RFQ.pdf

17-102-SOL-00003

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30

1. REQUISITION NUMBER

TBD

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NUMBER 5. SOLICITATION NUMBER

6. SOLICITATION ISSUE

DATE January 6, 2017

7. FOR SOLICITATION

INFORMATION CALL:

a. NAME

Anthony R. Buch Anthony.buch@ihs.gov

b. TELEPHONE NUMBER (No collect calls)

206-615-2790

8. OFFER DUE DATE/

LOCAL TIME

January 20, 2017 at 2:00 PM Pacific

9. ISSUED BY: CODE 199 10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE: 100% FOR

SMALL BUSINESS

HUBZONE SMALL BUSINESS

SERVICE-DISABLED VETERAN-OWNED SMALL

BUSINESS

WOMEN-OWNED SMALL BUSINESS (WOSB)

ELIGIBLE UNDER THE WOMEN-OWNED SMALL

BUSINESS PROGRAM

EDWOSB

8(A)

NAICS: 611430

SIZE STANDARD: $11 million

11. DELIVERY

FOR FOB

DESTINATION

UNLESS

BLOCK IS

MARKED

SEE

SCHEDULE

12. DISCOUNT TERMS

Indian Health Service-DES

701 Fifth Avenue, Suite 1600 MS/24 Seattle, WA 98104

13a. THIS CONTRACT IS A RATED

ORDER UNDER DPAS (15 CFR

700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ IFB RFP

15. DELIVER TO CODE 16. ADMINISTERED BY CODE 199

Engineering Consultant, Environmental Health Support Center 5300 Homestead Rd, NE Albuquerque, NM 87110

Same as Block 9

17a CONTRACTOR/OFFEROR CODE FACILITY

CODE

18a. PAYMENT WILL BE MADE BY CODE

Albuquerque Area Indian Health Service Environmental Health Support Center (ATTN: Shari Windt) 4101 Indian School Rd., NE Albuquerque, NM 87110

TELEPHONE NO.

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH

ADDRESS IN

OFFER

18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK BELOW

IS CHECKED SEE ADDENDUM

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

See Price Schedule on Page 2

25. ACCOUNTING AND APPROPRIATION DATA

See Attached Schedule

26. TOTAL AWARD AMOUNT (For Govt. Use Only)

27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 AND 52.212-5 ARE ATTACHED. ADDENDA

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA

ARE

ARE

ARE NOT ATTACHED

ARE NOT ATTACHED

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN 1

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON

ANY ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS

SPECIFIED.

29. AWARD OF CONTRACT: REF. OFFER

DATED . YOUR OFFER ON SOLICITATION

(BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE

SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR

31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER

30b. NAME AND TITLE OF SIGNER (Type or print) 30c. DATE

SIGNED

31b. NAME OF CONTRACTING OFFICER (Type or print)

31c. DATE SIGNED

32a. QUANTITY IN COLUMN 21 HAS BEEN

RECEIVED INSPECTED ACCEPTED, AND CONFORMS TO THE CONTRACT, EXCEPT AS NOTED:

32b. SIGNATURE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32c. DATE

32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE 32f. TELEPHONE NUMBER OF AUTHORIZED GOVERNMENT REPRESENTATIVE

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

33. SHIP NUMBER 34. VOUCHER NO.

35. AMOUNT VERIFIED

CORRECT FOR

36. PAYMENT 37. CHECK NUMBER

PARTIAL FINAL COMPLETE PARTIAL FINAL

38. S/R ACCOUNT NUMBER 39. S/R VOUCHER

NUMBER

40. PAID BY

41a. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT 42a. RECEIVED BY (Print)

41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER 41c. DATE

42b. RECEIVED AT (Location)

42c. DATE REC’D (YY/MM/DD)

42d. TOTAL CONTAINERS

STANDARD FORM 1449 (REV. 2/2012)

SECTION B

SCHEDULE

Item No. Supplies/Services Quantity Unit Unit Price Amount

17-102-SOL-00003 Page 2 of 72

Base Period: February 28, 2017 Through February 27, 2018 Provide Indian Health Service (IHS) with all supervision, labor, and materials necessary to provide solid waste training and support for various tribes to support IHS’ Office of Environmental Health and Engineering (OEHE), with locations across the United States and other geographical areas, in accordance with requirements of the Performance Work Statement (PWS), or other attachments and notes attached hereto. In order to be considered responsive, the offeror shall offer on all items in the quantities stated in the schedule.

