllAA19C SECTIONG

clause, or a failure to agree upon the contract action to be taken with respect to the instruction or

direction, shall be subject to the Disputes clause of this contract.

(f) Any action(s) taken by the contractor in response to any direction given by any person other

than the Contracting Officer or the COTR shall be at the Contractor's risk.

(End' of clause)

G.6 CONTRACTOR REQUESTS FOR GOVERNMENT-PROVIDED PROPERTY

(NFS 1852.245-70) (DEVIATION) (SEP 2007)

(a) The Contractor shall provide all property required for the performance of this contract. The

Contractor shall not acquire or construct items of property to which the Government will have

title under the provisi0!ls of this contract without the Contracting Officer's written authorization.

Property which will be acquired.as a deliverable end item as material or as a component for

incorporation into a deliverable end item is exempt from this requirement.

(b)(I) In the event the Contractor is unable to provide the property necessary for performance,

and the Contractor requests provision of property by the Government, the Contractor's request

shall--

(i) Justify the need for the property;

,(ii) Provide the reasons why contractor-owned property cannot be used;

(iii) Describe the property in sufficient detail to enable the Government to screen

its inventories for available property or to otherwise acquire property, including

applicable manufacturer, model, part, catalog, National Stock Number or other

pertinent identifiers;

(iv) Combine requests for quantities of items with identical descriptions and

estimated values when the estimated values do not exceed $100,000 per unit; and

(v) Include only a single unit when the acquisition or construction value equals or

exceeds $100,000. .

(2) Contracting Officer authorization is required for items the Contractor intends to

manufacture as well as those it intends to purchase.

(3) The Contractor shall submit requests to the Contracting Officer no less than 30 days

in advance of the date the Contractor would, should it receive authorization, acquire or

begin fabrication of the item.

(c) The Contractor shall maintain copies of Contracting Officer authorizations, appropriately

cross-referenced to the individual property.record, within its property management system.

(d) Property furnished from Government excess sources is provided as-is, where-is. The

Government makes no warranty regarding its applicability for performance of the contract or its

ability to operate. Failure of property obtained from Government excess sources under this

clause is insufficient reason for submission of requests for equitable adjustments discussed in the

clause at 52.245-1, Government Property. .

(End of Clause)

0-5
NNAllAA19C SECTIONG

G.7 FINANCIAL REPORTING OF NASA PROPERTY IN THE CUSTODY OF,

CONTRACTORS (NFS 1852.245-73) (SEP 2007)

(a) The Contractor shall submit annually a NASA Form (NF) 1018, NASA Property in the

Custody of Contractors, in accordance with the provisions of 1845.505~14, the instructions on

the form, subpart 1845.71, and any supplemental instructions for the current reporting period

issued by NASA. ...;, '

(b)(1) Subcontractor use ofNF 1018 is not required by this clause; however, the Contractor shall

include data on property in the possession of subcontractors in the annual NF 1018.

(2) The Contractor.shall mail the original signed NF 1018 directly to the cognizant NASA

Center Deputy Chief Financial Officer, Finance, unless the Contractor uses the NF 1018

Electronic Submission System (NESS) for report preparation and submission.

(3) One copy shall be submitted (through th~ pepartment of Defense (DOD) Property

Administrator if contract administration hasbeer(delegated to DOD) to the following address:

[Insert name and address of appropriate NASA Center office.], unless the Contractor uses the NF

1018 Electronic Submission System (NESS) for report preparation and submission.

(c)(l) The annual reporting period shall be from October 1 of each year through September 30 of

the following year. The report shall be submitted in time to be received by October 15. The.

information contained in these reports is entered into the NASA accounting system to reflect

current asset values for agency financial statement purposes~ Therefore, it is essential that

~equired reports be received no later than October 1-5. Some activity may be estimated for the

month of September, if necessary, to ensure the NF 1018 is received when due. However,

contractors' procedures must document the process for developing these estimates based on

planned activity such as planned purchases or NASA Form 533 (NF 533 Contractor Financial

Management Report) cost estimates. It should be supported and documented by historical

experience or other corroborating evidence, andbe retained in accordance with FAR Subpart 4.7,

Contractor Records Retention. Contractors' shall validate the reasonableness of the estimates

and associated methodology by comparing them to the actual activity once that data is available,

and adjust them accordingly. In addition, differences between the estimated cost and actual cost

must be adjusted during the next reporting period. Contractors shall have formal policies and

procedures, which address the validation ofNF 1018 data, including data from subcontractors,

and the identification and timely reportfng of errors. The objective of this validation is to ensure

that information reported is accurate and in compliance with the NASA FAR Supplement. If

errors are discovered on NF 1018 after submission, the contractor shall contactthe cognizant

NASA Center Industrial Property Officer (IPO) 'within 30 days after discovery of the error to

discuss corrective action. ..

(2) The Contracting Officer may, in NASA's interest, withhold payment until a reserve not

exceeding $25,000 or 5 percent of the amount of the contract, whichever is less, has been set

aside, if the Contractor fails to submit annual NF 1018 reports in accordance with 1845.505-14

and any supplemental instructions forthe current reporting period issued by NASA. Such

reserve shall be withheld until the Contracting Officer has determined that NASA has received

the required reports. The withholding of any amount or the subsequent payment thereof shall

not be construed as a waiver of any Government right.

G-6
NNAllAA19C SECTION G

(d) A final report shall be submitted within 30 days after disposition of all property subject to

reporting when the contract performance period is complete in accordance with (b)(l) through

(3) of this clause.

(End of clause)

G.8 IDENTIFICATION AND MARKING OF GOVERNMENT EQUIPMENT

(DEVIATION) (NFS 1852.245-74) (SEP 2007)

(a) The Contractor shall identify all equipment to be delivered to the Government using NASA

Technical Handbook iliASA ..HDBK) 6003, Application of Data Matrix Identification Symbols t.o

Aerospace Parts Using Direct Part Marking Methods/Techniques, and NASA$tandard (NASASTD) 6002, Applying Data Matrix Identification Symbols on Aerospace Parts Handbook. This

includes deliverable equipment listed in the schedule and other equipment when NASA directs

physical transfer to NASA or a third party. The Contractor shall identify property in both machine

and human readable form unless the use of a machine readable-only format is approved by the

NASA Industrial Property Officer.

(b) Property shall be marked in a location that will be human readable, without disassembly or

movement of the property, when the items are placed in service unless such placement would have

a deleterious effect on safety or on the item's operation.

(c) Concurrent with equipment delivery or transfer, th~ Contractor shall provide the following

data in an electronic spreadsheet format: -

(1) ItemDescription. ,', " ..'

(2) Unique Identification Number (License Tag).

(3) Unit Price. '

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

I •

(d) 'For items physically transferred under paragraph (a) the following additional data is

required: .

(l) Date originally placed in service.

(2) Item condition.

(3) Date last serviced.

(e) The data required in paragraphs (c) and (d) shall be delivered to the NASA center receiving

activity listed below:

NASA Ames Research Center

Central Shipping and Receiving, M/S 255-23

P.O.Box 1 .

Moffett Field, CA 94035-0001

Mark for: Linda Conneit COTR

(f) The contractor shall include the substance or'this clause, including this paragraph (f), in all

subcontracts that require delivery of equipment. :',

(End of clause)

0-7

..•••.••••...•••...............--------------------~---~~---~-----------
NNAIIAAl9C SECTION G

G.9 PROPERTY MANAGEMENT CHANGES (DEVIATION) (NFS 1852.245-75) (SEP

2007)

(a) The Contractor shall submit any changes to standards and practices used for management and

control of Government property under this contract to the assigned property administrator and

. Industrial Property Officer (IPO), prior to making the change whenever the change --

(I) Employs a standard that allows increase in thresholds or changes the timing for reporting

loss, damage, or destruction of property;

(2) Alters physical inventory timing or procedures;

(3) Altersrecordkeeping practices; .

(4) Alters practices for recording the transport or delivery of Government property; or

(5) Alters practices for disposition of Governm~nt property.

