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SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

(1) SUPPLIES/SERVICES

70B - PART I, SECTION B OF THE SCHEDULE

Quantity Unit Price
Item No Supplies/Services Purch Unit Total Item Amount

0001 CLIN sec class: U 1 *
JO *

noun: EELV LOW COST CONCEPT VALIDATION
acrn: XA nsn: N
site codes cqa: D acp: D fob: D
pr/mipr data: FY7616XXXXXXX
type contract: J (Firm Fixed Price)

descriptive data: The Contractor shall furnish all necessary supplies and services to perform program management, systems engineering, demonstration efforts and trade studies in accordance with Attachment 1, entitled "System Performance Document (SPD) Evolved Expendable Launch Vehicle (EELV), Low Cost Concept Validation (LCCV) Module," dated *, and Attachment 3, entitled "Integrated Task and Management Plan (ITAMP) EELV, LCCV Module," dated *, attached hereto and made a part hereof. (3600 funds)

0002 CLIN sec class: U 1 NSP
LO NSP
noun: DATA AND REPORTS
acrn: nsn: N
site codes cqa: D acp: D fob: D
pr/mipr data:
type contract: J

descriptive data: The Contractor shall furnish all data and reports in accordance with Exhibit A entitled "Contract Data Requirements List (CDRL) EELV, LCCV Module" dated *, attached hereto and made a part hereof. (The cost of this item is included in the cost of Item 0001.)

SECTION C - DESCRIPTION/SPECIFICATIONS/WORK STATEMENT

See Attachments 1 and 3.

SECTION D - PACKAGING AND MARKING

Packaging and marking of deliverable items called for hereunder shall be in accordance with Contractor's best commercial methods to insure safe arrival at destination.

SECTION E - INSPECTION AND ACCEPTANCE

(1) The place of final inspection and acceptance for the contract work called for in SECTION B above, shall be the Contractor's plant, except for data and reports which shall be HQ Space and Missile Systems Center/XRV/2435 Vela Way, Suite 1613, Los Angeles AFB, CA 90245-5500.

(2) Pursuant to FAR 52.252-2, "CLAUSES INCORPORATED BY REFERENCE," the following clauses are incorporated herein by reference.

I. FEDERAL ACQUISITION REGULATION (1990 EDITION) (48 CFR CHAPTER 1) CLAUSES
PARAGRAPH TITLE

52.246-4 INSPECTION OF SERVICES--FIXED-PRICE (FEB 1992)(FAC 90-9)
52.246-9 INSPECTION OF RESEARCH AND DEVELOPMENT (SHORT FORM) (APR 1984)
52.246-16 RESPONSIBILITY FOR SUPPLIES (APR 1984)

II. DEPARTMENT OF DEFENSE FEDERAL ACQUISITION REGULATION SUPPLEMENT (1991 EDITION) (48 CFR CHAPTER 2) CLAUSES: NONE ARE APPLICABLE

(3) THE FOLLOWING CLAUSES OF SPACE AND MISSILE SYSTEMS CENTER FAR SUPPLEMENT ARE APPLICABLE TO THIS CONTRACT:

5352.227-9000 REQUIREMENTS FOR DATA ACCEPTANCE - EXHIBIT (APR 1984) - SMC FAR SUPPLEMENT

The Contractor shall prepare and submit a DD Form 250 on a one time basis collectively accounting for all completed Exhibit Line/Subline Items which called for submission of data with a letter of transmittal.
SECTION F - DELIVERIES OR PERFORMANCE

(1) DELIVERY SCHEDULE

70F - PART I, SECTION F OF THE SCHEDULE

Delivery Schedule
Item No Supplies Schedule Data Quantity Date

0001 CLIN Del Sch sec class: U
acrn: XA
ship to: FY7611 1 AS REQ

descriptive data: Complete upon finalization of preliminary design no later than 15 months from date of contract award. (Tailored System Requirements Review (SRR) is to be held 4 months after contract award, and the tailored Preliminary Design Review (PDR) is to be held 12 months after contract award).

0002 CLIN Del Sch sec class: U
ship to: FY7611 1 AS REQ

descriptive data: As described in CDRL

(2) PERIOD OF PERFORMANCE

The Contractor shall accomplish the work called for in SECTION B above during the period commencing with award date in block 28 of Standard Form 33 and ending 15 months thereafter.

(3) Pursuant to FAR 52.252-2, "CLAUSES INCORPORATED BY REFERENCE," the following clauses are incorporated herein by reference.

I. FEDERAL ACQUISITION REGULATION (1990 EDITION) (48 CFR CHAPTER 1) CLAUSES

PARAGRAPH TITLE

52.212-13 STOP-WORK ORDER (AUG 1989)
52.247-34 F.O.B. DESTINATION (NOV 1991) (FAC 90-8)

II. DEPARTMENT OF DEFENSE FEDERAL ACQUISITION REGULATION SUPPLEMENT (1991 EDITION) (48 CFR CHAPTER 2) CLAUSES: NONE ARE APPLICABLE
SECTION G - CONTRACT ADMINISTRATION DATA

(1) ACCOUNTING AND APPROPRIATION DATA

Appropriation/Lmt Subhead/CPN Recip DODAAD Obligation
ACRN Acct Class data Supplemental Accounting Classification Amount

AA ACCOUNT ** **
UNCLASSIFIED

pr/mipr data: **

descriptive data: **

XA SPECIAL ACRN ESTABLISH
UNCLASSIFIED

descriptive data: ACRN XA is a SPECIAL ACRN established for multiple funding of contract line item 0001 and, therefore, will never be associated with any accounting and appropriation data. Pay in the following order up to the limit specified for each component ACRN:

AA - $**

(2) INITIATOR OF PR: SMC/FM

(3) PROJECT OFFICER: SMC/XRV

(4) PATENT INFORMATION shall be forwarded through the Administrative Contracting Officer to:

Staff Judge Advocate
Contracts and Patents Division (JAN)
HQ Space and Missile Systems Center (AFMC)
2435 Vela Way, Suite 1218
Los Angeles AFB, CA 90245-5500

(5) ELECTRONIC FUNDS TRANSFER PAYMENT REMITTANCE ADDRESS:

SECTION H - SPECIAL CONTRACT REQUIREMENTS

(1) THE FOLLOWING SPECIAL CONTRACT REQUIREMENTS IN AIR FORCE FAR SUPPLEMENT ARE APPLICABLE TO THIS CONTRACT:

5352.210-9000 ELIMINATION OF USE OF CLASS I OZONE DEPLETING SUBSTANCES (ODS) IN AIR FORCE PROCUREMENTS (OCT 1994)--AF FAR SUPPLEMENT

(a) It is the Air Force policy to preserve mission readiness while minimizing dependency on Class I Ozone Depleting Substances (ODS), and their release into the environment, to help protect the earth's stratospheric ozone layer.

(b) Unless a specific waiver has been approved, Air Force procurements:

(1) May not include any specification, standard, drawing or other document that requires the use of a Class I ODS in the design, manufacture, test, operation, or maintenance of any system, subsystem, item, component or process; and

(2) May not include any specification, standard, drawing or other document that establishes a requirement that can only be met by use of a Class I ODS;

(c) For the purposes of the Air Force policy, the following are Class I ODS:

(1) Halons: 1011, 1202, 1211, 1301 and 2402

(2) Chlorofluorocarbons (CFCs): CFC-11, CFC-12, CFC-13, CFC-111, CFC-112, CFC-113, CFC-114, CFC-115, CFC-211, CFC-212, CFC-213, CFC-214, CFC-215, CFC-216, and CFC-217, and the blends R-500, R-501, R-502, and R-503.

(3) Other controlled substances: carbon tetrachloride, methyl chloroform, and methyl bromide.

(d) The Air Force has reviewed the requirements specified in this contract to reflect this policy. Where considered essential, specific approval has been obtained to require use of the following substances:

Substance Application/Use Quantity (lbs)
None

(e) To assist the Air Force in implementing this policy, the Offeror/Contractor is encouraged, but not required, to notify the contracting officer if any Class I ODS not specifically listed above, is required in the performance of this contract. (Reference: AFAC 92-44)
(2) THE FOLLOWING SPECIAL CONTRACT REQUIREMENTS IN AIR FORCE MATERIEL COMMAND FAR SUPPLEMENT ARE APPLICABLE TO THIS CONTRACT:

5352.219-9001 INCORPORATION OF SUBCONTRACTING PLAN (JULY 1992)--AFMC FAR SUPPLEMENT

Special attention is invited to the clause at FAR 52.219-9, "Small Business and Small Disadvantaged Business Subcontracting Plan." The subcontracting plan contained in Attachment 4, dated *, is incorporated herein by reference. The small business goal is * %. The small disadvantaged business goal is * %.