The contract’s place of performance for training line items will be assigned on a task order basis, but may be anywhere in the U.S. The period of performance is from contract award through one-year thereafter with four one-year option periods.

The resulting contract will be an indefinite-delivery, indefinite-quantity (IDIQ) type contract with task orders awarded on a firm fixed-price basis with a not-to-exceed amount for travel.

0001 Task 1: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide solid waste course development & training project management in accordance with requirements of the Performance Work Statement (PWS), or other attachments and notes attached.

JB

0002 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide solid waste course development and evaluation guidance for Course #1:

Development and Implementation of Tribal Solid Waste Codes and Ordinances in accordance with requirements of the Performance Work Statement (PWS), or other attachments and notes attached.

1 (EST)

EA

0003 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide solid waste course development and evaluation guidance for Course #2: Tribal Solid Waste Codes and Ordinances Workshop in accordance

0004 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide evaluation guidance development and implementation in accordance

1(EST)

0005 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide course and evaluation guidance document revisions in accordance with requirements of the Performance Work Statement (PWS), or other attachments and notes attached.

150 (EST)

HR

0006 Task 3: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide solid waste course training venues for up to 25 trainees in accordance with requirements of the Performance Work Statement (PWS), or other attachments and notes attached.

Venue markup rate of _______% multiplied by $6,000.00 = Markup cost of

Total Estimated Cost =

2 (EST)

0007 Task 3: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide course execution/training for Course #1: Development and Implementation of Tribal Solid Waste Codes and Ordinances in accordance with requirements of the

0008 Task 3: Provide Indian Health Service (IHS) with all

17-102-SOL-00003 Page 3 of 72 supervision, labor, and materials to provide course execution/training for Course #2: Tribal Solid Waste Codes and Ordinances Workshop in accordance with requirements of the Performance Work Statement (PWS), or other attachments and notes attached.

0009 Task 4: Travel for classroom training instructor and students in accordance with the Federal Travel Regulation-Per Performance Work Statement (Estimated) Travel-Not to Exceed $75,000.00(actual costs for all travel will be paid in accordance with the Federal Travel Regulations, and no G&A, overhead, or profit may be applied)

NTE

$75,000.00

Total Amount (CLINS 0001-0009)

Option Period I: February 28, 2018 Through February 27, 1001 Task 1: Provide Indian Health Service (IHS) with all development & training project management in accordance

1002 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide solid waste course development and evaluation guidance for Course #1:

Development and Implementation of Tribal Solid Waste Codes and Ordinances in accordance with requirements of the

1003 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide solid waste course development and evaluation guidance for Course #2: Tribal Solid Waste Codes and Ordinances Workshop in accordance

1004 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide evaluation guidance development and implementation in accordance

1(EST)

1005 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide course and evaluation guidance document revisions in accordance with

1006 Task 3: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide solid waste course training venues for up to 25 trainees in accordance with requirements of the Performance Work Statement (PWS), or other attachments and notes attached.

Venue markup rate of _______% multiplied by $6,000.00 = Markup cost of

1007 Task 3: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide course execution/training for Course #1: Development and Implementation of Tribal Solid Waste Codes and Ordinances in accordance with requirements of the

17-102-SOL-00003 Page 4 of 72

1008 Task 3: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide course execution/training for Course #2: Tribal Solid Waste Codes and Ordinances Workshop in accordance with requirements

1009 Task 4: Travel for classroom training instructor and students in accordance with the Federal Travel Regulation-Per Performance Work Statement (Estimated) Travel-Not to Exceed $75,000.00(actual costs for all travel will be paid in accordance with the Federal Travel Regulations, and no G&A, overhead, or

Total Amount (CLINS 1001-1009)

Option Period II: February 28, 2019 Through February 27, 2001 Task 1: Provide Indian Health Service (IHS) with all development & training project management in accordance

2002 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide solid waste course development and evaluation guidance for Course #1:

Development and Implementation of Tribal Solid Waste Codes and Ordinances in accordance with requirements of the

2003 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide solid waste course development and evaluation guidance for Course #2: Tribal Solid Waste Codes and Ordinances Workshop in accordance

2004 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide evaluation guidance development and implementation in accordance

2005 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide course and evaluation guidance document revisions in accordance with

2006 Task 3: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide solid waste course training venues for up to 25 trainees in accordance with requirements of the Performance Work Statement (PWS), or other attachments and notes attached.