(b) The Contractor shall contact the IPO at:

NASA Ames Research Center

Attn: Industrial Property Officer

MIS 255-2

P. O. Box 1

Moffett Field, CA 94035-0001

Email: Maria-Elena.Lopez-l (ci),nasa.gov

Phone: (650) 604-6882

(End of clause)

G.10PHYSICAL INVENTORY OF CAPITAL PERSONAL PROPERTY (DEVIATION)

(NFS 1852.245-78) (SEP 2007)

(a) In addition to physical inventory requirements under the clause at FAR 52.245-1,

Government Property, the Contractor shallcondu,ct~nnual physical inventories for individual

property items with an acquisition cost exceeding $100,000.

(l) The Contractor shall inventory --

(i) Items of property furnished by the Government;

(ii) Items acquired by the Contractor and titled to the Government under the clause at

FAR 52.245-1; .

(iii) Items constructed by the Contractor and not included in the deliverable, but titled

to the Government under the clause at FAR 52.245.-1; and

(iv) Complete but undelivered deliverables.

(2) The Contractor shall use the physical inventory results to validate the property record

data, specifically location, condition and use status, and to prepare summary reports of inventory as .

described in paragraph (c) of this clause ..

(b) Unless specifically authorized in writing by the NASA Industrial Property ,Officer (IPO),

'the inventory shall be performed and posted by individuals other than those assigned custody of the

items, responsibility for maintenance, or responsibility for posting to the property record. The

G-8
NNAllAA19C • SECTION G

Contractor may request a waiver from this separfition of duties requirement from the NASA IPO,

when all of the conditions in either (1) or (2) below are met.

(l) The Contractor utilizes an electronic system for property identification, such as a laser

bar-code reader or radio frequency identification reader, and

(i) The programs or software preclude manual data entry of inventory identification

data by the individual performing the inventory; and

(ii) The inventory and property management systel11scontain sufficient management

controls to prevent tampering and assure proper posting of collected inventory data.

(2) The Contractor has limited quantities of property, limited personnel, or limited property

systems; and,

. (i) The Contractor provides written confirmation that the Government property exists

in the recorded condition and location; and

(ii) The items continue to be used exclusively for performance of the contract or as

otherwise authorized by the Contracting Officer.

(3) The Contractor shall submit the request to the cognizant property administrator and

obtain approval from the IPO prior to implementation of the practice.

(c) The Contractor shall report the results of the physical inventory to the property administrator

and the NASA Industrial Property Officer within 10 calendar days of completion of the physical

inventory. The report shall --

(1) Provide a summary showing number and. value of items inventoried; and

(2) Include additional supporting reports of~- \

(1) Loss, damage or destruction, in accordance with the clause at 52.245-1, Government

Property;

(ii) Idle property available for reuse or disposition; and

(iii) A summary of adjustments made to location; condition, status, or user as a result of

the physical inventory reconciliation.

(d) The Contractor shall retain all physical inventory records, including records of all transactions

associated with inventory reconciliation. All records shall besubjectto Government review and/or

audit.

(End of clause)

[END OF SECT~ON]

.0-9
NNAllAA19C SECTION H

SECTION H - SPECIAL CONTRACT REQUIREMENTS

H.t. LISTING OF CLAUSES INCORPORATED BY REFERENCE (FAR 52.252-2)

(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 r~quest, 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):

Feperal Acquisition Regulation (FAR) clauses: 0 http://acquisition.gov/far/index.html

NASA FAR SUPPLEMENT (NFS) CLAUSES:

http://www.hq.nasa.goy/office/procurement/regs/nfstoc.htm

I. FEDERAL ACQUISITION REGULATION (48 CFR CHAPTER 1)

CLAUSE NO. DATE TITLE

None included by reference

II. NASA FAR SUPPLEMENT (48 CFR CHAPTER 18)

CLAUSE NO. DATE TITLE

1852.208-81 NOV 2004 RESTRICTIONS ON PRINTING AND DUPLICATION

1852.223-70 APR 2002 SAFETY AND HEALTH

1852.223-75 FEB 2002 MAJOR BREACH qF SAFETY OR SECURITY

1852.225-70 FEB 2000 EXPORTLIC~NSES(Insert: NASA Ames Research Center)

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

(FEB 2003)

1852.244-70 APR 1985 GEOGRAPHIC PARTICIPATION IN THE AEROSPACE

PROGRAM

(End of clause)

H.2 ORGANIZATIONAL CONFLICTS OF INTEREST, AND LIMITATION OF

FUTURE CONTRACTING

(a) The Contracting Officer has determined that this acquisition may give rise to a potential

organizational conflict of interest. Accordingly; the attention of prospective Offerors is directed

to FAR Subpart 9.5 - Organizational Conflicts ofInterest.

(b) The nature of this potential conflict is:

The ASRS and Related Systems program collects confidential safety data for Government

agencies and industry partners. Those agencies and partners do not have access to the

confidential data, which ultimately are analyzed for research purposes. The ASRS Contractor

will have access to confidentially submitted safety reports that may contain sensitive information

about specific entities in aviation, health care, the rail system, or other related systems. Critical

safety issues pertaining to these systems areOthefocuosof this contract. If the ASRS Contractor is

in a position to also provide services to these associated organizations (such as the airline

industry or FAA), an organizational conflict of interest may arise. Potential reporters of critical

safety hazards may be reluctant to report their safety concerns if it appears that the contractor

operating the safety system also has a business relationship with the entity they are reporting

about. .

H-I
NNAllAA19C SECTIONH

(c) To avoid, neutralize, or mitigate the potential organizational conflict of interest, the following

restrictions upon future contracting shall apply:

(1) In light of the above, neither staff members nor their spouses shall be concurrently

employed by any associated domain specific agencies, organizations, or businesses that are

related to the reporting syste~s in order to avoid a conflict of interest.

(2) If the Contractor, under the terms of this contract, or through the performance of tasks

pursuant to this contract, is required to develop specifications or statements of work that are

to be incorporated into a solicitation, the Contractor shall be ineligible to perform the work

described in that solicitation as a prime or subcontractor under an ensuing NASA contract.

This restriction shall remain in effect fer a reasonable time, as agreed to by the Contracting

Officer and the Contractor, sufficient to avoid unfair competitive advantage or potential bias

(This time shall in no case be less than the duration of the initial production contract). NASA

shall not unilaterally require the Contractor to prepare such specifications or statements of

work under this contract.

(3) The Contractor shall not, during the performance of the contract and for a period of three

years following completion of performance thereof, engage in the following activities:

(i) Participate in competitions, as either a priine proposer or a proposed subcontractor,

based upon data obtained because of the Contractor's access to, and support of, the ASRS

and Related Systems technical requirements, or participate in competitions, as either a

prime proposer or a proposed subcontractor, where the Contractor participated in defining

requirements .of the competition as 11 result of supporting the ASRS and Related Systems

technical requirements.

(d) If, in the performance of work under this Contract, the Contractor has access to Government

Sensitiv<?Data or third-party proprietary data, the Contractor shall protect such data from

unauthorized use or disclosure so long as it remains proprietary. In addition, the Contractor shall

not be permitted to use such data other than in p~rformance under this Contract, unless:

(1) It receives the explicit written permission of the owner of such data and the Contracting

Officer; or

(2) Such data has been released or otherwise made available to the public by the Government

or the owner of the third party proprietary data.

In addition, the Contractor agrees that to the extent it receives or is given access to proprietary

data, data protected by the Privacy Act of 1974 (5U.S.C. 552a), or other confidential or

privileged technical, business, or financial information unaer this Contract, it shall treat such

information in accordance with any use ot dis~eminlition restrictions imposed on such

information.

Further, the Contractor shall not submit an unsolicited proposal to the Government which is

based on such data until one year after such data is released or otherwise made available to the

public; further, any unsolicited proposal submitted pursuant to this provision shall identify any

relationship to work produced under this contract and any proposed use of such data.

H-2
NNAllAAl9C SECTION H

(e) Addition~lly:

(1) If, in the performance of work under this Contract, the Contractor enters into a separate

agreement with a company for the protection of Government Sensitive Data or third-party

proprietary data, the Contractor shall furnish a copy oqhat agreement to the Contracting

Officer.

(2) The Contractor must educate its employees,' subcontractor employees, and,consultants

through formal training, not to divulge Government Sensitive Data or third-party proprietary

data, trade secrets, confidential information; or restricted data of companies received in

connection with the performance of work under this Contract. The Contractor shall 'provide a

plan to implement thistraining for the approval of the Contracting Officer.