5352.235-9001 APPLICATION FOR FREQUENCY AUTHORIZATION (JULY 1992)--AFMC FAR SUPPLEMENT

The Contractor must ensure that radio frequencies are available to support electromagnetic radiating devices in the intended environment and that adequate protection from interference can be provided to receiving devices. Accordingly, the Contractor shall submit DD Form 1494, "Application for Frequency Allocation" in triplicate to the buyer at the issuing office indicated on the cover of this document within 90 days after contract award. Instructions for preparing the form are contained in AFR 700-14, and on the form itself. The DD Form 1494 will be routed through the Administrative Activity Quality Control Office indicated on the cover of this document in accordance with paragraph 5.2 of AFR 700-14. Upon verification of frequency requirements, the Contractor shall submit, if required, information to prepare a "Standard Frequency Action Format (SFAF) Request" to the person and address specified above. Instructions for preparing an SFAF are contained in AFR 700-14. Attention is directed to the contract clause entitled "Frequency Authorization" contained in Section I.

5352.243-9000 ADVANCE CHANGE ADJUSTMENT AGREEMENT (JULY 1992)--AFMC FAR SUPPLEMENT

(a) Purpose. This clause establishes a procedure by which the parties agree to change this contract according to the Changes clause of this contract without an equitable adjustment to the contract price as specified in this subparagraph. The parties agree that each change not exceeding $100,000.00, which also does not affect the contract delivery or performance schedules or any other contract provision, shall be a change having no effect on the contract price. For cost contracts, there will be no fee adjustment for each change not exceeding $100,000.00 which does not affect contract delivery or performance, or any contract provision.

(b) Procedure. When it is proposed to make a change under the Changes clause and both parties agree that such a change will require no equitable adjustment as contemplated by subparagraph (a) of this clause, the Contractor shall submit a written proposal or offer to accomplish the proposed change without an equitable adjustment. If the contracting officer determines no adjustment is necessary, the Contractor's proposal may be accepted by issuing an executed copy of an AFMC Form 702 or SF 30. The modification shall (i) be issued under the Changes clause; (ii) cite this clause; (iii) reference the Contractor's proposal or offer; and (iv) direct the changes to be made. The issuance of the modification shall constitute acceptance of the Contractor's proposal or offer, shall be binding on both parties, and shall be a full, complete and final settlement for the directed changes.

5352.245-9000 BASE SUPPORT (JULY 1992)--AFMC FAR SUPPLEMENT

Base support will be provided by the Government to the Contractor in accordance with the provisions of this clause. Failure by the Contractor to comply with the provisions of this clause will release the Government, without prejudice, from its obligation to provide base support by the date(s) required. If warranted, and if the Contractor has complied with the provisions of this clause, an equitable adjustment will be made if the Government fails to provide base support by the date(s) required.

(a) Base support includes Government-controlled working space, material, equipment, services (including automatic data processing) or other support (excluding the use of the Defense Switched Network (DSN)) which the Government determines can be made available at, or through, any Air Force installation where this contract will be performed. All Government property in the possession of the Contractor, provided through the base support clause, will be used and managed in accordance with the Government Property clauses.

(b) The installations providing the support will be listed in subparagraph (e), and the Government support to be furnished by each installation under this contract will be listed in subparagraph (f).

(c) Unless otherwise stipulated in the contract schedule, support will be provided on a no-charge-for-use basis and the value will be a part of the Government's contract consideration.

(d) The Contractor agrees to immediately report (with a copy to the cognizant Contracting Administration Office (CAO)) inadequacies, defective Government Furnished Property (GFP) or nonavailability of support stipulated by the contract schedule, together with a recommended plan for obtaining the required support. The Government agrees to determine (within 10 workdays) the validity and extent of the involved requirement and the method by which it will be fulfilled (e.g., purchase, rental, lease, GFP). Additionally, the Contractor (or authorized representative) will not purchase, or otherwise furnish any base support requirement provided by the clause (or authorize others to do so), without the written approval of the contracting officer regarding the price, terms and conditions of the proposed purchase, or approval of other arrangements.

(e) Following are installations where base support will be provided:

(Installations are listed in Attachment 7)

(f) The Government support contemplated to be furnished under this contract is:

(Support Items are listed in Attachment 7)

Because of the nature and varied locations of the work performed, the value of such equipment is undeterminable. The Contractor shall not incur any cost resulting from nonsupport prior to contracting officer concurrence in accordance with the Base Support clause.

(3) THE FOLLOWING SPECIAL CONTRACT REQUIREMENTS IN SPACE AND MISSILE SYSTEMS CENTER FAR SUPPLEMENT ARE APPLICABLE TO THIS CONTRACT:

5352.215-9002 INCORPORATION OF SECTION K (APR 1984)--SMC FAR SUPPLEMENT

The provisions of SECTION K of PART IV of Request for Proposal
F04701-95-R-0009 as completed by the Offeror in its proposal, are incorporated herein by reference.

5352.217-9003 ASSOCIATE)--SMC FAR SUPPLEMENT

(a) It is recognized that success of the EELV Low Cost Concept Validation Module depends in part upon the compatibility of the equipment, data, and services of the various associate Contractors involved in the Program. This clause is intended to insure that there will be appropriate coordination and integration of work by the associate Contractors to achieve complete compatibility and to prevent unnecessary duplication of effort. By executing this contract, the Contractor assumes the responsibilities of an associate Contractor. For the purpose of this clause, the term Contractor includes subsidiaries, affiliates and organizations under the control of the Contractor (e.g., subcontractors).

(b) Work under this contract may involve access to proprietary or confidential data from an Associate Contractor. To the extent that such data is received by the Contractor from any Associate Contractor for the performance of this contract, the Contractor hereby agrees that any proprietary information received shall remain the property of the Associate Contractor and shall be used solely for the purpose of the system interface integration. Only that information which is received from another Contractor in writing and which is clearly identified as proprietary or confidential shall be protected in accordance with this provision. The obligation to retain such information in confidence will be satisfied if the Contractor receiving such information utilizes the same controls as it employs to avoid disclosure, publication, or dissemination of its own proprietary information. The receiving Contractor agrees to hold such information in confidence as provided herein so long as such information is of a proprietary/confidential or limited rights nature.

(c) The Contractor hereby agrees to closely cooperate as an associate Contractor with the other associate Contractors on this Program. This involves as a minimum:

(1) maintenance of a close liaison and working relationship;

(2) maintenance of a free and open information network with all Government-identified Associate Contractors;

(3) delineation of detailed interface responsibilities;

(4) entering into a written agreement with the other associate Contractors setting forth the substance and procedures relating to the foregoing, and promptly providing the Procuring Contracting Officer with a copy of same; and,

(5) receipt of proprietary information from the associate Contractor and transmittal of Contractor proprietary information to the associate Contractors subject to any applicable proprietary information exchange agreements between associate Contractors when, in either case, those actions are necessary for the performance of either.

(d) In the event that the Contractor and the associate Contractor are unable to agree upon any such interface matter of substance, or if the technical data identified is not provided as scheduled, the Contractor shall promptly notify the Procuring Contracting Officer and furnish the Contractor's recommended solution. The Government will determine the appropriate corrective action and the PCO will issue direction to the affected Contractor. The Contractor shall proceed in accordance with such direction subject to applicable contract provisions.

(e) The Contractor agrees to insert in all subcontracts hereunder which require access to proprietary information belonging to the Associate Contractor, a provision which shall conform substantially to the language of this clause, including this paragraph (e).

5352.245-9000 SPECIAL TOOLING AND TEST EQUIPMENT (APR 1984)--SMC FAR SUPPLEMENT

The Contractor is authorized to use during the performance of this contract, the special tooling and test equipment identified in Attachment 6A.

5352.245-9002 RENT-FREE USE OF GOVERNMENT-OWNED PROPERTY (JUN 1988)--SMC FAR SUPPLEMENT

The Contractor is authorized to use in the performance of this contract on a rent-free, non-interference basis, the Government-owned property identified in Attachments 6A and 6B, made available during the periods set forth in said Attachments.

(4) THE FOLLOWING ADDITIONAL SPECIAL CONTRACT REQUIREMENTS ARE APPLICABLE TO THIS CONTRACT:

52.228-5 INSURANCE--WORK ON A GOVERNMENT INSTALLATION (SEP 1989)--SMC IMPLEMENTATION

Pursuant to the clause hereof entitled "Insurance--Work on a Government Installation," the following kinds and minimum amounts of insurance are applicable in the performance of the work under this contract.

(a) Workers' Compensation and Employer's Liability Insurance. The Contractor shall comply with applicable Federal and State workers' compensation and occupational disease statutes. If occupational diseases are not compensable under those statutes, they shall be covered under the employer's liability section of the insurance policy, except when contract operations are so commingled with a Contractor's commercial operations that it would not be practical to require this coverage. Employer's liability coverage of at least $100,000 is required, except in States with exclusive or monopolistic funds that do not permit workers' compensation to be written by private carriers.

(b) General Liability Insurance. Bodily injury liability insurance coverage written on the comprehensive form of policy of at least $500,000 per occurrence is required.

(c) Automobile Liability Insurance. Automobile liability insurance written on the comprehensive form of policy is required. The policy shall provide for bodily injury and property damage liability covering the operation of all automobiles used in connection with performing the contract. Policies covering automobiles operated in the United States shall provide coverage of at least $200,000 per person and $500,000 per occurrence for bodily injury and $20,000 per occurrence for property damage. The amount of liability coverage on other policies shall be commensurate with any legal requirements of the locality and sufficient to meet normal and customary claims.