Venue markup rate of _______% multiplied by $6,000.00 = Markup cost of

2007 Task 3: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide course execution/training for Course #1: Development and Implementation of Tribal Solid Waste Codes and Ordinances in accordance with requirements of the

17-102-SOL-00003 Page 5 of 72 notes attached. 1 (EST) EA $________________ $____________________ 2008 Task 3: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide course execution/training for Course #2: Tribal Solid Waste Codes and Ordinances Workshop in accordance with requirements

2009 Task 4: Travel for classroom training instructor and students in accordance with the Federal Travel Regulation-Per Performance Work Statement (Estimated) Travel-Not to Exceed $75,000.00(actual costs for all travel will be paid in accordance with the Federal Travel Regulations, and no G&A, overhead, or

Total Amount (CLINS 2001-2009)

Option Period III: February 28, 2020 Through February 27, 3001 Task 1: Provide Indian Health Service (IHS) with all development & training project management in accordance

3002 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide solid waste course development and evaluation guidance for Course #1:

Development and Implementation of Tribal Solid Waste Codes and Ordinances in accordance with requirements of the

3003 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide solid waste course development and evaluation guidance for Course #2: Tribal Solid Waste Codes and Ordinances Workshop in accordance

3004 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide evaluation guidance development and implementation in accordance

3005 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide course and evaluation guidance document revisions in accordance with

150 (EST

3006 Task 3: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide solid waste course training venues for up to 25 trainees in accordance with requirements of the Performance Work Statement (PWS), or other attachments and notes attached.

Venue markup rate of _______% multiplied by $6,000.00 = Markup cost of

3007 Task 3: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide course execution/training for Course #1: Development and Implementation of Tribal Solid Waste Codes and

17-102-SOL-00003 Page 6 of 72

3008 Task 3: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide course execution/training for Course #2: Tribal Solid Waste Codes and Ordinances Workshop in accordance with requirements

3009 Task 4: Travel for classroom training instructor and students in accordance with the Federal Travel Regulation-Per Performance Work Statement (Estimated) Travel-Not to Exceed $75,000.00(actual costs for all travel will be paid in accordance with the Federal Travel Regulations, and no G&A, overhead, or

Total Amount (CLINS) 3001-3009)

Option Period IV: February 28, 2021 Through February 27, 4001 Task 1: Provide Indian Health Service (IHS) with all development & training project management in accordance

4002 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide solid waste course development and evaluation guidance for Course #1:

Development and Implementation of Tribal Solid Waste Codes and Ordinances in accordance with requirements of the

4003 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide solid waste course development and evaluation guidance for Course #2: Tribal Solid Waste Codes and Ordinances Workshop in accordance

4004 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide evaluation guidance development and implementation in accordance

4005 Task 2: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide course and evaluation guidance document revisions in accordance with

4006 Task 3: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide solid waste course training venues for up to 25 trainees in accordance with requirements of the Performance Work Statement (PWS), or other attachments and notes attached.