(3) The Contractor shall obtain from all employees, subcontractor employees, and consultants

having access to Government Sensitive Data or third-party proprietary data under this

Contract a written agreement which shall prohibit ,those employees, during the term of their

employment and thereafter, from disclosingto others o~using for their own behalf, such data

received in connection with the performance of work under this Contract, and from retaining

a copy of such data after termination of their employment under this Contract. Within 30

days of contract award, the Contractor shall furnish a copy of its Non-Disclosure Agreement

to the Contracting Officer.

(f) The term "Contractor" as used in this clause shall include (i) the corporate or other entity

executing this Contract with the Government; (ii) such entity's parent, subsidiary, affiliate, or

successor entities to the extent that the parent, subsidiary, affiliate, or successor entity has

responsibility for the performance of work under this Contract; and (iii) the Contractor's

subcontractors that (A) support ASRS and Related Systems as delineated in the Statement of

Work of this contract or (B) handle, receive; reduce, interpret, or transmit data obtained, used, or

produced in conjunction with ASRS and Related Systems.

,

(g) The term "Contract" as used in this clause shaUinclude options, extensions, and any

successor contracts performed' or to be performed 'by the Contractor without any other contractor

intervening.

(h}The term "Data" as used in this clause, means record~d information, regardless of form or

media on which it may be recorded. The term includes technical data and computer software.

The term further includes Government Sen~itive Data or third-party proprietary data including

proprietary data, trade secret information, data protected by the Privacy Act of 1974 (5 U.S.C.

552a) and other confidential or privileged technical, business or financial data.'

• (i) The term "Government Sensitive Data" as used in this clause means data for which the

disclosure or use is controlled by the U.S. Statute or implementing published federal regulations

orNASA policy and, where so identified",includes data first produced by the Contractor.

U) The Contractor's Organizational Conflicts of Interest Avoidance Plan is incorporated by

reference into this contract (see Section J.l(a)6). ThISPlan addresses ,Organizational Conflicts

of Interest at the contract level. '

(k)The Contractor shall include paragraphs (a) through G) of this clause in every

subcontract. The Contractor shall be responsible for ensuring compliance with all of the

provisions of this clause by each of its subcontractors.

(End of clause)

. '

H-3
NNAllAA19C

H.3 KEYPERSONNELAND FACILITIES (NFS 1852.235-71) (MAR 1989)

SECTIONH

(a) . The personnel and/or facilities listed below (or specified in the contract Schedule) are

considered essential to the work being performed under this contract. Before removing,

replacing, or diverting any of the listed or specified personnel or facilities, the Contractor shall

. (l) notify the Contracting Officer reasonably in advance and(2) submit justification (including

proposed substitutions) in sufficient'detail to permit evaluation of the impact on this contract.

" .;

(b) The Contractor shall make no diversion .without the Contracting Officer's written consent;

provided that :theContracting Officer may ratify in writing the proposed change, and that

ratification shall constitute the Contracting Officer's consent required by this clause.

(c) The list of personnel and/or facilities (shown below or asspecified in the contract Schedule)

may, with the consent of the contracting parties, be amended from time to time during the course

of the contract to add or delete personnel and/or,facH;ities.

[List here the personnel and/or facilities considered essential, unless they are specified in the

contract Schedule.]

Facilities arne and Address

385 Moffett Part Drive, Suite 200, Sunn ale, CA 94089

(End of clause)

H.4 ADDITIONAL REPORTS OF WORK -RESEARCH AND DEVELOPMENT (NFS

1852.235-74) (FEB 2003)

In addition to the final report required under this contract, the Contractor shall submit the

following report(s) to the Contracting Officer:

(a) Monthly progress reports. The Contractor shan submit separate monthly reports of all work

accomplished during each month of contract performance. Reports shall be in narrative form,

brief, and informal. They shall include a quantitative description of progress, an indication of

any current problems that may impede' performance, proposed corrective action, and a discussion

of the work to be performed during the next monthly reporting period.

(b) Quarterly progress reports. The Contractor shall submit separate quarterly reports of all work

accomplished during each three-month period of contract performance. In addition to factual

data, these reports should include a separate analysis section interpreting the results obtained,

recommending further action, and relating occurrences to the ultimate objectives of the contract.

Sufficient diagrams, sketches, curves, photographs, and drawings should"be included to convey

the intended meaning. .

(c) Submission dates. Monthly and quarterly reports shall be submitted by the 15th day of the

month following the month or quarter being reported. If the contract is awarded beyond the

.H~4: ,
NNAllAAI9C SECTIONH

middle of a month, the first monthly report shall cover the period from award until the end of the

following month. No monthly report need be submitted for the third month of contract effort for

which a quarterly report is required. No quarterly report need be submitted for the final three

months of contract effort since that period,will be covered in the final report. The final report

shall be submitted within 15 days after the completiQn of the effort under the contract.

(End of clause)

H~5 MANAGEMENT AND PROTECTION OF DATA (ARC 52.227-93) (JUL 1988)

(a) In the performance of this contract it is anticipated that the Contractor may have access

to, be furnished, use, or generate the following types of data (recorded information):

(1) data submitted to the Government with limited rights or restricted rights notices;

. (2) data of third parties which the Government has agreed to haridle under protective

arrangements; and

, (3) data generated by or on behalf of the.Government which the Government intends

to control the use and dissemination thereof:

(b) . In order to provide managewent appropriate for protecting the interests of the

Government and other owners of s~h data, the Contractor agrees with respect to data in

category (a)(1) above, and with respect to any data in categories (a)(2) and (a)(3) when so

identified by the Contracting Officer, to:

(1) use and disclose such data only to th'e extent necessary to perform the work

required under this contract, with particular elnph'asis on'restricting disclosure ofthedata to

those persons who h~lVea definite need for the data in order to perform under this contract;

, .

(2) not reproduce the data unless reproduction of the data is specifically permitted

elsewhere in the contract o,rby the Contracting Officer;

(3) refrain from disclosing the data to third parties without the written consent of the

Contracting Officer; and

(4) return or deliver the data including all copies thereof to the Contracting Officer or

his designated recipient when requested by the Contracting Officer.

(End of clause)

H.6 HANDLING OF DATA(ARC 52.227-96) (Jl!N 1989)

(a) Paragraph (d)(1) of the "Rights in Data--General" clause of this contract permits the

Government to restrict the Contractor's right to use, release to others, reproduce, distribute, or

publish any data first produced or specifically I:lsedby the Contractor in the performance of the

contract provided such restriction is expressly set forth' in the contract. Pursuant to this authority,

,the following restrictions shall apply to such data and shall be included, in substance, in all

subcontracts: ,',

(b) Data specifically used.

H-5
NNAllAA19C SECTION H

(1) .In the pefformance of this contract, it is anticipated the Contractor may have

access, or be furnished, data (including financial, administrative, cost or pricing, or management

information as well as technical data or computer software) of third parties which the

Government has agreed to handle under protective arrangements, as well as such Government

data for which the Government intends to control the use and dissemination.

(2) In order to protect the interests of the Government and the owners of such data,

the Contractor agrees, with respect to such third party or Government data that is either marked

with a restrictive legend or specifically identified in this contract or in writing by the Contracting

Officer as being subject to this clause, to use and disclose such data only to the extent necessary

to perform the work required under this contract, preclude disclosure of such data outside the

,Contractor's organizatiol), and return or dispose of ~uch data as directed by the Contracting

Officer when the data is no longer needed for contraCt performance.

(3) Notwithstanding(2) above, the Contractor shall not be restricted in the use and

disclosure of any data that becomes generally available without breach of this clause by this

Contractor, is known to or is developed by the Contractor independently of any disclosure of

proprietary, restricted, or confidential data hereunder, or is rightfully received by the Contractor

from a third party without restriction.

(c) Data first produced.

Data first produced by the Contractor under this contract may include data for

which 'the Government wants to control the use and dissemination. The Contracting Officer may

require, or this contract may presently specify, that the Contractor apply restrictive legends to

such identified data prior to delivery to the Government, or to third parties at the Government's

direction, that restrict the use and disclosure of the data by any third party recipient. However,

such restrictive legends shall in no way affect the Contractor's or the Government's rights to such

data as provided in the "Rights in Data--General" clause of this contract.