(d) Aircraft Liability Insurance. When aircraft are used in connection with performing the contract, aircraft public and passenger liability insurance coverage shall be at least $200,000 per person and $500,000 per occurrence for bodily injury, other than passenger liability, and $200,000 per occurrence for property damage. Coverage for passenger liability bodily injury shall be at least $200,000 multiplied by the number of seats or passengers, whichever is greater.

52.245-2 GOVERNMENT PROPERTY (FIXED-PRICE CONTRACTS) (DEC 1989)--SMC IMPLEMENTATION

(a) Pursuant to the Government Property clause, the Government shall furnish the Contractor the Government property identified in paragraph (b) below on or before the date(s) specified. If materials are to be furnished, the Contractor shall prepare the requisitioning documentation.

(b) GFP LISTING

Item Quantity Unit of Issue Date Required

As set forth in Attachment 6

H.1 Advanced Approval for Government/Contractor Interchanges

The Contractor or its representatives shall not contact Government personnel outside the EELV program office concerning the EELV program without first notifying the EELV Contracting Officer. For the purpose of this provision, "Government personnel outside the EELV program office" includes members of all branches of the United States Government and support Contractor personnel (e.g., personnel employed by the Aerospace Corporation) not assigned to the EELV program office. All interface between the Government and Contractor for the purpose of executing this contract shall be conducted in accordance with Special Contract Requirement H.4 of this contract. This provision does not apply to normal interfaces with the cognizant contract administration office.
H.2 Downselection APPROACH

(a) Purpose: This provision outlines the evaluation criteria the Government anticipates using to downselect Contractors to perform the EELV Pre-Engineering and Manufacturing Development (EMD) and EMD modules.

(b) Background: The EELV development program is divided into three contract modules. The first module, Low Cost Concept Validation (LCCV), is covered by this RFP. The second module, Pre-EMD, will be performed by two of the LCCV module Contractors. The Pre-EMD module will conclude with completion of a tailored Critical Design Review (CDR) at the system level. The third module, EMD, will be performed by one of the two Pre-EMD Contractors. The EMD module will conclude when the Contractor achieves initial operational capability (IOC) for both the medium and heavy lift variants. The Government intends to award separate contracts for each of these three modules. Proposal preparation costs for the Pre-EMD and EMD modules will not be allowed as direct charges.

(c) General Basis for Downselections:

(1) The Government will award the Pre-EMD and EMD modules to the Offeror(s) who can accomplish the requirements set forth herein and provide the best overall value to the Government, cost or price, schedule, and other factors considered. The Government reserves the right to award a contract to other than the lowest price Offeror after consideration of all factors.

(2) The Government will evaluate each Offeror's proposal and past performance to determine the source(s) to be selected. The Offeror must recognize the subjective judgment of the Government evaluators is implicit in the evaluation process. Throughout the evaluation, the Government will consider "corrective potential" when a deficiency is identified. Proposals unrealistic in terms of technical, cost/price, or schedule commitments will be deemed indicative of an inherent lack of comprehension of the complexity and risks of the requirements. Although not necessarily the determinative factor, cost or price will contribute substantially to the downselections.

(d) Specific Basis for Downselections: The Government intends to use the following criteria in selecting the Contractors to perform the Pre-EMD and EMD modules.

(1) Specific Evaluation Criteria: Specific evaluation criteria will be divided into four areas. These are, in descending order of importance, Affordability, System Requirements Satisfaction, Program Management and Instant Contract Cost. Although not an area, General Considerations will be evaluated and are last in order of importance. Each of the areas are described in greater detail below:

(i) Area 1 - Affordability: Factors for this area will be determined no later than the issuance of the first downselection solicitation. One factor will be the Offeror's Life Cycle Cost Estimate which will be evaluated for reasonableness, realism, and completeness.

(ii) Area 2 - System Requirements Satisfaction: Factors for this area will be determined no later than the issuance of the first downselection solicitation.

(iii) Area 3 - Program Management: Factors for this area will be determined no later than the issuance of the first downselection solicitation.

(iv) Area 4 - Instant Contract Cost: This area does not contain factors. The Offeror's instant contract cost will be evaluated for reasonableness, realism, and completeness.

(2) Criteria: Each of the areas and factors will be rated in three ways: a proposal rating, a proposal risk assessment, and a performance risk assessment.

(i) Proposal Rating: For each factor, a color rating will be assigned that depicts how well the proposal meets the evaluation standards. As a basis for assessing these factors, the Government will use the assessment criterion "soundness of approach." This assessment criterion addresses the Offeror's understanding of, approach to satisfying, and compliance with the requirements of the solicitation. The color ratings will be in accordance with AFFARS Appendix AA and will be assigned at the factor and/or subfactor level whichever is lowest.

(ii) Proposal Risk Assessment: For each factor, the Government will assign a proposal risk rating that assesses the risk associated with the Offeror's proposed approach as it relates to accomplishing the requirements of this solicitation. The adjectival ratings will be in accordance with AFFARS Appendix AA.and will be assigned at the factor and/or subfactor level whichever is lowest.

(iii) Performance Risk Assessment: For each Area, the Government will assign a performance risk rating. Performance risk assesses the probability of the Offeror successfully accomplishing the proposed effort based on the Offeror's relevant demonstrated present and past performance (including subcontractors, associates or teaming arrangements). In assessing this risk, the Government will use both data provided by the Offeror and data obtained from other sources. The adjectival ratings will be in accordance with AFFARS Appendix AA and will be assigned at the area level.

(3) General Considerations: The integrated assessment will involve evaluation of General Considerations, which may include both proposal and other data not submitted as part of the proposal. The General Considerations, described below, are equal in importance:

(i) The proposed contract terms and conditions.

(ii) The extent to which the Offeror identifies and commits to small business and small disadvantaged business, historically black public colleges and universities, or minority institutions in performance of the contract.

(e) The Government reserves the right to:

(1) unilaterally revise the basis for downselections described in this provision.

(2) use procedures other than those described in this provision to request proposals for Pre-EMD and EMD.

(3) conduct activities such as in-plant reviews prior to downselections.

(4) determine at any time after downselection proposals are due, but before the downselections, that the Offeror's proposal for the next module is outside the competitive range. In accordance with FAR 15.609, the Government will promptly notify the Contractor if the proposal is outside the competitive range.

(5) award without entering into discussions with the Contractor (other than resolving minor clarifications). Accordingly, the Contractor is cautioned to submit its best offer initially in response to downselection solicitations. However, the Government reserves the right to conduct discussions if, after receipt of proposals, the Contracting Officer determines it is in the Government's best interest.

(6) request certified cost or pricing data if adequate price competition does not exist.

H.3 Changes to the Integrated Task and Management Plan and Integrated Master Schedule

The Tasks Section of the ITAMP replaces the traditional Statement of Work contractual document. (Whenever the term "Statement of Work" appears in this contract or in documents or provisions incorporated by reference into this contract, it shall be interpreted to mean the Tasks Section of the ITAMP.) Changes to the Tasks Section of the ITAMP will be governed by the Changes clause of this contract. Changes to all other sections of the ITAMP can only be made as mutually agreed to by the Government and the Contractor. The Contract Data Requirements List, Exhibit A, CDRL A021, governs changes to the Integrated Master Schedule.

H.4 Government/Contractor Interface

(a) Because LCCV module Contractors will compete for the next EELV module, interface between the Government and Contractor will be structured to ensure fair and equitable treatment of all competitors. The Contracting Officer shall assign dedicated representatives to each Contractor at the onset of contract performance. All Contractor contacts (questions, requests for meetings, etc.) with the Government for the purpose of executing the contract shall be made through the dedicated representatives, the EELV Contracting Officer, or EELV System Program Manager or his/her deputy. Only the Contracting Officer can direct changes to the contract. The Contractor will also provide the Contracting Officer with a list of Contractor focal points for the same purpose.

(b) The Government will formally meet with the Contractor not more than three times during contract performance. Two of these times will be the tailored System Requirements Review (SRR) and the tailored Preliminary Design Review (PDR). The third meeting will be at the discretion of the Contractor. In addition to the formal meetings, smaller groups of Government personnel can meet with the Contractor and associate Contractors throughout contract performance. The Contractor or Government can request these smaller group meetings by contacting one of the dedicated representatives or focal points. One of the Government's dedicated representatives will be present at all meetings, whether conducted in person or through the use of telecommunications mediums. The Government reserves the right to decline attendance for smaller group meetings; however, the Government will attempt to support requests for smaller group meetings to the greatest extent possible.

(c) Wherever the terms of this provision regarding interaction between Government and Contractor personnel conflict with the terms of Section I, 5352.235-9000 and 5352.235-9001, regarding interaction between Government and Contractor, the terms of this provision will take precedence.

H.5 CONTRACT/ENGINEERING/TASK CHANGE PROPOSALS

(a) The Contracting Officer may ask the Contractor to prepare contract/engineering/task change proposals for contract/engineering/task changes within the scope of the this contract. Upon receipt of a written request from the Contracting Officer, the Contractor shall prepare and submit a contract/engineering/task change proposal.