Venue markup rate of _______% multiplied by $6,000.00 = Markup cost of

4007 Task 3: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide course execution/training for Course #1: Development and Implementation of Tribal Solid Waste Codes and

17-102-SOL-00003 Page 7 of 72

4008 Task 3: Provide Indian Health Service (IHS) with all supervision, labor, and materials to provide course execution/training for Course #2: Tribal Solid Waste Codes and Ordinances Workshop in accordance with requirements

4009 Task 4: Travel for classroom training instructor and students in accordance with the Federal Travel Regulation-Per Performance Work Statement (Estimated) Travel-Not to Exceed $75,000.00(actual costs for all travel will be paid in accordance with the Federal Travel Regulations, and no G&A, overhead, or

Total Amount (CLINS 4001-4009)

Grand Total Amount (CLINS 0001-4009)

Price Schedule Notes:

1. Offerors shall submit pricing for each line item in the above schedule. Failure to quote in this manner may result in quotation rejection. Each price shall be a fully burdened (billable rates inclusive of all costs) to cover, all direct and indirect charges, burdened to include, but not limited to the following: Direct labor, fringe benefits, materials, subcontracts, overhead, general and administrative, quality control, supervision, support functions, facilities capital, cost of money and profit. These rates shall apply on all resulting task orders issued against this contract.

2. Price schedule line items 0001-0007, 1001-1007, 2001-2007, 3001-3007, and 4001-4007 will be the fully burdened markup rate to cover all direct and indirect charges, burdened to include, but not limited to the following: Direct labor, fringe benefits, materials, subcontracts, overhead, general and administrative, quality control, supervision, support functions, facilities capital, cost of money and profit related to providing the services. These rates shall apply on all resulting task orders issued against this contract.

3. The schedule estimated quantities are provided for evaluation purposes only. The Government is not obligated to order the estimated amounts specified in the schedule. The estimates provided do not establish any minimum purchase limit for which the Government is obligated.

4. Travel costs shall be reimbursed in accordance with FAR 31.205-46, Travel Costs and the Performance Work Statement (PWS) at actual cost with no markup applied.

KEY:

JB=Job EA=Each HR=Hour EST=Estimate NTE=Not-to-Exceed

TYPE OF CONTRACT

This is a single award IDIQ firm-fixed-price contract for non-personal services with reimbursable costs for travel. It consists of a base period with four additional one-year option periods.

(End of Clause)

MINIMUM AND MAXIMUM CONTRACT AMOUNTS

During the term of the contract, the Government shall place orders totaling a minimum of $2,500.00. The amount of all orders shall not exceed $1,000,000.00.

17-102-SOL-00003 Page 8 of 72

(End of clause)

FAR 52.252-4 ALTERATIONS IN CONTRACT (APR 1984)

Portions of this contract are altered as follows: TBD

SECTION C

CONTRACT CLAUSES

COMMERCIAL ACQUISITION

This commercial item acquisition for solid waste course development, training, and program support and any resulting contract is subject to Federal Acquisition Regulations (FAR) Part 12, Acquisition of Commercial Items.

This solicitation incorporates provisions and clauses in effect through Federal Acquisition Circular No. 2005-93 dated December 16, 2016.

FAR 52.252-2 CLAUSES INCORPORATED BY REFERENCE (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):

FAR Clauses: https://www.acquisition.gov/far/

HHSAR CLAUSES: http://farsite.hill.af.mil/vfhhsara.htm

FAR 52.203-3 – GRATUITIES (APR 1984)

FAR 52.227-14 RIGHTS IN DATA—GENERAL (MAY 2014)

FAR 52.232-40 PROVIDING ACCELERATED PAYMENTS TO SMALL BUSINESS

SUBCONTRACTORS (DEC 2013)

FAR 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS (MAY 2015)

(a) Inspection/Acceptance. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance will not correct the defects or is not possible, the government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services. The Government must exercise its post-acceptance rights --

(1) Within a reasonable time after the defect was discovered or should have been discovered; and

(2) Before any substantial change occurs in the condition of the item, unless the change is due to the defect in the item.

(b) Assignment. The Contractor or its assignee may assign its rights to receive payment due as a result of performance of this contract to a bank, trust company, or other financing institution, including any Federal lending agency in accordance with the Assignment of Claims Act (31 U.S.C.3727). However, when a third party makes payment (e.g., use of the Governmentwide commercial purchase card), the Contractor may not assign its rights to receive payment under this contract.

(c) Changes. Changes in the terms and conditions of this contract may be made only by written agreement of the parties.