(End of clause)

H.7 SUBCONTRACTING AND DATA RIGHTS, (ARC 52.227-97) (OCT 2006) ,/

ALTERNATE I (OCT 2006)

, ,

(a) It is strongly recommended that the Contr~ctor flow down the data rights provisions of this

contract to lower tier subcontractors to ensure that it can fulfill its data rights obligations to the

Government. See Clause FAR 52.227-14(h), Rights in Data-General. The Contractor shall be

held responsible to obtain rights for the Government where it fails to fulfill such obligations.

(b) Pursuant to Clause FAR 52.227-14(c)(2), the Contractor must obtain Contracting Officer

approval before' incorporating any data not first produced under the Contract into data delivered

under the contract. Before delivering such data, the Contractor must identify it and grant the

Government, or acquire on its behalf, the broad licenses required by subparagraph (c) of the

Rights in Data-General clause.

(End of chluse)

H-6
NNAllAA19C SECTION H

H.8 INFORMATION INCIDENTAL TO CONTRACT ADMINISTRATION (ARC

52.227-98) (OCT 2004)

NASA shall have unlimited rights in information incidental to contract administration including

administrative and management information created by the Contractor and specjfied for delivery

to NASA in performance of the contract, expressly excluding financial information. Specifically,

NASA shall have the right to release such administrative and management information to any

third party to satisfy NASA's requirements.

(End of clause)

Ii.9 MANAGEMENT, HANDLING, AND PROTECTION OF DATA

In performance of this contract,Contractor,l:;lnd subtier contractors, and consultants shall receive

access to sensitive ASRSand related systems data. .

Contractors are hereby reminded of and specifically instructed that the following obligations

regarding the use, protection and distribution imposed by clauses H.5 (Management l:!nd

Protection of Data) and H.6 (Handling of Data) of this contract apply to all such data. These

clauses also apply to all related data first produceq 1JyContractor and sub-contractor employees

that contain or would otherwise disclose such data. '

These obligations include:

(1) To use and disclose such data only to the extent necessary to perform the work required under

this contract, with particular emphasis on restricting disclosure of the data to those persons who

have a definite need for the data in order to perform under this contract;

(2) The Contractoragrees,with respectto such third party or Governmentdata that is either markedwith

a restrictive legend or specifically identifiedin this contractor in writing by the ContractingOfficeras

being'subjectto this clause, to use and disclose such data onlyto the extent necessaryto performthe work

requiredunderthis contract, preclude disclosureoutsidethe Contractor'sorganization,and returnofsuch

data as directedby the ContractingOfficer whenthe data is no longer needed for contractperformance.

(End of clause)

H.l0 PERFORMANCE ASSESSMENT

(a) As part of the Government's surveillance activities, a periodic performance assessment

will be conducted under this contract. Information from the assessment may be provided to the

contractor for corrective actions and performance improvement. Additionally, these assessments

may be considered when the government is considering exercising an option, and may be

reviewed as part of the past performance'evaluations for future NASA requirements and may be

ascertained by other organizations requesting past performance information.

H.7
NNAllAA19C SECTIONH.

..

(b) Examples of performance factors that may be used by the' Government include but are not

limited to the following:

OVERALL Performance in attracting, developing, and ~etaining professional and

MANAGEMENT management staff that meet the requirements of the contract. Contractor's

I

management policies and procedures (including intellectual property

'management, organizational conflicts of interest, management and

protection of data, handling of data and export control).

,

QUALITY Quality of the work performed'u!1der the contract.

TIMELINESS Timeliness of completing the contract milestones and submitting

deliverables ,J

PRICE/COST Ability to control, adjust and accurately project contract costs (estimated

contract costs, not budget or operating plan costs). Ability to control the

management and administration costs for this contract. Ability to control the

direct labor, indirect and overtime costs. Optimal allocation of resources,

including the use of part-time personnel. Cost reductions through the use of

cost savings programs, cost avoidance programs, alternate designs and

process methods. Reduced purchasing costs through increased use of

competition will also be assessed.

OTHER Ability to manage subcontracts in,support of the contract effort. Ability to

ensure safety, and compliance with environmental impact restrictions.

-

(c) ,Periodic feedback to the Contractor will include an assessment of overall contract

performance.

(End of ~ia~se)

H.ll INCORPORATION OF THE CONTRACTOR'S PROPOSAL

The Contractor's Mission Suitability and Cost volumes of its proposal, including revision(s),

submitted in response to the solicitation entitled "Aviation Safety Reporting System (ASRS) and

Related Systems" are hereby incorporated into this contract by reference.

(End of clause)

H-8
NNAllAA19C SECTIONH

H.12 SMALL DISADVANTAGED BUSINESS PARTICIPATION - CONTRACT

TARGETS (OFFEROR FILL IN)

(a) FAR 19.1202-4(a) requires that SDB subcontracting targets be incorporated in the

Contract. Targets for this contract are as follows:

(TO BE PROPOSED BY ALL OFFERORS TO INCLUDE SOBs)

*NAICS Industry Subsectors:

*North American Industry Classification System (NAICS) Industry Subsectors as determined by

the Department of Commerce as being underrepresented in accordance with FAR 19.201(b)

(b) FAR 19.1202-4(b) requires that SOB concerns that are specifically identified by the

Offeror be listed in the contract when the identification of such subcontractors was

evaluated as part of the subfactor 01') Small Business Utilization. SOB concerns

(subcontractors) specifically .identified by the Offeror are as follows:

Name(s) of Concern(s): (TO BE PROPOSED BY OFFEROR)

The Contractor shall notify the Contracting Officer of any substitutions of the firms listed if the

replacement contractor is not an SDB concern.

(c) If the prime Offeror is an SOB the target for the work it intends to perform as the prime

Contractor is as follows:

(TO BE PROPOSED BY OFFEROR)

*NAICS Industry Subsectors: Dollars Percent of Contract Value

Not Aoolicable ,

:

I.", i:

TOTAL: i

(End of clause)

H-9
NNAllAA19C

H.l3 NON-PERSONAL SERVICES

SECTIONH

(a) As stated in the Office of Federal Procurement Policy Letter 92-1,-dated September 23,

1992, Inherently Governmental Functions, no personal services shall be performed under this

contract. No Contractor employee will be directly supervised hy the Government. All individual

employee assignments, and daily work direction, shall be given by the applicable employee

supervisor. If the Contractor believes any Governrn~nt action or communication h~~been given

that would create a personal services relationship between the Government and anfContractor

employee, the Contractor shall promptly notify the Contracting Officer of this communication or

action.

(b) The Contractor shall not perform any inherently governmental actions under this contract.

No Contractor employee shall hold him or herself out to be a Government employee, agent, or

representative. No Contractor employee shall state orally or in writing at any time that he or she

is acting on behalfofthe Government. In all communications with third parties in cohnection

with this contract, Contractor employees shall identify themselves as Contractor employees and

specify the name of the company for which they work. In all communications with other

Government contractors in connection with this contract, the Contractor employee shall state that

they have no authority to in any way change the contract and that if the other contractor believes

this communication to pe a direction to change their contract, they should notify the Contracting

Officer for that contract ~nd not carry out the direction until a clarification has been issued by the

Contracting Officer.

(c) The Contractor shall ensure that allpfitsetnpJoyees working onthiscontract are

informed ofthe substance of this clause. Nothing.in this clause shall limit the Government's

rights in any way under any other provision of the contract, including those related to the

Government's rightto inspect and accept the services to be performed under this contract. The

I

substance of this clause shall be included in all subcontracts at any tier..

(End of clause)

[END OF SECTION]

H-IO .
NNAllAA19C

PART II - CONTRACT CLAUSES

SECTION I.