(b) The Contractor may initiate contract/engineering/task change proposals. Contractor initiated proposals shall include a "not to exceed" price or a "not less than" price and delivery adjustment. Change orders issued under the Changes clause of this contract are not an authorization to exceed the total amount in the schedule unless there is a statement in the change order, or other contract modification, increasing the total amount.

(c) When the price of the change is $500,000 or more, the Contractor shall submit:

(1) A complete SF 1411, Contract Pricing Proposal Cover Sheet, and
(2) At the time of agreement on the price, a signed Certificate of Current Cost or Pricing Data.
H.6 "MANUFACTURED IN THE U.S." REQUIREMENT

The following clause takes precedence and is controlling to the extent that it is inconsistent with any other provision of the contract, including the Buy American Act.

(a) The EELV space launch vehicle to be acquired by the Government must be manufactured in the United States. Manufactured in the U.S. means the vehicle must be fabricated and tested in the U.S., and the cost of its components manufactured in the U.S. must exceed 50% of the cost of all its components.

(b) A space launch vehicle will be considered to be manufactured in the U.S. if it is manufactured in the U.S. by a U.S. person.

(1) U.S. person means a natural person who is a citizen of the United States. It also means any corporation, business association or partnership organized or incorporated to do business in the United States. Further, in the case of a corporation, business association or partnership such entity must not be under the control of a foreign person or persons nor may 50% or more of the stock be owned or controlled by a foreign person or persons.

(2) Control can arise through stock ownership; occupancy of director, officer or key employee positions; contractual or other business relations; or combinations of these and other factors.

(3) Control can arise through management positions where a concern's voting stock is so widely distributed that no effective control can be established.

(c) If necessary, the contracting officer will determine, on a case-by-case basis, whether any corporation is under the control of a foreign person or whether a space launch vehicle will be manufactured in the U.S. using the above factors and any other factors that may be relevant. The contracting officer may require the Contractor to submit information to allow him/her to make this determination.
SECTION I -CONTRACT CLAUSES

(1) Pursuant to FAR 52.252-2, "CLAUSES INCORPORATED BY REFERENCE," the following clauses are incorporated herein by reference.

I. FEDERAL ACQUISITION REGULATION (1990 EDITION) (48 CFR CHAPTER 1) SOLICITATION PROVISIONS:

PARAGRAPH
TITLE
52.202-1 DEFINITIONS (SEP 1991)(FAC 90-9)
52.203-1 OFFICIALS NOT TO BENEFIT (APR 1984)
52.203-3 GRATUITIES (APR 1984)
52.203.5 COVENANT AGAINST CONTINGENT FEES (APR 1984)
52.203.6 RESTRICTIONS ON SUBCONTRACTOR SALES TO THE GOVERNMENT JUL
52.203.7 ANTI-KICKBACK PROCEDURES (OCT 1988)
52.203.9 REQUIREMENT FOR CERTIFICATE OF PROCUREMENT INTEGRITY--MODIFICATION (NOV 1990)(FAC 90-2)
52.203.10 PRICE OR FEE ADJUSTMENT FOR ILLEGAL OR IMPROPER ACTIVITY (SEP 1990) (FAC 84-60)
52.203.12 LIMITATION ON PAYMENT TO INFLUENCE CERTAIN FEDERAL TRANSACTIONS (JAN 1990)
52.204-2 SECURITY REQUIREMENTS (APR 1984)
52.208-1 REQUIRED SOURCES FOR JEWEL BEARINGS AND RELATED ITEMS (APR 1984)
52.209-6 PROTECTING THE GOVERNMENT'S INTEREST WHEN SUBCONTRACTING WITH CONTRACTORS DEBARRED, SUSPENDED, OR PROPOSED FOR DEBARMENT (NOV 1992) (FAC 90-13)
52.210-5 NEW MATERIAL (APR 1984)
52.210-7 USED OR RECONDITIONED MATERIAL, RESIDUAL INVENTORY, AND FORMER GOVERNMENT SURPLUS PROPERTY (APR 1984)
52.212-8 DEFENSE PRIORITY AND ALLOCATION (SEP 1990)
52.215-1 EXAMINATION OF RECORDS BY COMPTROLLER GENERAL (FEB 1993) (FAC 90-16)
52.215-2 AUDIT--NEGOTIATION (FEB 1993) (FAC 90-16)
52.215-23 PRICE REDUCTION FOR DEFECTIVE COST OR PRICING DATA MODIFICATIONS (DEC 1994) (FAC 90-22)
52.215-25 SUBCONTRACTOR COST OR PRICING DATA--MODIFICATIONS (DEC 1994) (FAC 90-22)
52.215-26 INTEGRITY OF UNIT PRICES (APR 1991) (FAC 90-4)
52.215-27 TERMINATION OF DEFINED BENEFIT PENSION PLANS (SEP 1989)
52.215-33 ORDER OF PRECEDENCE (JAN 1986)
52.215-39 REVERSION OR ADJUSTMENT OF PLANS FOR POSTRETIREMENT BENEFITS OTHER THAN PENSIONS (PRB) (FEB 1995) (FAC 90-23)
52.219-8 UTILIZATION OF SMALL BUSINESS CONCERNS AND SMALL DISADVANTAGED BUSINESS CONCERNS (FEB 1990)
52.219-9 SMALL BUSINESS AND SMALL DISADVANTAGED BUSINESS SUBCONTRACTING PLAN (FEB 1995) (FAC 90-23)
52.219-13 UTILIZATION OF WOMEN-OWNED SMALL BUSINESSES (AUG 1986)
52.219-16 LIQUIDATED DAMAGES--SMALL BUSINESS SUBCONTRACTING PLAN (AUG
52.220-3 UTILIZATION OF LABOR SURPLUS AREA CONCERNS (APR 1984)
52.220-4 LABOR SURPLUS AREA SUBCONTRACTING PROGRAM (APR 1984)
52.222-1 NOTICE TO THE GOVERNMENT OF LABOR DISPUTES (APR 1984)
52.222-3 CONVICT LABOR (APR 1984)
52.222-4 CONTRACT WORK HOURS AND SAFETY STANDARDS ACT-OVERTIME COMPENSATION (MAR 1986)
52.222-20 WALSH-HEALEY PUBLIC CONTRACTS ACT (APR 1984)
52.222-26 EQUAL OPPORTUNITY (APR 1984)
52.222-35 AFFIRMATIVE ACTION FOR SPECIAL DISABLED AND VIETNAM ERA VETERANS (APR 1984)
52.222-36 AFFIRMATIVE ACTION FOR HANDICAPPED WORKERS (APR 1984)
52.222-37 EMPLOYMENT REPORTS ON SPECIAL DISABLED VETERANS AND VETERANS OF THE VIETNAM ERA (JAN 1988)
52.223-2 CLEAN AIR AND WATER (APR 1984)
52.223-3 HAZARDOUS MATERIAL IDENTIFICATION AND MATERIAL SAFETY DATA (NOV 1991)(FAC 90-8)
52.223-6 DRUG-FREE WORKPLACE (JUL 1990)
52.223-7 NOTICE OF RADIOACTIVE MATERIALS (NOV 1991)(FAC 90-8)(In the blank space in paragraph (a) insert "thirty (30) days".)
52.225-11
RESTRICTIONS ON CERTAIN FOREIGN PURCHASES
(MAY 1992)(FAC 90-11)
52.226-1
UTILIZATION OF INDIAN ORGANIZATIONS AND INDIAN-OWNED ECONOMIC ENTERPRISES (AUG 1991) (FAC 90-7)
52.227-1 AUTHORIZATION AND CONSENT (APR 1984) ALTERNATE I (APR 1984)
52.227-2 NOTICE AND ASSISTANCE REGARDING PATENT AND COPYRIGHT INFRINGEMENT (APR 1984)
52.227-9 REFUND OF ROYALTIES (APR 1984)
52.227-10 FILING OF PATENT APPLICATIONS-CLASSIFIED SUBJECT MATTER (APR
52.227-12 PATENT RIGHTS--RETENTION BY THE CONTRACTOR (LONG FORM) (JUN
52.228-5 INSURANCE--WORK ON A GOVERNMENT INSTALLATION (SEP 1989)
52.229-3 FEDERAL, STATE, AND LOCAL TAXES (JAN 1991) (FAC 90-3)
52.229-5 TAXES--CONTRACTS PERFORMED IN U.S. POSSESSIONS OR PUERTO RICO (APR 1984)
52.230-2 COST ACCOUNTING STANDARDS (AUG 1992) (FAC 90-12)
52.230-5 ADMINISTRATION OF COST ACCOUNTING STANDARDS
(FEB 1995) (FAC-23)
52.232-1 PAYMENTS (APR 1984)
52.232-2 PAYMENTS UNDER FIXED-PRICE RESEARCH AND DEVELOPMENT CONTRACTS (APR 1984)
52.232-8 DISCOUNTS FOR PROMPT PAYMENT (APR 1989)
52.232-9 LIMITATION ON WITHHOLDING OF PAYMENTS (APR 1984)
52.232-11 EXTRAS (APR 1984)
52.232-16 PROGRESS PAYMENTS (JUL 1991)
52.232-17 INTEREST (JAN 1991) (FAC 90-3)
52.232-23 ASSIGNMENT OF CLAIMS (JAN 1986) ALTERNATE I (APR 1984)
52.232-25 PROMPT PAYMENT (MAR 1994) (FAC 90-20)
52.232-28 ELECTRONIC FUNDS TRANSFER PAYMENT METHODS (APR 1989)
52.233-1 DISPUTES (MAR 1994)(FAC 90-20) ALTERNATE I (DEC 1991) (FAC 90-10)
52.233-3 PROTEST AFTER AWARD (AUG 1989)
52.234-1 INDUSTRIAL RESOURCES DEVELOPED UNDER DEFENSE PRODUCTION ACT TITLE III (FEB 1995) (FAC 90-23)
52.237-2 PROTECTION OF GOVERNMENT BUILDINGS, EQUIPMENT AND VEGETATION (APR 1984)
52.242-10 F.O.B. ORIGIN-GOVERNMENT BILLS OF LADING OR PREPAID POSTAGE (APR 1984)
52.242-13 BANKRUPTCY (APR 1991)(FAC 90-4)
52.243-1 CHANGES--FIXED-PRICE (AUG 1987) ALTERNATE V (APR 1984)
52.243-6 CHANGE ORDER ACCOUNTING (APR 1984)
52.243-7 NOTIFICATION OF CHANGES (APR 1984)
(In paragraphs (b) and (d) insert "Thirty (30)" days and "Thirty (30)" days, respectively. In paragraph (d) the term "Contracting Officer" shall be deemed to be revised to read "Procuring Contracting Officer".
52.244-1 SUBCONTRACTS (FIXED-PRICE CONTRACTS) (FEB 1995) (FAC 90-23) (In the blank in paragraph (e) insert [list subcontracts])
52.245-2 GOVERNMENT PROPERTY (FIXED-PRICE CONTRACTS) (DEC 1989)
52.245-18 SPECIAL TEST EQUIPMENT (FEB 1993) (FAC 90-16)
52.249-2 TERMINATION FOR CONVENIENCE OF THE GOVERNMENT (FIXED-PRICE) (APR 1984)
52.249-9 DEFAULT (FIXED-PRICE RESEARCH AND DEVELOPMENT) (APR 1984)
52.251-1 GOVERNMENT SUPPLY SOURCES (APR 1984)
52.252-2 CLAUSES INCORPORATED BY REFERENCE (JUN 1988)
52.253-1 COMPUTER GENERATED FORMS (JAN 1991) (FAC 90-3)