(d) Disputes. This contract is subject to 41 U.S.C. chapter 71,Contract Disputes. Failure of the parties to this contract to reach agreement on any request for equitable adjustment, claim, appeal or action arising under or relating to this contract shall be a dispute to be resolved in accordance with the clause at FAR 52.233-1, Disputes, which is incorporated herein by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

(e) Definitions. The clause at FAR 52.202-1, Definitions, is incorporated herein by reference.

(f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence such as, acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in

17-102-SOL-00003 Page 10 of 72 connection therewith, shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to the Contracting Officer of the cessation of such occurrence.

(g) Invoice.

(1) The Contractor shall submit an original invoice and three copies (or electronic invoice, if authorized) to the address designated in the contract to receive invoices. An invoice must include --

(i) Name and address of the Contractor;

(ii) Invoice date and number;

(iii) Contract number, contract line item number and, if applicable, the order number;

(iv) Description, quantity, unit of measure, unit price and extended price of the items delivered;

(v) Shipping number and date of shipment, including the bill of lading number and weight of shipment if shipped on Government bill of lading;

(vi) Terms of any discount for prompt payment offered;

(vii) Name and address of official to whom payment is to be sent;

(viii) Name, title, and phone number of person to notify in event of defective invoice; and

(ix) Taxpayer Identification Number (TIN). The Contractor shall include its TIN on the invoice only if required elsewhere in this contract.

(x) Electronic funds transfer (EFT) banking information.

(A) The Contractor shall include EFT banking information on the invoice only if required elsewhere in this contract.

(B) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision, contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer— System for Award Management, or 52.232-34, Payment by Electronic Funds Transfer—Other Than System for Award Management), or applicable agency procedures.

(C) EFT banking information is not required if the Government waived the requirement to pay by EFT.

(2) Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C. 3903) and Office of Management and Budget (OMB) prompt payment regulations at 5 CFR part 1315.

(h) Patent indemnity. The Contractor shall indemnify the Government and its officers, employees and agents against liability, including costs, for actual or alleged direct or contributory infringement of, or inducement to infringe, any United States or foreign patent, trademark or copyright, arising out of the performance of this contract, provided the Contractor is reasonably notified of such claims and proceedings.

(i) Payment.

(1) Items accepted. Payment shall be made for items accepted by the Government that have been delivered to the delivery destinations set forth in this contract.

(2) Prompt Payment. The Government will make payment in accordance with the Prompt Payment Act (31 U.S.C. 3903) and prompt payment regulations at 5 CFR Part 1315.

(3) Electronic Funds Transfer (EFT). If the Government makes payment by EFT, see 52.212-5(b) for the appropriate EFT clause.

17-102-SOL-00003 Page 11 of 72

(4) Discount. In connection with any discount offered for early payment, time shall be computed from the date of the invoice. For the purpose of computing the discount earned, payment shall be considered to have been made on the date which appears on the payment check or the specified payment date if an electronic funds transfer payment is made.

(5) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment or that the Government has otherwise overpaid on a contract financing or invoice payment, the Contractor shall—

(i) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the—

(A) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment);

(B) Affected contract number and delivery order number, if applicable;

(C) Affected contract line item or subline item, if applicable; and

(D) Contractor point of contact.

(ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer.

(6) Interest.

(i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in 41 U.S.C. 7109, which is applicable to the period in which the amount becomes due, as provided in (i)(6)(v) of this clause, and then at the rate applicable for each six-month period at fixed by the Secretary until the amount is paid.

(ii) The Government may issue a demand for payment to the Contractor upon finding a debt is due under the contract.

(iii) Final decisions. The Contracting Officer will issue a final decision as required by 33.211 if—

(A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30 days;

(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the Contractor has requested an installment payment agreement; or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see 32.607-2).

(iv) If a demand for payment was previously issued for the debt, the demand for payment included in the final decision shall identify the same due date as the original demand for payment.

(v) Amounts shall be due at the earliest of the following dates:

(A) The date fixed under this contract.

(B) The date of the first written demand for payment, including any demand for payment resulting from a default termination.

(vi) The interest charge shall be computed for the actual number of calendar days involved beginning on the due date and ending on—

(A) The date on which the designated office receives payment from the Contractor;

(B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been withheld as a credit against the contract debt; or

17-102-SOL-00003 Page 12 of 72

(C) The date on which an amount withheld and applied to the contract debt would otherwise have become payable to the Contractor.