SECTION I - CONTRACT CLAUSES

1.1. LIST~NGOF CLAUSES INCORPORATED BY REFERENCE (FAR 52~252-2)

(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 addressees):

Federal Acquisition Regulation (FAR) clauses: http://acquisition.gov/far/index.html

NASA FAR SUPPLEMENT (NFS) CLAUSES:

http://www.hq.nasa.gov/office/procurement/regs/nfstoc.htm

I. FEDERAL ACQUISITION REGULATION (48 CFR CHAPTER 1)

CLAUSE NO. DATE TITLE

52.202-1 JUL2004 DEFINITIONS

52.203-3 APR 1984 GRATUITIES

52.203-5 APR 1984 COVENANT AGAINST CONTINGENT FEES

52.203-6 SEP 2006 ' RESTRICTIONS ON SUBCONTRACTOR SALES TO THE

GOVERNMENT

52.203-7 JUL 1995 ANTI-KICKBACK PROCEDURES

52.203-8 JAN 1997 CANCELLATION, RESCISSION AND RECOVERY OF

FUND$ FOR ILLEGAL OR IMPROPER ACTIVITY

52.203-10 JAN 1997 PRICE OR FEE ADJUSTMENT FOR ILLEGAL OR

IMPROPER ACTIVITY

52.203-12 SEP2007 LIMITATION ON PAYMENTS TO. INFLUENCE CERTAIN

FEDERAL TRANSACtIONS

52.203-13 APR 2010 CONTRACTOR CODE OF BUSINESS ETHICS AND

CONDUCT

52.203-14 DEC 2007 DISPLAY OF HOTLINE POSTER(S)

52.204-4 AUG 2000 PRINTED OR COPIED DOUBLE-SIDED ON RECYCLED

PAPER

52.204-7 APR 2008 CENTRAL CONTRACTOR REGISTRATION

52.204-10 JUL2010 REPORTING EXECUTIVE COMPENSATION AND FIRSTTffiRSUBCONTRACTAWARDS

52.209-6 SEP 2006 PROTECTING THE; GOVERNMENT'S INTEREST WHEN

SUBCONTRACTING WITH CONTRACTORS DEBARRED,

SUSPENDED, OR PROPOSED FOR DEBARMENT

52.211-15 APR 2008 DEFENSE PRIORITY AND ALLOCATION

REQUIREMENTS

52.215.2 MAR 2009 AUDIT AND RECORDS - NEGOTIATION, ALTERNATE I

52.215-8 OCT 1997 ORDER OF PRECEDEN~E - UNIFORM CONTRACT

FORMAT

1-1
NNAllAA19C SECTION I

52.215-11 OCT 1997 PRICE REDUCTION FOR DEFECTIVE COST OR PRICING

DATA -- MODIFICATIONS

52.215-13 OCT1997 SUBCONTRACTOR COST OR PRICING DATA --

MODIFICATIONS

52.215-15 OCT 2004 PENSION ADJUSTMENTS AND ASSET REVERSIONS

52.215-17 OCT 1997 WAIVER OF FACILITIES CAPITAL COST OF MONEY

52.215-18 JUL2005 REVERSION OR ADJUSTMENT OF PLANS FOR

POSTRETIREMENT BENEFITS (PRB) OTHER THAN

~PENSIONS

52.215-21 OCT 1997 REQUIREMENTS FOR COST OR PRICING DATAOR

INFORMATION OTHER THAN COST OR PRICING DATAMODIFICATIONS

52.215-23 OCT 2009 LIMITATIONS ON PASS-THROUGH CHARGES

52.216-7 DEC 2002. ALLOWABLE COST AND PAYMENT (Insert "30th"in

paragraph (a)(3)

52.216-8 MAR 1997 FIXED FEE

52.217-8 NOV 1999 OPTION TO EXTEND SERVICES (Insert "30 days")

52.217-9 MAR 2000 OPTION TO EXTEND THE TERM OF THE CONTRACT

(Insert "15 days" emd "30 days" in paragraph (a). Insert "5

years" in paragraph (c).)

52.219-4 JUL2009 NOtICE OF PRICE EVALUATION PREFERENCE FOR

HUBZONE SMALL BUSINESS CONCERNS

To Be Completed bv Offeror: "0 Offeror elects to waive the

evaluation preference" in paragraph (c).

52.219-8 MAY 2004 UTILIZATION OF SMALL BUSINESS CONCERNS

52.219-9 APR2008 SMALL BUSiNESS SUBCONTRACTING PLAN (ALT II)

(OCT 200'1)

52.219-16 JAN 1999 LIQUIDATED DAMAGES SUBCONTRACTING PLAN

52.219-23 OCT 2008 NOTICE OF PRICE EVALUATION ADJUSTMENT FOR

SMALL DISADVANTAGED BUSINESS CONCERNS (ALT

I) (JUN 2003)

Insert "10 percent" in paragraph (b)(l).

To Be Completed bv Offeror: "0 Offeror elects to waive the

adjustment" in paragraph (c).

52.219-25 OCT 1999 SMALL DISADVANTAGED BUSINESS PARTICIPATING

PROGRAM - DISADVANTAGED STATUS AND

REPORTING

52.219-28 APR 2009 POST-AWARD SMALL BUSINESS PROGRAM

REREPRESENTATION

52.222-2 JUL 1990 PAYMENT FOR OVERTIME PREMIUMS (Insert: "$0" in

paragraph fa)

52.222-3 JUN 20.03 ,CONVICT LABOR

52.222-21 FEB 1999 PROHIBITION OF SEGREGATED FACILITIES.

52.222-26 MAR 2007 EQUAL OPPORTVNITY

52.222-35 SEP 2006 EQUAL OPPORTUNITIES FOR SPECIAL DISABLED

VETERANS, VETERANS OF THE VIETNAM ERA AND

1-2
NNAllAA19C SECTION I

,OTHER SPECIAL VETERANS

52.222-36 JUN 1998 AFFIRMATIVE ACTION FOR WORKERS WITH

DISABILITIES

52.222-37 SEP 2006 EMPLOYMENT REPORTS ON SPECIAL DISABLED

VETERANS, vETERANS OF THE VIETNAM ERA, AND

OTHER ELIGIBLE VETERANS

52.222-50 FEB 2009 COMBATING TRAFFICKING IN PERSONS

52.222-54 JAN 2009 EMPLOYMENT ELIGIBILITY VERIFICATION

52.223-6 MAY 2001 DRUG-FREE WORKPLACE

52.224-1 APR 1984 PRIVACYACTNOTIFICATION

52.224-2 APR 1984 PRIVACY ACT

52.225-1 FEB 2009 BUY AMERICAN ACT-SUPPLIES

52.225-13 JUN 2008 RESTRICTIONS ON CERTAIN FOREIGN PURCHASES

52.227-1 'DEC 2007 AUTHORIZATION AND CONSENT (ALT I) (APR 1984)

52.227-2 DEC 2007 NOTICE AND AssiSTANCE REGARDING PATENT AND

COPYRIGHT INFRINGEMENT

52.227-11 DEC 2007 PATENT RIGHTS-OWNERSHIP BY THE CONTRACTOR

52.227-14 DEC 2007 RIGHTS IN DATA- GENERAL (DEC 2007)(ALT II) (Insert:

• Use (except for manufacture) by support service

contractors.

• Evaluation by nongovernment evaluators .