II. DEPARTMENT OF DEFENSE FEDERAL ACQUISITION REGULATION SUPPLEMENT (1991 EDITION) (48 CFR CHAPTER 2) CLAUSES:

PARAGRAPH
TITLE
252.203-7000 STATUTORY PROHIBITION ON COMPENSATION TO FORMER DEPARTMENT OF DEFENSE EMPLOYEES (DEC 1991)
252.203-7001 SPECIAL PROHIBITION ON EMPLOYMENT (APR 1993) DAC 91-5)
252.203-7002 DISPLAY OF DOD HOTLINE POSTER (DEC 1991)
252.203-7003 PROHIBITION AGAINST RETALIATORY PERSONNEL ACTIONS (APR 1992) (DAC 91-2)
252.204-7000 DISCLOSURE OF INFORMATION (DEC 1991) (DAC 91-3)
252.204-7002 PAYMENT FOR SUBLINE ITEMS NOT SEPARATELY PRICED (DEC 1991)
252.204-7003 CONTROL OF GOVERNMENT PERSONNEL WORK PRODUCT (APR 1992) (DAC-3)
252.205-7000 PROVISION OF INFORMATION TO COOPERATIVE AGREEMENT HOLDERS (DEC
252.208-7000 INTENT TO FURNISH PRECIOUS METALS AS GOVERNMENT-FURNISHED MATERIAL (DEC 1991) (Information in paragraph (b) to be provided by Offeror in their proposal and inserted in the contract by the Government.)
252.209-7000 ACQUISITION FROM SUBCONTRACTORS SUBJECT TO ON-SITE INSPECTION UNDER THE INTERMEDIATE-RANGE NUCLEAR FORCES (INF) TREATY (DEC
252.210-7003 ACQUISITION STREAMLINING (DEC 1991)
252.215-7000 PRICING ADJUSTMENTS (DEC 1991)
252.219-7003 SMALL BUSINESS AND SMALL DISADVANTAGED BUSINESS SUBCONTRACTING PLAN (DOD CONTRACTS) (MAY 1994) (DAC 91-6)
252.219-7005 INCENTIVE FOR SUBCONTRACTING WITH SMALL BUSINESSES, SMALL DISADVANTAGED BUSINESSES, HISTORICALLY BLACK COLLEGES AND UNIVERSITIES, AND MINORITY INSTITUTIONS (DEC 1991) (In the blank space in paragraph (b) insert * percent.) ALTERNATE I (DEC 1991)
252.223-7001 HAZARD WARNING LABELS (DEC 1991)
252.223-7002 SAFETY PRECAUTIONS FOR AMMUNITION AND EXPLOSIVES (MAY 1994) (DAC 91-6)
252.223-7003 CHANGE IN PLACE OF PERFORMANCE--AMMUNITION AND EXPLOSIVES (DEC
252.223-7004 DRUG-FREE WORK FORCE (SEP 1988) (DAC 91-3)
252.223-7006 PROHIBITION ON STORAGE AND DISPOSAL OF TOXIC AND HAZARDOUS MATERIALS (APR 1993) (DAC 91-5)
252.225-7001 BUY AMERICAN ACT AND BALANCE OF PAYMENTS PROGRAM (JAN(DAC 91-6)
252.225-7002 QUALIFYING COUNTRY SOURCES AS SUBCONTRACTORS (DEC 1991)
252.225-7008
SUPPLIES TO BE ACCORDED DUTY-FREE ENTRY (DEC 1991) (In the blank spaces insert "None".)
252.225-7009
DUTY-FREE ENTRY--QUALIFYING COUNTRY END PRODUCTS AND SUPPLIES (DEC 1991)(DAC 91-1)
252.225-7012
PREFERENCE FOR CERTAIN DOMESTIC COMMODITIES (MAY 1994) (DAC-6)
252.225-7014
PREFERENCE FOR DOMESTIC SPECIALTY METALS (DEC 1991)ALTERNATE I (DEC 1991)
252.225-7016
RESTRICTION ON ACQUISITION OF ANTIFRICTION BEARINGS (APR 1993) (DAC 91-5)
252.225-7022
RESTRICTIONS ON ACQUISITION OF POLYACRYLONITRILE (PAN) BASED CARBON FIBER (DEC 1991)
252.225-7025
FOREIGN SOURCE RESTRICTIONS (APR 1993) (DAC 91-6)
252.225-7026
REPORTING OF OVERSEAS SUBCONTRACTS (APR 1993) (DAC 91-5)
252.227-7013
RIGHTS IN TECHNICAL DATA AND COMPUTER SOFTWARE (OCT 1988) (DAC-6)
252.227-7018
RESTRICTIVE MARKINGS ON TECHNICAL DATA (OCT 1988)
252.227-7027
DEFERRED ORDERING OF TECHNICAL DATA OR COMPUTER SOFTWARE (APR
252.227-7029
IDENTIFICATION OF TECHNICAL DATA (APR 1988)
252.227-7030
TECHNICAL DATA--WITHHOLDING OF PAYMENT (OCT 1988)
252.227-7031
DATA REQUIREMENTS (OCT 1988)
252.227-7036
CERTIFICATION OF TECHNICAL DATA CONFORMITY (MAY 1987)
252.227-7037
VALIDATION OF RESTRICTIVE MARKINGS ON TECHNICAL DATA (APR
252.231-7000
SUPPLEMENTAL COST PRINCIPLES (DEC 1991)
252.232-7006
REDUCTION OR SUSPENSION OF CONTRACT PAYMENTS UPON FINDINGS OF FRAUD (AUG 1992) (DAC 91-3)
252.233-7000
CERTIFICATION OF CLAIMS AND REQUESTS FOR ADJUSTMENT OR RELIEF (MAY 1994) (DAC 91-6)
252.235-7003
FREQUENCY AUTHORIZATION (DEC 1991) ALTERNATE I (DEC 1991)
252.242-7000
POST AWARD CONFERENCE (DEC 1991)
252.242-7001
CERTIFICATION OF INDIRECT COSTS (DEC 1991) (DAC 91-3)
252.242-7003
APPLICATION FOR U.S. GOVERNMENT SHIPPING DOCUMENTATION/ INSTRUCTIONS (DEC 1991)
252.242-7004
MATERIAL MANAGEMENT AND ACCOUNTING SYSTEM (DEC 1991)
252.245-7001 REPORTS OF GOVERNMENT PROPERTY (MAY 1994) (DAC 91-6)
252.249-7001 NOTIFICATION OF SUBSTANTIAL IMPACT ON EMPLOYMENT (DEC 1991) (DAC 91-6)
252.249-7002 NOTIFICATION OF PROPOSED PROGRAM TERMINATION OR REDUCTION 9 MAY 19940 (DAC 91-6)
252.251-7000
ORDERING FROM GOVERNMENT SUPPLY SOURCES (DEC 1991)

(2) THE FOLLOWING ADDITIONAL FAR CLAUSES ARE APPLICABLE DURING THE PERFORMANCE OF THIS CONTRACT:

52.252-6 AUTHORIZED DEVIATIONS IN CLAUSES (APR 1984)

(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 "(DEVIATION)" after the date of the clause.