(vii) The interest charge made under this clause may be reduced under the procedures prescribed in 32.608-2 of the Federal Acquisition Regulation in effect on the date of this contract.

(j) Risk of loss. Unless the contract specifically provides otherwise, risk of loss or damage to the supplies provided under this contract shall remain with the Contractor until, and shall pass to the Government upon:

(1) Delivery of the supplies to a carrier, if transportation is f.o.b. origin; or

(2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation is f.o.b.

destination.

(k) Taxes. The contract price includes all applicable Federal, State, and local taxes and duties.

(l) Termination for the Government’s convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the Contractor shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system, have resulted from the termination. The Contractor shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor’s records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.

(m) Termination for cause. The Government may terminate this contract, or any part hereof, for cause in the event of any default by the Contractor, or if the Contractor fails to comply with any contract terms and conditions, or fails to provide the Government, upon request, with adequate assurances of future performance. In the event of termination for cause, the Government shall not be liable to the Contractor for any amount for supplies or services not accepted, and the Contractor shall be liable to the Government for any and all rights and remedies provided by law. If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience.

(n) Title. Unless specified elsewhere in this contract, title to items furnished under this contract shall pass to the Government upon acceptance, regardless of when or where the Government takes physical possession.

(o) Warranty. The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular purpose described in this contract.

(p) Limitation of liability. Except as otherwise provided by an express warranty, the Contractor will not be liable to the Government for consequential damages resulting from any defect or deficiencies in accepted items.

(q) Other compliances. The Contractor shall comply with all applicable Federal, State and local laws, executive orders, rules and regulations applicable to its performance under this contract.

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C.

chapter 21 relating to procurement integrity.

(s) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:

(1) The schedule of supplies/services.

17-102-SOL-00003 Page 13 of 72

(2) The Assignments, Disputes, Payments, Invoice, Other Compliances, Compliance with Laws Unique to Government Contracts, and Unauthorized Obligations paragraphs of this clause.

(3) The clause at 52.212-5.

(4) Addenda to this solicitation or contract, including any license agreements for computer software.

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments.

(9) The specification.

(t) System for Award Management (SAM).

(1) Unless exempted by an addendum to this contract, the Contractor is responsible during performance and through final payment of any contract for the accuracy and completeness of the data within the SAM database, and for any liability resulting from the Government’s reliance on inaccurate or incomplete data. To remain registered in the SAM database after the initial registration, the Contractor is required to review and update on an annual basis from the date of initial registration or subsequent updates its information in the SAM database to ensure it is current, accurate and complete.

Updating information in the SAM does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document.

(2)

(i) If a Contractor has legally changed its business name, “doing business as” name, or division name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in Subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day’s written notification of its intention to:

(A) Change the name in the SAM database;

(B) Comply with the requirements of Subpart 42.12 of the FAR;

(C) Agree in writing to the timeline and procedures specified by the responsible Contracting Officer. The Contractor must provide with the notification sufficient documentation to support the legally changed name.

(ii) If the Contractor fails to comply with the requirements of paragraph (t)(2)(i) of this clause, or fails to perform the agreement at paragraph (t)(2)(i)(C) of this clause, and, in the absence of a properly executed novation or change-of-name agreement, the SAM information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the meaning of the “Suspension of Payment” paragraph of the electronic funds transfer (EFT) clause of this contract.

(3) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in the SAM record to reflect an assignee for the purpose of assignment of claims (see FAR Subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the SAM database. Information provided to the Contractor’s SAM record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the “Suspension of payment” paragraph of the EFT clause of this contract.

(4) Offerors and Contractors may obtain information on registration and annual confirmation requirements via SAM accessed throughhttps://www.acquisition.gov.

(u) Unauthorized Obligations.

17-102-SOL-00003 Page 14 of 72

(1) Except as stated in paragraph (u)(2) of this clause, when any supply or service acquired under this contract is subject to any End Use License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (31 U.S.C. 1341), the following shall govern:

(i) Any such clause is unenforceable against the Government.