• Use (except for manufacture) by other contractors

participating in the Government's program of which the

specific contract is part.

at the end ojparagraph(a))(DEC 2007) (ALT III) (DEC

2007)(AS MODWIED BYNFS 1852.227-14, RIGHTS IN

DATA-GENERAL)

52.227-16 JUN 1987 ADDITIONAL DATA REQUIREMENTS

52.227-17 DEC 2007 RIGHTS IN DATA- SPECIAL WORKS (AS MODIFIED BY ,

NFS 1852.227-17, RIGHTS IN DATA- SPECIAL WORKS)

52.228-7 MAR 1996 INSURANCE-LIABILITY TO THIRD PERSONS

52.230-2 OCT 2008 COST ACCOUNTING STANDARDS

52.230-3 OCT 2008 . DISCLOSURE AND CONSISTENCY OF COST

ACOCUNTINGOF"RACTICES '

52.230-6 MAR 2008 ADMINISTRATION OF COST ACCOUNTING

STANDARDS

52.232-17 OCT 2008 INTEREST

52.232-20 APR 1984 LIMITATION OF COST

52.232-22 APR 1984 LIMITATION OF FUNDS

52.232-23 JAN 1986 ASSIGNMENT OF CLAIMS

52.232-25, OCT 2008 , PROMPT PAYMENT (ALT I) (FEB 2002)

52.232-33 OCT 2003 PAYMENT BY ELECTRONIC FUNDS TRANSFER -

CENTRAL CONTRACTOR REGISTRATION

52.233-1 JUL2002 DISPUTES (ALTERNATE I) (DEC 1991)

1-3

',,-
. r

I

NNAIIAA19C

52.233-3 AUG 1996

52.233-4 OCT 2004

52.237-3 JAN 1991

52.239-1 AUG 1996

52.242-1 APR 1984

52.242-3 MAY 2001

52.242:'4 JAN 1997

52.242-13 JUL 1995

52.243-2 AUG 1987

52.244-2 JUN 2007

52.244-5 DEC 1996

52.244-6 AUG 2009

52.245-1 ' JUN 2007

52.245.9 ' JUN 2007

52.247-1 FEB 2006

52.249-6 MAY 2004

52.249-14 APR 1984

52.251-1 APR 1984

52.253.1 JAN 1991

SECTION I

PROTEST AFTER AWARD (ALT I) (JUN 1985)

APPLICABLE LAW FOR BREACH OF CONTRACT

CLAIM' , '

CONTINUITY OF SERVICES

PRIVACY OR SECURITY SAFEGUARDS

NOTICE OF INTENT TO DISALLOW COSTS

PENALTIES FOR UNALLOWABLE COSTS

CERTIFICATION OF FINAL INDIRECT COSTS

BANKRUPTCY

CHANGES-COST-REIMBURSEMENT (ALT II) (APR 1984)

SUBCONTRACTS (Insert: "rfjij" in paragraphs (d) and (j))

(ALT 1) (JUN 2007)

COMPETITION IN SUBCONTRACTING

SUBCONTRACTS FOR COMMERCIAL ITEMS

GOVERNMENT PROPERTY

USE AND CHARGES

COMMERCIAL BILL OF LADING NOTATIONS

TERMINATION (COST-REIMBURSEMENT)

EXCUSABLE DELAYS

GOVERNMENT SUPPLY SOURCES

COMPUTER 9?NERATED FORM/S

"! 'i"'

II. NASA FAR SUPPLEMENT (48 CFR CHAPTER 18)

I'

!

CLAUSE NO.

1852.203-70 .

1852.209.72

1852.216.89

1852.219.74

1852.219-75

1852.219-76

1852.223-74

1852.227.11

}852.228-75

1852.235.70

1852.237-72

1852.237-73

1852.242-78

1852.243-71

DATE

JUN 2001'

DEC 1988

JUL 1997

SEP 1990

MAY 1999

ruL 1997

MAR 1996

OCT 1998

DEC 2006

JUN 2005

JUN 2005

APR 2001

MAR 1997

TITLE

DISPLAY OF INSPECTOR GENERAL HOTLINE POSTERS

COMPOSITION OF THE CONTRACTOR

ASSIGNMENT AND RELEASE FORMS

USE OF RURAL AREA SMALL BUSINESSES

SMALL BUSINESS SUBCONTRACTINREPORTING

NASA 8 PERCENT GOAL

DRUG- AND ALCOHOL-FREE WORKPLACE

PATENT RIGHTS-RETENTION BY THE CONTRACTOR'

(SHORT FORM)**Modifies FAR Clause 52.227-11**

MINIMUM INSURANCE COVERAGE

CENTER FOR AEROSPACE INFORMATION

ACCESS TO SENSITIVE INFORMATION

RELEASE OF SENSITIVE INFORMATION

EMERGENCY MEDICAL SERVICES AND EVACUATION

SHARED SAVINGS . '.' ,

(End of clause )

1-4
NNAllAA19C SECTION I , ' ,

1.2. PERSONAL IDENTITY VERIFICATION OF CONTRACTOR PERSONNEL

(FAR 52.204-9)' (SEP 2007)

(a) The Contractor shall comply with agency personal identity verification procedures

identified in the contract that implement Homeland Security Presidential Directive-12 (HSPD12), Office of Management and Budget (OMB) guidance M-05-24 and Federal Informatism

Processing Standards Publication (FIPS PUB) Number 201.

(b) The Contractor shall insert this clause in all subcontracts when the subcontractor is

required to have routine physical access to a Federally-controlled facility and/or routine access to

a Federally-controlled information system.

FIPS 201 graphically displays the following proc~dure for the issuance of a PIV credential.

", .,

,:' ," .., ",

.. . ','" . .:'.- .~>;',".:'"':' ':".

'. Number. ;ndlc"iire Funcr/onal Ar~ac of

," ", . ":,RKpDmsJbfIJry .. ,'-',"

:, . G~en ;~"'oil~ri.S',"~";~ge' '"'::'.

:. 'Chai~_.,!'T,.,.,.:r,~,.ldftnt1ty Vel'fflll;'atlcm" .

, ' .. ::.-.~".._::.~:.:..:.. ::~ ,. :', :<...:.;. ":':;.,:::.: :.::.:;:~:'.:.

Figure A-I, FIPS 201, Appendix A

.' "

"

The following steps describe the proceduresfor,the NASA Personal Identity Verification Card

Issuance (PCI) of a PIV credential:

Step 1:

The Contractor's Corporate Security Officer (CSO), Program Manager (PM), or Facility Security

Officer (FSO) submits a formal letter that provides a list of contract employees (applicant) names

requesting access to the NASA Contracting Officer's Technical Representative (COTR). In the

caseofa foreign national applicant,'approval through the NASA Foreign National Management

System (NFNMS) must be obtained for the visit or assignment before any processing for a PIV

credential can take place. Further, if the foreign national is not under a contract where a COTR

has been officially designated, the foreign national will provide the information directly to their

visit/assignment host, and the host sponsor will fulfill the duties of the COTRmentioned herein.

, In each case, the letter shall provide notification of the contract or foreign national employee's

(hereafter the "applicant") full name (first, middle and last), social security number (SSN) or

NASA Foreign National Management System Visitor Number if the foreign nat'ional does not

1-5
NNAllAA19C SECTION I

I'

I

have a SSN, and date of birth. If the cont~act employee has a current satisfactorily completed

National Agency Check with Inquiries (NACI) or an equivalent or higher degree of background

.investigation, the letter shall indicate the type of investigation, the agency completing the

investigation, and date the investigation was completed. Also, the letter must specify the

risk/sensitivity level associated with the position in which each applicant will be working (NPR

1600.1, ~4.5 is germane) Further, the letter shall also acknowledge that contract employees may

be denied access to NASA information or information systems based on an unsatisfactory

background investigation/adjudication ..

After reviewing the letter for completeness and concurring with the risk/sensitivity levels, the

COrR/host must forward the letter to the Center Chief of Security (CCS). The CCS shall review

the O'PM databases (e.g., DCII, PIP, et aI.), and take appropriate steps to validate the applicant's

investigation status. Requirements fora NAClor other investigation shall be initiated only if

necessary.

Applicants who do not currently possess the required level of background investigation shall be

directed to the e-QIP web site to complete the necessary background investigation forms online.

The CCS shall provide to the COTR/host information and instructions on how to access the eQIP for each contract or fo~eign national employee requiring access

Step 2:

Upon acceptance of the letter/backgroundinformation, the applicant will be advised that in order

to complete the investigative process, he or she'niust appear in-person before the authorized PIV

registrar and submit .two forms of identity source documents in original form. Theidentity

source documents must come from the list 'of acceptable documents included in Form 1-9,

Employment Eligibility Verification, one which must be a Federal! or State issued picture

identification. Fingerprints will be taken at this time. The applicant must appear no later than

the entry on duty date.

When the applicant appears, the registrar will electronically scan the submitted documents; any

document that appears invalid will be rejected bythe registrar. The registrar will capture

electronically both a facial image and fingerprints of the applicant. The information submitted by

the applicant will be used to create or update the applicant identity record in the Identity

Management System (lDMS). .

Step 3:

Upon the applicant's completion of the investigative document, the CCS reviews the .

information, and resolves discrepancies with the applicant as necessary. When the applicant has:

appeared in person and completed fingerprints, the package is electronically submitted to initiate

the NACI. The CCS includes a request for feedback on the NACportion of the NACI at the time

the request is submitted.

