Attachment 10 Key Personnel Clauses.pdf

KEY PERSONNEL

(a) The Contractor shall assign to this contract the following key personnel:

Supervisor Project Manager Alternate Project Manager

The individuals who represent the firm at the interview (including subcontractor representatives).

(b) During the first 90 days of performance, the Contractor shall make no substitutions of key personnel unless the substitution is necessitated by illness, death, or termination of employment.

The Contractor shall provide written notification to the CO within 15 calendar days after the occurrence of any of these events and provide the information required by paragraph (c) below.

After the initial 90-day period, the Contractor shall submit the information required by paragraph

(c) to the CO at least 15 days prior to making any permanent substitutions.

(c) The Contractor shall provide a detailed explanation of the circumstances necessitating the proposed substitutions, complete resumes for the proposed substitutes, and any additional information requested by the CO. Proposed substitutes should have comparable qualifications to those of the persons being replaced. The CO will notify the Contractor within 15 calendar days after receipt of all required information of the decision on substitutions. This clause will be modified to reflect any approved changes of key personnel.

CONTRACTOR PERSONNEL STAFFING AND ASSIGNMENTS

(a) The contractor is required to dedicate and utilize the key personnel as named and/or otherwise identified, committed, and accepted in accordance with the Clause for KEY

PERSONNEL.

(b) In the event that any of the personnel listed as Key Personnel are unable to perform because of health, resignation from the contractor's employ, or other reasons, the contractor shall promptly submit to the Contracting Officer (CO) a detailed written explanation of the situation, the proposed substitution, complete resumes for the proposed substitute, and any other information necessary for the approval of the substitution. No substitutions shall be made without the prior written approval of the CO. No increase in contract pricing will be allowed when substitutions are authorized by the government.

Page 10A

ORGANIZATIONAL CONFLICTS OF INTEREST (OCI)

(a) The Contractor warrants that, to the best of the Contractor's knowledge and belief, there are no relevant facts or circumstances which could give rise to an organizational conflict of interest, as defined in FAR Subpart 9.5, or that the Contractor has disclosed all such relevant information.

(b) The Contractor agrees that if an actual or potential organizational conflict of interest is discovered after award, the Contractor will make a full disclosure in writing to the Contracting Officer. This disclosure shall include a description of actions which the Contractor has taken or proposes to take, after consultation with the Contracting Officer, to avoid, mitigate, or neutralize the actual or potential conflict.

(c) Remedies - The Contracting Officer may terminate this contract for convenience, in whole or in part, if it deems such termination necessary to avoid an organizational conflict of interest. If the Contractor was aware of a potential organizational conflict of interest prior to award, or discovered an actual or potential conflict award and did not disclose or misrepresented relevant information to the Contracting Officer, the Government may terminate the contract for default, debar the Contractor from Government contracting, or pursue such other remedies as may be permitted by law or this contract.

(d) The Contractor further agrees to insert in any subcontract or consultant agreement hereunder, provisions which shall conform substantially to the language of this clause, including this paragraph d).

(e) This clause is effective for the period of performance of this contract.

NOTIFICATION OF CONFLICTS OF INTEREST REGARDING PERSONNEL

(a) In additional to the requirements of the contract clause entitled "Organizational Conflicts of Interest," the following provisions with regard to employee personnel performing under this contract shall apply until the earlier of the following two dates: the termination date of the affected employee(s) or the expiration date of the contract.

(b) The Contractor agrees to notify immediately the JFKC Contracting Officer Representative and the Contracting Officer of

(1) any actual or potential personal conflict of interest with regard to any of its employees working on or having access to information regarding this contract, or

(2) any such conflicts concerning subcontractor employees or consultants working on or having access to information regarding this contract, when such conflicts have been reported to the Contractor. A personal conflict of interest is defined as a relationship of an employee, subcontractor employee, or consultant with an entity that may impair the objectivity of the employee, subcontractor employee, or consultant in performing the contract work.

Page 10B

(c) The Contractor agrees to notify each Contracting Officer Representative and Contracting Officer prior to incurring costs for that employee's work when an employee may have a personal conflict of interest. In the event that the personal conflict of interest does not become known until after performance on the contract begins, the Contractor shall immediately notify the Contracting Officer of the personal conflict of interest. The Contractor shall continue performance of this contract until notified by the Contracting officer of the appropriate action to be taken.

(d) The Contractor agrees to insert in any subcontract or consultant agreement placed hereunder, provisions which shall conform substantially to the language of this clause, including this paragraph (d), unless otherwise authorized by the Contracting Officer.

Page 10C