(b) The use in this solicitation or contract of any DoD FAR Supplement (48 CFR Chapter 2) clause with an authorized deviation is indicated by the addition of "(DEVIATION)" after the name of the regulation.

(3) THE FOLLOWING ADDITIONAL DOD FAR SUPPLEMENT CLAUSES ARE APPLICABLE DURING THE PERFORMANCE OF THIS CONTRACT:

252.209-7004 REPORTING OF COMMERCIAL TRANSACTIONS WITH THE GOVERNMENT OF A TERRORIST COUNTRY (SEP 1994)--DOD FAR SUPPLEMENT

(a) Definitions.

As used in this clause--

(1) "Government of a terrorist country" includes the state and the government of a terrorist country, as well as any political subdivision, agency, or instrumentality thereof.

(2) "Terrorist country" means a country determined by the Secretary of State, under section 6(j)(1)(A) of the Export Administration Act of 1979 (50 U.S.C. App. 2405(j)(1)(A)), as of 60 days before the contract award date, to be a country the government of which has repeatedly provided support for acts of international terrorism. As of the date of this clause, terrorist countries include: Cuba, Iran, Iraq, Libya, North Korea, Sudan, and Syria.
(b) Reporting.

(1) In accordance with Section 843 of the National Defense Authorization Act for Fiscal Year 1994 (Public Law 103-160), if this contract exceeds $5,000,000, the Contractor shall report each commercial transaction that it conducts with the government of a terrorist country during the period of performance of this contract (but not beyond September 30, 1996).

(2) This reporting requirement does not apply to--

(i) Transactions conducted by affiliates or subsidiaries of the Contractor; or
(ii) Payment or receipt of payment of a judgment or award ordered by a court or arbitral tribunal of competent jurisdiction.

(3) The Contractor shall submit reports in the following format:

Title of Report: Report of Commercial Transactions with the government of a Terrorist Country

Date of Report:

Contract Number:

Contractor's Name and Address:

Name and Telephone Number of Individual Submitting Report:

Commercial Transactions with the government of a Terrorist Country:

Country
Nature of Commercial Transaction

(4) The Contractor shall submit reports annually by September 30, but not beyond September 30, 1996. Each report shall include transactions conducted during the preceding one year period of contract performance.

(5) The Contractor shall submit reports to:
Deputy Director of Defense Procurement (Foreign Contracting)
PDUSD (A&T) DP (FC)
Washington, DC 20301-3060 (Reference AFAC 92-43)

252.232-7007 LIMITATION OF GOVERNMENT'S OBLIGATION (AUG 1993)--DOD FAR SUPPLEMENT

(a) Contract line item 0001 is incrementally funded. The sum of $ * is presently available for payment and allotted to this contract. An allotment schedule is contained in paragraph (i) of this clause.

(b) For item(s) identified in paragraph (a) of this clause, the Contractor agrees to perform up to the point at which the total amount payable by the Government, including reimbursement in the event of termination of those item(s) for the Government's convenience, approximates the total amount currently allotted to the contract. The Contractor will not be obligated to continue work on those item(s) beyond that point. The Government will not be obligated in any event to reimburse the Contractor in excess of the amount allotted to the contract for those item(s) regardless of anything to the contrary in the clause entitled "Termination for Convenience of the Government." As used in this clause, the total amount payable by the Government in the event of termination of applicable contract line item(s) for convenience includes costs, profit, and estimated termination settlement costs for those item(s).

(c) Notwithstanding the dates specified in the allotment schedule in paragraph (i) of this clause, the Contractor will notify the Contracting Officer in writing at least ninety days prior to the date when, in the Contractor's best judgment, the work will reach the point at which the total amount payable by the Government, including any cost for termination for convenience, will approximate 85 percent of the total amount then allotted to the contract for performance of the applicable item(s). The notification will state (1) the estimated date when that point will be reached and (2) an estimate of additional funding, if any, needed to continue performance of applicable line items up to the next scheduled date for allotment of funds identified in paragraph (i) of this clause, or to a mutually agreed upon substitute date. The notification will also advise the Contracting Officer of the estimated amount of additional funds that will be required for the timely performance of the item(s) funded pursuant to this clause, for a subsequent period as may be specified in the allotment schedule in paragraph (i) of this clause or otherwise agreed to by the parties. If after such notification additional funds are not allotted by the date identified in the Contractor's notification, or by an agreed substitute date, the Contracting Officer will terminate any item(s) for which additional funds have not been allotted, pursuant to the clause of this contract entitled "Termination for Convenience of the Government."

(d) When additional funds are allotted for continued performance of the contract line item(s) identified in paragraph (a) of this clause, the parties will agree as to the period of contract performance which will be covered by the funds. The provisions of paragraphs (b) through (d) of this clause will apply in like manner to the additional allotted funds and agreed substitute date, and the contract will be modified accordingly.

(e) If, solely by reason of failure of the Government to allot additional funds, by the dates indicated below, in amounts sufficient for timely performance of the contract line item(s) identified in paragraph (a) of this clause, the Contractor incurs additional costs or is delayed in the performance of the work under this contract and if additional funds are allotted, an equitable adjustment will be made in the price or prices (including appropriate target, billing, and ceiling prices where applicable) of the item(s), or in the time of delivery, or both. Failure to agree to any such equitable adjustment hereunder will be a dispute concerning a question of fact within the meaning of the clause entitled "Disputes."

(f) The Government may at any time prior to termination allot additional funds for the performance of the contract line item(s) identified in paragraph (a) of this clause.

(g) The termination provisions of this clause do not limit the rights of the Government under the clause entitled "Default." The provisions of this clause are limited to the work and allotment of funds for the contract line item(s) set forth in paragraph (a) of this clause. This clause no longer applies once the contract is fully funded except with regard to the rights or obligation of the parties concerning equitable adjustments negotiated under paragraph (d) or (e) of this clause.

(h) Nothing in this clause affects the right of the Government to terminate this contract pursuant to the clause of this contract entitled "Termination for Convenience of the Government."

(i) The parties contemplate that the Government will allot funds to this contract in accordance with the following schedule:
On execution of contract $*
(month) (day), 199x $*

252.247-7023 TRANSPORTATION OF SUPPLIES BY SEA (DEC 1991)--DOD FAR SUPPLEMENT

(a) Definitions.

As used in this clause--

(1) "Components" means articles, materials, and supplies incorporated directly into end products at any level of manufacture, fabrication, or assembly by the Contractor or any subcontractor.

(2) "Department of Defense" (DoD) means the Army, Navy, Air Force, Marine Corps, and defense agencies.

(3) "Foreign flag vessel" means any vessel that is not a U.S. flag vessel.

(4) "Ocean transportation" means any transportation aboard a ship, vessel, boat, barge, or ferry through international waters.

(5) "Subcontractor" means a supplier, materialman, distributor or vendor at any level below the prime Contractor whose contractual obligation to perform results from, or is conditioned upon, award of the prime contract and who is performing any part of the work or other requirement of the prime contract.

(6) "Supplies" means all property, except land and interests in land, that is clearly identifiable for eventual use by or owned by the DoD at the time of transportation by sea.

(i) An item is clearly identifiable for eventual use by the DoD if, for example, the contract documentation contains a reference to a DoD contract number or a military destination.

(ii) "Supplies" includes (but is not limited to) public works; buildings and facilities; ships; floating equipment and vessels of every character, type, and description, with parts, subassemblies, accessories, and equipment; machine tools; material; equipment; stores of all kinds; end items; construction materials; and components of the foregoing.

(7) "U.S. flag vessel" means a vessel of the United States or belonging to the United States, including any vessel registered or having national status under the laws of the United States.

(b) The Contractor shall employ U.S. flag vessels in the transportation by sea of any supplies to be furnished in the performance of this contract. The Contractor and its subcontractors may request that the Contracting Officer authorize shipment in foreign flag vessels, or designate available U.S. flag vessels, if the Contractor or a subcontractor believes that

(1) U.S. flag vessels are not available for timely shipment;

(2) The freight charges are inordinately excessive or unreasonable; or

(3) Freight charges are higher than charges to private persons for transportation of like goods.
(c) The Contractor must submit any request for use of other than U.S. flag vessels in writing to the Contracting Officer at least 45 days prior to the sailing date necessary to meet its delivery schedules. The Contracting Officer will process requests submitted after such date(s) as expeditiously as possible, but the Contracting Officer's failure to grant approvals to meet the shipper's sailing date will not of itself constitute a compensable delay under this or any other clause of this contract. Requests shall contain at a minimum:

(1) Type, weight, and cube of cargo;

(2) Required shipping date;

(3) Special handling and discharge requirements;

(4) Loading and discharge points;

(5) Name of shipper and consignee;

(6) Prime contract number; and

(7) A documented description of efforts made to secure U.S. flag vessels, including points of contact (with names and telephone numbers) with at least two U.S. flag carriers contacted. Copies of telephone notes, telegraphic and facsimile message or letters will be sufficient for this purpose.