Step 4: . '.' .

Prior to authorizing physical access of a contractor employee to a federally-controlled facility or

access to a Federal information system, the CCS will ensure that a check has been performed

with the National Crime Information Center (NCIC) and Interstate Identification Index. In the

I A non"PIVgovernmimt identification badge, including the NASA Photo Identification Badge, MAY NOT BE

USED for the original issuance of a PIV vetted credential

1-6
NNAllAA19C SECTION l

case of a foreign national, a national check of the Bureau of Immigration and Customs

Enforcement (BICE) database will be performed for each applicant. If this process yields

negative information, the CCS .will immediately notify the 'COTR!host of the determination

regarding access made by the CCS.

Step 5:

Upon receipt of the completed NAC, the.CCS will update IDMS from the NAC portion of the

NACI and indicate the result Ofthe suitability determination. If an unsatisfactory suitability

determination is rendered, the COTR will advise the contractor that the employee is being denied

physical access to all federally-controlled facilities and Federal info~ation systems.

Based on a favorable NAC and NCICIIII or BIeE check, the CCS will authorize the issuance of

a PIV federal credential in the Physical Access Control System (PACS) database. The CCS,

based on information provided by the COTR/host, will determine what physical access the

applicant should be granted once the PIV issues the credential.

Step 6:

Using the information provided;by the applicant during his or her in-person appearance, the PIV

card production facility creates cirtdinstantiates the approved PIV card for the applicant with an

activation date commensurate with the applicant's start date.

Step 7:

The applicant proceeds to the credential issuance facility to begin processing for receipt of

his/her federal credentral.

The applicant provides to the credential issuing operator proof of identity with documentation

that meets the requirements ofFIPS 201 (DHS Employment Eligibility Verification (Form 1-9)

documents. These documents must be the same documents submitted for registration.

The credential issuing operator will verify that the facial image, and optionally reference finger

print, matches the enrollment data used to produce the card. Upon verification of identity, the.

operator will locate the employee's recordin the PACS database, and modify the record to

.indicate the PIV card has been issued. Theapplicarit will select a PIN for use with his or her new

PIV card. Although root data is inacce~sible to;the operator, certain fields(hair color, eye color,

et al.) may be modified to more accurately record 'the employee's information.

The applicant proceeds~to a kiosk or other workstation to complete activation of the PIV card

using the initial PIN entered at card issuance.

'- ALTERNATIVE FOR APPLICANTS WHO DO NOT HAVE A COMPLETED AND

ADJUDICATED NAC AT THE TIME OF ENTRANCE ON DUTY

Steps 1 through 4 shall be accomplished for all applicants in accordance with the process

described above. If the applicant is unable to appear in person until the time of entry on duty, or

does not, for any other reason, have a completed and adjudicated NAC portion of the NACI at

the time of entrance on duty, the following interim procedures shall apply.

1. If the documents required to submit the NACI have not been completed prior to EOD, the

applicant will be instructed to complete. all remaining requirements for submission of the

investigation request. This includes presentation of 1-9 documents and completion of

fingerprints, if not already accomplished. If the applicant fails to complete these

1-7
NNAIIAA19C SECTION I

activities as prescribed in NPR 1600.1 (Chapters 3 & 4), it may be considered as failure

to meet the conditions required for physical access to a federally-controlled facility or

access tqa Federal information system, and result in denial of such access.

2. Based on favorable results of the NCIC, the applicant shall be issued a temporary NASA

identification card for a period noHo-exceed sjx months. If at the end of the six month

period the NAC results have not been returned, the agency will at that time make a

determination if an additional extension will be granted for the temporary identification

card.

3. Upon return of the completedNAC, the process will continue from Step 5.

_, (End of clause)

1.3 NOTIFICATION OF OWNERSHIP CHANGES (FAR 52.215-19) (OCT 1997)

(a) The Contractor shall make the following notifications in writing:

(1) When the Contractor becomes aware that a change in its owner~hip has occurred, or is

certain to occur, that could result in changes in the valuation of its capitalized assets in the

accounting records, the Contractor shall notify the Administrative Contracting Officer (ACO)

within 30 days. J

(2) The Contractor shall also notify the ACO within 30 days whenever changes to asset

valuations or any other cost changes have occurred or are certain to occur as a result of a change

in ownership. '

(b) The Contractor shall-

(1) Maintain current, accurate, and.complete inventory records of assets and their costs; ,

J , ,.

(2) Provide the ACO or designated representative ready access to the records upon request; ;

(3) Ensure that all individual and grouped assets, their capitalized values, accumulated

depreciation or amortization, and remaining useful lives are identified accurately before and after

each of the Contractor's ownership changes; and

(4) Retain and continue to maintain depreciation and amortization schedules based on the

asset records maintained before each Contractor ownership change .

.(c) The Contractor shall include the substan~e,oHhis clause in all subcontracts under this

contract that meet the applicability requirement of FAR 15A08(k).

(End of clause)

1.4 FAR 52.227-23 RIGHTSTO PROPOSAL DATA(TECHNICAL~ (JUN 1987)

Except for data contained on pages TBD,it is agreed'that as a condition of award of this contract,

and notwithstanding the conditions.of any notice appearing thereon, the Government shall have

unlimited l'ights (as defined in the "Rights in Data-General" clause contained in this contract)

in and to the technicaLdata contained in the'proposal dated 11/8/2010, upon which this contract

is based.

(End of clause)

1-8
NNAllAA19C

1.5 AUTHORIZED DEVIATIONS IN CLAUSES (FAR 52.252-6) (APR 1984)

SECTION I

(a) The use in this solicitation or contract of any Federal Acquisition Regulation (48 CFR

Chapter 1) clause with an authorized deviation is indicated by the addition of "(DEVIA nON)" .

after the date of the clause.

(b) The use in this solicitation or contract of any NASA FAR Supplement (48 CFR CHAPTER . . . J

.18) clause with an authorized deviation is indicated .by the ad~ition of "(DEVIA nON)" after the

name of the regulation. . ..

(End of clause)

1.6 SECURITY REQUIREMENTS FOR UNCLASSIFIED INFORMATION

TECHNOLOGY RESOURCES (NFS 1852.204-76) (OCT 2009) (DEVIATION)

(a) The Contractor shall protect the confidentiality, integrity, and availability of NASA

Electronic Information .and IT resources and protect NASA Electronic Information from

unauthorized disclosure.

(b) This clause is applicable to .all NASA contractors and subcontractors that process,

manage, access, or store unclassified electronic information, to inClude Sensitive But

Unclassified (SBU) information, for NASA in support of NASA's missions, programs; projects

and/or institutional requirements. Applicable'requirements, regulations, policies, and guidelines.

are identified in the Applicable Documents List (ADL) provided as an attachment to the contract.

The documents listed in the ADL can be found at:

www.nasa.gov/offices/ocio/itsecllrity/index.html. For policy information considered sensitive,

the documents will be identified as such in the ADL and made available through the Contracting:

Officer.

(c) Definitions

(1) IT resources means any hardware or software or interconnected system or subsystem.

of equipment, that is used to process, manage, access, or store electronic information. .

(2) NASA Electronic Information is any data (as defined in th~ Rights in Data clause of

this contract) or information (including information incidental to c<;mtract administration, such as

financial, administrative, cost or pricing, or management information) that is processed,

managed, accessed or stored on an IT system(s) in the performance of a NASA contract.

(3) IT Security Management Plan -- This plan shall describe the processes and procedures

that will be followed to ensure appropriate security of IT resources that are developed, processed,

or used under this contract.

r

(4) IT Security Plan -this is aFISMA requirement; see the ADL for applicable

requirements.

,:.\ ' "

Within 30 days after contract award, the Contractor shall develop and deliver an IT

Security Management Plan (to be incorporated into the contract in Section J.1(a)3). The

delivery address and approval authority will be included in the ADL.

/

1-9
NNAllAA19C SECTION I'

~.... ~.~ \

i

I i

I

I

I

i

I

All contractor personnel requiring physical or logical access to NASA IT resources must

complete NASA's annual IT Security Awareness training. Refer to the IT Training policy located

in the IT Security website at https:llitsecurity.nasa.gov/policies/index.html.