(ii) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the EULA, TOS, or similar legal instrument or agreement. If the EULA, TOS, or similar legal instrument or agreement is invoked through an “I agree” click box or other comparable mechanism (e.g., “click-wrap” or “browse-wrap” agreements), execution does not bind the Government or any Government authorized end user to such clause.

(iii) Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement.

(2) Paragraph (u)(1) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations and procedures.

(v) Incorporation by reference. The Contractor’s representations and certifications, including those completed electronically via the System for Award Management (SAM), are incorporated by reference into the contract.

(End of Clause)

ADDENDUM TO FAR 52.212-4

FAR 52.216-18 ORDERING (OCT 1995)

a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule. Such orders may be issued from date of contract award through the end of the period of performance.

(b) All delivery orders or task orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c) If mailed, a delivery order or task order is considered “issued” when the Government deposits the order in the mail.

Orders may be issued orally, by facsimile, or by electronic commerce methods only if authorized in the Schedule.

(End of clause)

FAR 52.216-19 ORDER LIMITATIONS (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than $500.00, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor—

(1) Any order for a single item in excess of $1,000,000.00;

(2) Any order for a combination of items in excess of $1,000,000.00 ; or

(3) A series of orders from the same ordering office within 30 days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) of this section.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) of this section.

17-102-SOL-00003 Page 15 of 72

(d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within 5 days after issuance, with written notice stating the Contractor’s intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

(End of clause)

FAR 52.216-22 INDEFINITE QUANTITY (OCT 1995)

(a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause.

The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the “maximum.” The Government shall order at least the quantity of supplies or services designated in the Schedule as the “minimum.”

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor’s and Government’s rights and obligations with respect to that order to the same extent as if the order were completed during the contract’s effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after one year beyond the contract’s effective period.

(End of clause)

FAR 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 30 days of the end date of the contract

(End of clause)

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

a) The Government may extend the term of this contract by written notice to the Contractor at any time before the end date of the contract; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 30 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed five years.

(End of clause)

HHSAR 352.203-70ANTI-LOBBYING (DEC 2015)

Pursuant to the HHS annual appropriations acts, except for normal and recognized executive-legislative relationships, the Contractor shall not use any HHS contract funds for:

(a) Publicity or propaganda purposes;

17-102-SOL-00003 Page 16 of 72

(b) The preparation, distribution, or use of any kit, pamphlet, booklet, publication, electronic communication, radio, television, or video presentation designed to support or defeat the enactment of legislation before the Congress or any State or local legislature or legislative body, except in presentation to the Congress or any state or local legislature itself;

or designed to support or defeat any proposed or pending regulation, administrative action, or order issued by the executive branch of any state or local government, except in presentation to the executive branch of any state or local government itself; or

(c) Payment of salary or expenses of the Contractor, or any agent acting for the Contractor, related to any activity designed to influence the enactment of legislation, appropriations, regulation, administrative action, or Executive order proposed or pending before the Congress or any state government, state legislature or local legislature or legislative body, other than for normal and recognized executive-legislative relationships or participation by an agency or officer of a state, local, or tribal government in policymaking and administrative processes within the executive branch of that government.

(d) The prohibitions in subsections (a), (b), and (c) above shall include any activity to advocate or promote any proposed, pending, or future federal, state, or local tax increase, or any proposed, pending, or future requirement for, or restriction on, any legal consumer product, including its sale or marketing, including, but not limited to, the advocacy or promotion of gun control.

(End of clause)

HHSAR 352.208-70 PRINTING AND DUPLICATION (DEC 2015)

(a) Unless otherwise specified in this contract, no printing by the Contractor or any subcontractor is authorized under this contract. All printing required must be performed by the Government Printing Office except as authorized by the Contracting Officer. The Contractor shall submit camera-ready copies to the Contracting Officer’s Representative (COR).

The terms “printing” and “duplicating/copying” are defined in the Government Printing and Binding Regulations of the Joint Committee on Printing.

(b) If necessary for performance of the contract, the Contractor may duplicate or copy less than 5,000 production units of only one page, or less than 25,000 production units in aggregate of multiple pages for the use of a department or agency.