(d) The Contractor shall, within 30 days after each shipment covered by this clause, provide the Contracting Officer and the Division of National Cargo, Office of Market Development, Maritime Administration, U.S. Department of Transportation, Washington, DC 20590, one copy of the rated on board vessel operating carrier's ocean bill of lading, which shall contain the following information:

(1) Prime contract number;

(2) Name of vessel;

(3) Vessel flag of registry;

(4) Date of loading;

(5) Port of loading;

(6) Port of final discharge;

(7) Description of commodity;

(8) Gross weight in pounds and cubic feet if available;

(9) Total ocean freight in U.S. dollars; and

(10) Name of the steamship company.

(e) The Contractor agrees to provide with its final invoice under this contract a representation that to the best of its knowledge and belief:

(1) No ocean transportation was used in the performance of this contract;

(2) Ocean transportation was used and only U.S. flag vessels were used for all ocean shipments under the contract;

(3) Ocean transportation was used, and the Contractor had the written consent of the Contracting Officer for all non-U.S. flag ocean transportation; or

(4) Ocean transportation was used and some or all of the shipments were made on non-U.S. flag vessels without the written consent of the Contracting Officer. The Contractor shall describe these shipments in the following format:
ITEM
DESCRIPTION
CONTRACT
LINE ITEMS
QUANTITY

TOTAL

(f) If the final invoice does not include the required representation, the Government will reject and return it to the Contractor as an improper invoice for the purposes of the Prompt Payment clause of this contract. In the event there has been unauthorized use of non-U.S. flag vessels in the performance of this contract, the Contracting Officer is entitled to equitably adjust the contract, based on the unauthorized use.

(g) The Contractor shall include this clause, including this paragraph (g), in all subcontracts under this contract, which exceed the small purchase limitation of Section 13.000 of the Federal Acquisition Regulation.
(4) THE FOLLOWING AIR FORCE FAR SUPPLEMENT CLAUSES ARE APPLICABLE DURING THE PERFORMANCE OF THIS CONTRACT:

5352.204-9000 NOTIFICATION OF GOVERNMENT SECURITY ACTIVITY (SEP 1985)--AF FAR SUPPLEMENT

Thirty days before the date Contractor operations will begin on base, the Contractor shall notify the security police activity shown in the distribution block of the DD Form 254, DoD Contract Security Classification Specification, as to:

(a) The name, address, and telephone number of this contract company's representative and designated alternate in the U.S. or oversea area, as appropriate;

(b) The contract number and military contracting command;

(c) The highest classification category of defense information to which Contractor employees will have access;

(d) The Air Force installations in the U.S. (in oversea areas identify only the APO number(s)) where the contract work will be performed;

(e) The date Contractor operations will begin on base in the U.S. or in the oversea area;

(f) The estimated completion date of operations on base in the U.S. or in the oversea area; and

(g) Any changes to information previously provided under this clause.

This requirement is in addition to visit request procedures contained in DoD 5220.22M, Industrial Security Manual, paragraph 37d.

5352.204-9001 VISITOR GROUP SECURITY AGREEMENTS (JAN 1990)--AF FAR SUPPLEMENT

Prior to beginning operations involving classified information on an installation identified on the DD Form 254 where the Contractor is not required to have facility security clearance, the Contractor shall enter into a security agreement (or understanding) with the installation commander to ensure that its security procedures are properly integrated with those of the installation. As a minimum, the agreement shall identify the security actions which will be performed:

(a) By the installation for the Contractor, such as providing storage and classified reproduction facilities, guard services, security forms, security inspections under DoD 5220.22-M, paragraph 5ag, classified mail services, security badges, visitor control and investigating security incidents; and

(b) Jointly by the Contractor and the installation, such as packaging and addressing classified transmittals, security checks, internal security controls, and implementing emergency procedures to protect classified material.

5352.223-9000 SAFETY AND ACCIDENT PREVENTION (APR 1984)--AF FAR SUPPLEMENT

(a) In performing work under this contract on a Government installation, the Contractor shall--

(1) Conform to the specific safety requirements established by this contract;

(2) Comply with the safety rules of the Government installation that concern related activities not directly addressed in this contract;

(3) Take all reasonable steps and precautions to prevent accidents and preserve the life and health of Contractor and Government personnel performing or in any way coming in contact with the performance of this contract; and

(4) Take such additional immediate precautions as the Contracting Officer may reasonably require for safety and accident prevention purposes.

(b) If this contract is performed on an Air Force installation, the Air Force Occupational Safety and Health Standards (AFOSH) developed in accordance with AFR 127-12, in effect on the date of this contract, apply. If contract performance is on other than an Air Force installation, the Contractor shall comply with the safety rules of that Government installation, in effect on the date of this contract.

(c) The Contracting Officer may, by written order, direct additional AFOSH, safety and accident standards as may be required in the performance of this contract and any adjustments resulting from such direction will be in accordance with the Changes Clause of this contract.

(d) Any violation of these safety rules and requirements, unless promptly corrected as directed by the Contracting Officer, shall be grounds for termination of this contract in accordance with the Default clause of this contract.
5352.235-9000 SCIENTIFIC/TECHNICAL INFORMATION (STINFO) (JAN 1992)--AF FAR SUPPLEMENT

If not already registered, the Contractor shall register for Defense Technical Information Center (DTIC) service by contacting the following:

Defense Technical Information Center
ATTN: Registration Section (DTIC-BCS) BLDG. 5
Cameron Station, Alexandria, Virginia 22304-6145
(703) 274-6871

To avoid duplication of effort and conserve scientific and technical resources, the Contractor shall search existing sources in the DTIC to determine the current state-of-the-art concepts, studies, etc.

(5) THE FOLLOWING AIR FORCE MATERIEL COMMAND FAR SUPPLEMENT CLAUSES ARE APPLICABLE DURING THE PERFORMANCE OF THIS CONTRACT: NONE ARE APPLICABLE

(6) THE FOLLOWING SPACE AND MISSILE SYSTEMS CENTER FAR SUPPLEMENT CLAUSES ARE APPLICABLE DURING THE PERFORMANCE OF THIS CONTRACT:

5352.202-9000 DEFINITION OF APPROVALS BY GOVERNMENT (APR 1984)--SMC FAR SUPPLEMENT

Unless expressly stipulated elsewhere in this contract as being excepted from this clause, wherever this contract provides for submittal of designs, components, or other items for approval of the Contracting Officer or other authorized Government representative, such approvals shall not be construed as a complete check as to the adequacy of said design or item, nor as an agreement that the design or items will meet the requirements of the Statement of Work. Such approvals are for the purpose of insuring Government knowledge of Contractor's plans and progress and will indicate only that the Contractor's general approach toward meeting contractual requirements is satisfactory. Such approvals shall in no way relieve the Contractor of the responsibility for any error or deficiency which may exist in the submitted design or other item, as the Contractor shall be responsible for meeting all the requirements of the contract Statement of Work.

5352.235-9000 ENABLING CLAUSE FOR GENERAL SYSTEMS ENGINEERING AND INTEGRATION (JAN 1977)--SMC FAR SUPPLEMENT

(a) This contract covers part of the Evolved Expendable Launch Vehicle program which is under the general program management of the Air Force Space and Missile Systems Center (SMC). The Air Force has entered into a contract with The Aerospace Corporation for the services of a technical group which will support the DoD program office by performing General Systems Engineering and Integration.

(b) General Systems Engineering and Integration (GSE&I) deals with overall system definition; integration both within the system and with associated systems; analysis of system segment and subsystem design; design compromises and trade-offs; definition of interfaces; review of hardware and software including manufacturing and quality control; observation, review and evaluation of tests and test data; support of launch, flight test, and orbital operations; appraisal of the Contractors' technical performance, through meeting with Contractors and subcontractors, exchange and analysis of information on progress and problems, review of plans for future work; developing of solutions to problems, technical alternatives for reduced program risk, providing comments and recommendations in writing to the DoD System Program Manager and/or Project Officer as an independent technical assessment for consideration for modifying the program or redirecting the Contractors' efforts; all to the extent necessary to assure timely and economical accomplishment of program objectives consistent with mission requirements.

(c) In the performance of this contract, the Contractor agrees to cooperate with The Aerospace Corporation by responding to invitations from authorized personnel to attend meetings; by providing access to technical information and research, development and planning data such as, but not limited to, design and development analyses; test data and results; equipment and process specifications; test and test equipment specifications and procedures, parts and quality control procedures, records and data; manufacturing and assembly procedures; and schedule and milestone data, all in their original form or reproduced form and excluding financial data; by delivering data as specified in the Contract Data Requirements List; by discussing technical matters relating to this program; by providing access to Contractor facilities utilized in the performance of this contract; and by allowing observation of technical activities by appropriate Aerospace technical personnel. The Aerospace personnel engaged in general systems engineering and integration effort are authorized access to any technical information pertaining to this contract.