(d) The Contractor shall afford Government access to the Contractor's and subcontractors'

facilities, installations, operations, documentation, databases, and personnel used in performance •

of the contract. Access shall be provided to the extent required to carry out a program of IT

inspection (to include vulnerability testing), investigation and audit to safeguard against threats '

and hazards to the integrity, availability, and confidentiality of NASA Electronic Information or

to the function oflT systems operated on behalf of NASA; and to preserve evidence of computer

crime.

(e) At the completion ofthe contract, the contractor shall return all NASA: information and

IT resources provided to the Contractor during the performance of the contract in accordance

with retention documentation available in the ADL. The Contractorshall provide a listing of all

NASA Electronic information and IT resources generated in performance of the contract. At that:

time, the Contractor shall request disposition instructions from the Contracting Officer. The

Contracting Officer will provide disposition instructions. within 30 calendar days of the

contractor's request.

, .

(f) The Contracting Officer may waive specific requirements of this clause upon request of

the contractor. The Contractor shall provide all relevant infOlmation requested by the

Contracting Officer to support the waiver request.

The Contractor shall insertthis clause, including this paragraph in all subcontracts that process,

manage, access or store NASA Electronic Infonnation in support of the mission of the Agency.

(End of clause)

1.7 OMBUDSMAN (NFS 1852.215-84) (OCT 2003) (ALTERNATE n(JUN 2000)

(a) An ombudsman has been appointed"to hear and facilitate the resolution of concerns from

Offerors, potential Offerors, andcontractdii during the pre-award and post-award phases of this

acquisition. When requested, the ombudsman will maintain strict confidentiality as to the source

of the concern. The existence of the ombudsman is not to diminish the authority of the .

contracting officer, the Source Evaluation Board, or the selection official. Further, the

ombudsman does not participate in the evaluation of proposals, the source selection process, or

the adjudication of formal contract disputes. Therefore, before consulting with an ombudsman,

interested parties must first address their concerns, issues, disagreements, and/or

recommendations to the contracting officer for resolution. .

(b) If reSolution cannot be made by the contnlctirigofficer, interested parties may contact the

installation ombudsman,

NASA Ames Research Center

Lewis S. Braxton, III; Director of Center Oper~tions; MIS 200-8

P. O. Box 1

Moffett Field, CA94035-0001

Telephone: (650) 604-5068 FAX: (650) 604-1668

Email: Lewis.s.Braxton@nasa.gov

1-10
NNAllAA19C SECTION I

.,

Concerns, issues, disagreements, and recommendations which cannot be resolved at the

installation may be referred to the NASA ombudsman, the Director of the Contract Management

Division, at 202-358-0445, facsimile 202-358-3083, e-maiIjames.a.balinskas@nasa.gov. Please

do not contact the ombudsman to request copies of the solicitation, verify offer due date, or

clarify technical requirements. Such inquiries shall be directed to the contracting officer or as

specified elsewhere in this document.

(c) Ifthis is a task or delivery order contract, the ombudsman shall review complaints from

contractors and ensure they are afforded a fair opportunity to be considered, consistent with the

procedures of the contract.

(End of clause)

1.8 NOTIFICATION OF EMPLOYEE RIGHTS UNDER THE NATIONAL LABOR

RELATIONS ACT (FAR 52.222-99) (DEVIATION) (JUNE 2010)

(a) During the term of this contract, the COhtractor shall post a notice, of such size and in such

form, and containing such content as prescribed by the "Secretary of Labor, in conspicuous places

in and about its plants and offices where employees covered by the National Labor Relations Act

engage in activities relating to the performance of the contract, including all places where notices

to employees are customarily posted both physically and electronically, in the languages

employees speak, in accordance with 29 CFR 471.2 (d) and (t).

(l) Physical posting of the employee notice shall be in conspicuous 'places in and about the

Contractor's plants and offices so that the notice is prominent and readily seen by employees

who are covered by the National Labor Relation Act and engage in activities related to the

performance of the contract. .

(2) If the Contractor customarily posts notices to employees electronically, then the

Contractor shall also post the required notice electtonically by displaying prominently, on any

website that is maintained by the Contractor and is customarily used for notices to employees

about terms and conditions of employment, a link to the Department of Labor's website that

contains the full text of the poster. The link to the Department's website, as referenced in (b)(3)

of this section, must read, "Important Notice about Employee Rights to Organize and Bargain

Collectively with Their Employers." .

(b) This required notice, printed by the Department of Labor, may be-

(1) Obtained from the Division of Interpretations and Standards, Office of LaborManagement Standards, U.S. Department of Labor, 200 Constitution Avenue, NW, Room N5609, Washington, DC 20210, (202) 693-0123, or from any field office of the Office of LaborManagemeht Standards or Office of Federal Contract Compliance Programs; -

(2) Provided by the Federal contracting agency, if requested];

(3) Downloaded from the Office of Labor-Management Standards web site at

www.doI.gov/olms/regs/compliance/EOI3496; or

(4)Reproduced and used [as] exact duplicate copies of the Departrnent of Labor's official

poster. . .'i

(c). The required text of the Employee Notification referred to in this clause is located at

Appendix A, Subpart A, 29 CFR Part 471. '

}.))
NNAIIAA19C SECTION I;.

(d) The Contractor shall comply with all provisions of the Employee Noticeand related rules,

regulations, and orders of the Secretary of Labor.

(e) In the event that the Contractor does not comply with the requirements set forth in

paragraphs (a) through (d) of this clause, this. contract inay be terminated or suspended in whole

or in part, and the Contractor may be suspended or debarred in accordance with 29 CPR 471.14

and PAR Subpart 9.4. Such other sanctions or remedies may be imposed as are provided by 29

CPR Part 471, which implements E.O. 13496 or as otherwise provided by law.

(f) Subcontracts. (1) The Contractor shall include the substance of this clause, including this

paragraph (f), in every subcontract that exceeds $10,000 and will be performed wholly or'

partially in the United States, unless exempted by the rules, regulations, Qrorders of the

Secretary of Labor issued pursuant to Section 3 of Executive Order 13496 of January 30, 2009,

so that such provisions will be binding upon each subcontractor.

(2) The Contractor is not permitted to procure supplies or services in a way designed to avoid

the applicability of Executive Order 13496 or this subpart.

(3) The Contractor shall take such action with respect to any such subcontract as may be

directed by the Secretary of Labor as a means of enforcing such provisions, including the

imposition of sanctions for non compliance.

(4) However, if the Contractor becomes involved in litigation with a subcontractor, or is

threatened with such involvement, as a result of such direction, the Contractor may request the

United States; through the Secretary of Labor, to enter into such litigation to protect the interests

of the United States.

(End of clause)

[END OP SECTION]

1-12
NNAllAA19C SECTIONJ

PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACHMENTS

SECTION J - LIST OF ATTACHMENTS

J.t LIST OF DOCUMENTS, EXHIBiTS, AND ATTACHMENTS (ARC 52.211-90)

(FEB 1997)

(a) 'The following documents, exhibits, and attachments are included in the solicitation andresulting contract. Representations and certifications completed by the contractor in response to

this solicitation are incorporated by reference in the resulting contract at time of award.

1~~~N~'~O ..}.;n:::.: ..:.:.~~t:

'/~;\:;

1

2

3

4

5

6

7

8

9

Statement of Work

Contract Data Requirements List (CDRL)

Contractor's IT Security Management Plan*,per CDRL

item #8' ,

List of Government Furnished Property

Contractor's Safety and HealthPlan*, per CDRL item #5

Contractor's Organizational Conflicts of Interest Avoidance

Plan*, per CDRL, item #10

Contractor's Small Business Subcontracting Plan

Contractor's Small Business Subcontractirig'Plan'Goals

Contractor's Final Facility Security:Plan*, per CDRL item

#20

1.6

G.l

H.2

SOW

VIlLA

12/08/2010

12/08/2010

TBD

12/08/2010

TBD

TBD

11/08/2010

11/08/2010

TBD

No. of., ,R~:';~~m\:

24

13

9

36

j

*To be incorporated at time of award or by subsequent modification. See CDRL for post-award due

dates.

[END OF SECTION]

J-1