A production unit is defined as one sheet, size 8.5 x 11 inches, one side only, and one color. The pages may not exceed a maximum image size of 10-3/4 by 14-1/4 inches. This page limit applies to each printing requirement and not for all printing requirements under the entire contract.

(c) Approval for all printing, as well as duplicating/copying in excess of the stated limits, shall be obtained from the COR who will consult with the designated publishing services office and provide direction to the contractor. The cost of any unauthorized printing or duplicating/copying under this contract will be considered an unallowable cost for which the Contractor will not be reimbursed.

(End of Clause)

HHSAR 352.211-1PUBLIC ACCOMMODATIONS AND COMMERCIAL FACILITIES (DEC 2015)

The Contractor agrees as follows:

(a) Except for ad hoc meetings necessary or incidental to contract performance, the Contractor shall develop a plan to assure that any event held pursuant to this contract will meet or exceed the minimum accessibility standards set forth in 28 CFR part 36-Nondiscrimination on the Basis of Disability by Public Accommodations and in Commercial Facilities. The Contractor shall submit the plan to the Contracting Officer and must receive approval prior to the event. The Contractor may submit a consolidated or master plan for contracts requiring numerous events in lieu of separate plans.

(b) The Contractor shall manage the contract in accordance with the standards set forth in 28 CFR part 36.

17-102-SOL-00003 Page 17 of 72

HHSAR 352.211-3 PAPERWORK REDUCTION ACT (DEC 2015)

(a) This contract involves a requirement to collect or record information calling either for answers to identical questions from 10 or more persons other than Federal employees, or information from Federal employees which is outside the scope of their employment, for use by the Federal government or disclosure to third parties; therefore, the Paperwork Reduction Act of 1995 (44 U.S.C. 3501 et seq.) shall apply to this contract. No plan, questionnaire, interview guide or other similar device for collecting information (whether repetitive or single time) may be used without the Office of Management and Budget (OMB) first providing clearance. Contractors and the Contracting Officer's Representative shall be guided by the provisions of 5 CFR part 1320, Controlling Paperwork Burdens on the Public, and seek the advice of the HHS operating division or Office of the Secretary Reports Clearance Officer to determine the procedures for acquiring OMB clearance.

(b) The Contractor shall not expend any funds or begin any data collection until the Contracting Officer provides the Contractor with written notification authorizing the expenditure of funds and the collection of data. The Contractor shall allow at least 120 days for OMB clearance. The Contracting Officer will consider excessive delays caused by the Government which arise out of causes beyond the control and without the fault or negligence of the Contractor in accordance with the Excusable Delays or Default clause of this contract.

(End of clause)

HHSAR 352.219-71 MENTOR-PROTÉGÉ PROGRAM REPORTING REQUIREMENTS (JAN 2010)

The Contractor shall comply with all reporting requirements specified in its Mentor-Protégé agreement approved by HHS’

OSDBU.

(End of clause)

HHSAR 352.222-70 CONTRACTOR COOPERATION IN EQUAL EMPLOYMENT OPPORTUNITY

INVESTIGATIONS (DEC 2015)

(a) In addition to complying with the clause at FAR 52.222-26, Equal Opportunity, the Contractor shall, in good faith, cooperate with the Department of Health and Human Services (Agency) in investigations of Equal Employment Opportunity (EEO) complaints processed pursuant to 29 CFR part 1614. For purposes of this clause, the following definitions apply:

(1) Complaint means a formal or informal complaint that has been lodged with Agency management, Agency EEO officials, the Equal Employment Opportunity Commission (EEOC), or a court of competent jurisdiction.

(2) Contractor employee means all current Contractor employees who work or worked under this contract. The term also includes current employees of subcontractors who work or worked under this contract. In the case of Contractor and subcontractor employees, who worked under this contract, but who are no longer employed by the Contractor or subcontractor, or who have been assigned to another entity within the Contractor’s or subcontractor’s organization, the Contractor shall provide the Agency with that employee’s last known mailing address, e-mail address, and telephone number, if that employee has been identified as a witness in an EEO complaint or investigation.

(3) Good faith cooperation cited in paragraph (a) includes, but is not limited to, making Contractor…