(d) The Contractor further agrees to include in each subcontract a clause requiring compliance by the subcontractor and succeeding levels of subcontractors with the response and access provisions of paragraph (c) above, subject to coordination with the Contractor. This agreement does not relieve the Contractor of his/her responsibility to manage the subcontracts effectively and efficiently nor is it intended to establish privity of contract between the Government or The Aerospace Corporation and such subcontractors.

(e) The Aerospace Corporation personnel are not authorized to direct the Contractor in any manner. The Contractor agrees to accept technical direction as follows:

(1) Technical direction under this contract will be given to the Contractor solely by SMC.

(2) Whenever it becomes necessary to modify the contract and redirect the effort, a Change Order signed by the Contracting Officer, or a Supplemental Agreement signed by both the Contracting Officer and the Contractor will be issued.

5352.235-9001 ENABLING CLAUSE FOR TECHNICAL REVIEW (JAN 1977)--SMC FAR SUPPLEMENT

(a) The Air Force Space and Missile Systems Center (SMC) is responsible for management of this contract. The Air Force has entered into a contract with The Aerospace Corporation, bd Systems, Management Consulting & Research, Inc. (MCR), or successor Contractor for the services of a technical group which will support the DoD program office by performing Technical Review (TR) tasks.

(b) TR is the process of appraising the technical performance of the Contractor through meetings, exchanging information on progress and problems, reviewing reports, evaluating presentations, reviewing hardware and software, witnessing and evaluating tests, analyzing plans for future work, evaluating efforts relative to contract technical objectives, and providing comments and recommendations in writing to the Air Force Manager as an independent technical assessment for his/her consideration for modifying the program or redirecting the Contractors' efforts to assure timely and economical accomplishment of program objectives.

(c) In the performance of this contract, the Contractor agrees to cooperate with The Aerospace Corporation, MCR, bd Systems, or successor Contractor by responding to invitations from authorized personnel to attend meetings; by providing access to technical information and research, development and planning data such as, but not limited to, design and development analyses; test data and results; equipment and process specifications; test and test equipment specifications and procedures, parts and quality control procedures, records and data; manufacturing and assembly procedures; and schedule and milestone data, all in their original form or reproduced form and excluding financial data; by delivering data as specified in the Contract Data Requirements List; by discussing technical matters relating to this program; by providing access to Contractor facilities utilized in the performance of this contract; and by allowing observation of technical activities by appropriate Aerospace, MCR, bd Systems, or successor Contractor technical personnel. The Aerospace Corporation, MCR, and bd Systems personnel engaged in technical review effort are authorized access to any technical information pertaining to the contract.

(d) The Contractor further agrees to include in each subcontract a clause requiring compliance by the subcontractor and succeeding levels of subcontractors with the response and access provisions of paragraph (c) above, subject to coordination with the Contractor. This agreement does not relieve the Contractor of his responsibility to manage the subcontracts effectively and efficiently nor is it intended to establish privity of contract between the Government or The Aerospace Corporation, MCR, bd Systems, or successor Contractor and such subcontractors.

(e) The Aerospace Corporation, MCR, bd Systems, or successor Contractor personnel are not authorized to direct the Contractor in any manner. The Contractor agrees to accept technical direction as follows:

(1) Technical direction under this contract will be given to the Contractor solely by SMC.

(2) Whenever it becomes necessary to modify the contract and redirect the effort, a Change Order signed by the Contracting Officer, or a Supplemental Agreement signed by both the Contracting Officer and the Contractor will be issued.
SECTION J -LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACHMENTS

Attachment
Document
No. of Pages
1

System Performance Document (SPD)
  • 2

Work Breakdown Structure (WBS) Dictionary
  • 3

Integrated Task and Management Plan (ITAMP)
  • 4

Subcontracting Plan for Small and Small Disadvantaged Business Concerns
  • 5

Rights in Technical Data and Computer Software
  • 6

Government Furnished Property (GFP)

  • Atch 6A -Special Tooling and Test Equipment

  • Atch 6B -Government Furnished Property (Other)
  • 7

Base Support
  • 8

Contract Security Classification Specification
(DD Form 254)

  • EXHIBIT A
 Contract Data Requirements List (CDRL)
(DD Form 1423)

ATTACHMENT 1

SYSTEM PERFORMANCE DOCUMENT (SPD)

TO

RFP F04701-95-R-0009

EVOLVED EXPENDABLE LAUNCH VEHICLE (EELV) PROGRAM,
LOW COST CONCEPT VALIDATION MODULE

DATED xxxxx

(TO BE INSERTED BY OFFEROR)

THIS ATTACHMENT, INCLUDING THE
COVER, CONSISTS OF ______ PAGES

ATTACHMENT 2

WORK BREAKDOWN STRUCTURE (WBS)
DICTIONARY

TO

RFP F04701-95-R-0009

EVOLVED EXPENDABLE LAUNCH VEHICLE (EELV) PROGRAM,
LOW COST CONCEPT VALIDATION MODULE

DATED xxxxx

(TO BE INSERTED BY OFFEROR)

THIS ATTACHMENT, INCLUDING THE
COVER, CONSISTS OF ______ PAGES

ATTACHMENT 3

INTEGRATED TASK AND MANAGEMENT PLAN
(ITAMP)

TO

RFP F04701-95-R-0009

EVOLVED EXPENDABLE LAUNCH VEHICLE (EELV) PROGRAM,
LOW COST CONCEPT VALIDATION MODULE

DATED xxxxx

(TO BE INSERTED BY OFFEROR)

THIS ATTACHMENT, INCLUDING THE
COVER, CONSISTS OF ______ PAGES

ATTACHMENT 4

SMALL BUSINESS SUBCONTRACTING PLAN AND SMALL DISADVANTAGED BUSINESS CONCERNS, HISTORICALLY BLACK COLLEGES AND UNIVERSITIES, AND MINORITY INSTITUTIONS

TO

RFP F04701-95-R-0009

EVOLVED EXPENDABLE LAUNCH VEHICLE (EELV) PROGRAM,
LOW COST CONCEPT VALIDATION MODULE

DATED xxxxx

(TO BE INSERTED BY OFFEROR)

THIS ATTACHMENT, INCLUDING THE
COVER, CONSISTS OF ______ PAGES

ATTACHMENT 5

RIGHTS IN TECHNICAL DATA AND
COMPUTER SOFTWARE

TO

RFP F04701-95-R-0009

EVOLVED EXPENDABLE LAUNCH VEHICLE (EELV) PROGRAM,
LOW COST CONCEPT VALIDATION MODULE

DATED xxxxx

(TO BE INSERTED BY OFFEROR)

THIS ATTACHMENT, INCLUDING THE
COVER, CONSISTS OF ______ PAGES

ATTACHMENT 6A

GOVERNMENT FURNISHED PROPERTY (GFP)
SPECIAL TOOLING AND TEST EQUIPMENT

TO

RFP F04701-95-R-0009

EVOLVED EXPENDABLE LAUNCH VEHICLE (EELV) PROGRAM,
LOW COST CONCEPT VALIDATION MODULE

DATED xxxxx

(TO BE INSERTED BY OFFEROR)

THIS ATTACHMENT, INCLUDING THE
COVER, CONSISTS OF ______ PAGES

ATTACHMENT 6B

GOVERNMENT FURNISHED PROPERTY (OTHER)

TO

RFP F04701-95-R-0009

EVOLVED EXPENDABLE LAUNCH VEHICLE (EELV) PROGRAM,
LOW COST CONCEPT VALIDATION MODULE

DATED xxxxx

(TO BE INSERTED BY OFFEROR)

THIS ATTACHMENT, INCLUDING THE
COVER, CONSISTS OF ______ PAGES

ATTACHMENT 7

BASE SUPPORT

TO

RFP F04701-95-R-0009

EVOLVED EXPENDABLE LAUNCH VEHICLE (EELV) PROGRAM,
LOW COST CONCEPT VALIDATION MODULE

DATED xxxxx

(TO BE INSERTED BY OFFEROR)

THIS ATTACHMENT, INCLUDING THE
COVER, CONSISTS OF ______ PAGES

ATTACHMENT 8

CONTRACT SECURITY CLASSIFICATION SPECIFICATION (DD FORM 254)

TO

RFP F04701-95-R-0009

EVOLVED EXPENDABLE LAUNCH VEHICLE (EELV) PROGRAM,
LOW COST CONCEPT VALIDATION MODULE

DATED xxxxx

THIS ATTACHMENT, INCLUDING THE
COVER, CONSISTS OF 3 PAGES

EXHIBIT A

CONTRACT DATA REQUIREMENTS LIST (CDRL)

TO

RFP F04701-95-R-0009

EVOLVED EXPENDABLE LAUNCH VEHICLE (EELV) PROGRAM,
LOW COST CONCEPT VALIDATION MODULE

DATED xxxxx

(TO BE INSERTED BY OFFEROR)

THIS ATTACHMENT, INCLUDING THE
COVER, CONSISTS OF ______ PAGES