47QFHA24R0001_T10_08_PRISM MATOC Solicitation Final V5...pdf

SOLICITATION NO:

47QFHA24R0001

SEE ATTACHMENT FOR PAGE 1 STANDARD FORM (SF) 33 SOLICITATION, OFFER, AND AWARD

PART I – THE SCHEDULE

SECTION A – SOLICITATION/CONTRACT FORM

A.1.2. NOTICES TO OFFERORS

This is the final solicitation for the PRISM MATOC. Offerors must follow the instructions set forth in Section L of this solicitation to be considered for award.

Any amendment(s) to this solicitation will be posted to https://sam.gov.

SECTION B – SUPPLIES OR SERVICES AND PRICES/COSTS

B.1. BACKGROUND

Personnel and Readiness Infrastructure Support Management (PRISM) contract is designed to provide the OUSD Personnel & Readiness (P&R), its Directorates and Strategic Mission Partners (Strategic Partners) with innovative and cost-effective services that incorporate industry best practices to meet the demands associated with a dynamic global threat and security environment. This will be a Multiple Award Task Order Contract (MATOC) to supply enterprise solutions to enhance P&R capabilities that will enable soldiers and strategic partners to increase readiness and meet mission requirements through more efficient collaboration and integration. The MATOC will have two (2) separate pools, the Personnel and Readiness (P&R) Pool, and the Major Department of Defense Systems (MDoDS) Pool. This will be a multi-tenant vehicle using strategic tools, like contract type flexibility (Firm-Fixed Price (FFP), Cost Plus Fixed Fee (CPFF) or Hybrid task orders), accelerating task order Procurement Acquisition Lead Time (PALT) through Streamlined Task Order Ordering Procedures (STOOP), and the robust use of Technical Direction Letters (TDL).

Personnel and Readiness (P&R) Pool

1. Scope: The scope of Professional Services covered under the P&R Pool includes professional service support for personnel and readiness that is not otherwise included in the MDoDS Pool scope.

2. P&R Pool Strategic Partners: Include, but is not limited to, Office of the Executive Director; the Office of the

Assistant Secretary of Defense for Readiness (OASD R); the Office of the Assistant Secretary of Defense for Manpower and Reserve Affairs (OASD M&RA); the Office of the Assistant Secretary of Defense for Health Affairs (OASD HA); the Office of the Director for Force Resiliency (OFR); and the Office of the Chief Talent Management Officer (CTMO). Additional P&R specific Strategic Partners include, but is not limited to, the Navy, the Air Force (USAF), the Space Force (USSF), the Army (USA), the United States Marine Corps (USMC), the National Guard Bureau (NGB), Defense Enterprise Accounting and Management System (DEAMS) and using organizations such as SAF/FM Air Force Accounting Operations Center (AFAOC). DEAMS Functional Management Office (FMO), Air Force Major Commands and all Combatant Commands (CCMDs), including those using DEAMS.

3. NAICS: 541611 for Business Size, but all three NAICS (541715, 541611, 541330) will apply to this pool at the task order level.

Major Department of Defense Systems (MDoDS) Pool:

1. Scope: The scope of Professional Services covered under the MDoDS Pool includes professional service support for personnel and readiness employing significant and complex military or defense-related systems that are developed, managed, and/or utilized by the United States Department of Defense (DoD). These systems may be large-scale projects involving advanced technologies and substantial investments. They can include various components such as national security systems, communication systems, surveillance systems, or other capabilities aimed at enhancing national security and military readiness and effectiveness.

2. MDoDS Pool Strategic Partners: Include, but is not limited to, OUSD P&R, the Navy, the Air Force (USAF), the Space Force (USSF), the Army (USA), the United States Marine Corps (USMC), and the National Guard Bureau

(NGB).

3. NAICS: 541715 for Business Size, but all three NAICS (541715, 541611, 541330) will apply to this pool at the task order level.

Strategic Partners may leverage this MATOC in order to support shared mission requirements. Strategic Partners include "Sister" DoD and Civilian agencies which operate in a similar capacity, or work jointly with the DoD in this space, for the purpose of meeting shared mission requirements. Notwithstanding the above information, to avoid conflicts and interference with the customers serviced by the other APEXs in AAS, the PRISM CO will conduct a Due Diligence Review (DDR) prior to accepting task order requirements for customers/strategic partners not already listed in the PRISM MATOC Performance Work Statement (PWS). The approval authority for the DDR will be one level above the PRISM CO.

Work is expected to take place in the Continental United States (CONUS) and Outside the Continental United States (OCONUS). This encompasses services that will cultivate and implement solutions that maximize P&R resources, to include business process reengineering, professional recommendations, executive level interfaces, professional project management, analysis, and administrative services. The scope of professional services under PRISM is defined in the PRISM Performance Work Statement (PWS). Throughout this document, this contract will be referred to as “PRISM”.

The MATOC Solicitation will include three (3) seed projects; two (2) for the P&R Pool and one (1) for the MDODS Pool. Seed Projects (Task Orders) are given to Offerors during source selection to evaluate their understanding of the work and their ability to perform the work. It is a reasonable representative of the type of work that will be required.

Rates used to price the seed task order is binding on the contractor for the Seed to be valid.

This Solicitation includes three (3) Seed Task order projects to be evaluated and awarded concurrent with the MATOC.

Two (2) for the P&R Pool and one (1) for the MDODS Pool:

● P&R (OXD) Services (SB Set-aside): The primary purpose of this task order will be to supply technical analysis support personnel for various office functions within OUSD-P&R. This encompasses services that will cultivate and implement solutions that maximize the Total Force, to include business process reengineering professional recommendations, executive level interfaces; professional project management; analysis; and administrative services.

● MDoDS DRRS Sustainment Services: The primary purpose of this task order will be to provide the Office of the Secretary of Defense (OSD), Under Secretary of Defense (USD) for Personnel and Readiness (P&R), and the Deputy Assistant Secretary of Defense for Force Readiness (DASD-FR) with operation and sustainment support for DRRS and other related analytical services in achieving the Requiring Activity's (RA’s) Readiness Reporting mission requirements as defined in the Performance Work Statement (PWS).

● P&R DEAMS Financial Management Support Services: The primary purpose of this task order will be to support a range of task requirements related to the development, deployment, operations, and sustainment of the DEAMS application, using organizations, and related business processes. The range of services to be procured under this contract are summarized in the subsequent paragraphs.

B.1.1. MATOC CLIN SCHEDULES

P&R LARGE & SMALL BUSINESS POOL

CLIN TYPE DESCRIPTION QTY.

0001 FFP P&R OUSD PRISM PROFESSIONAL SERVICES

0002 CPFF P&R OUSD PRISM PROFESSIONAL SERVICES

0003 COST

P&R OUSD PRISM PROFESSIONAL SERVICES OTHER DIRECT

COST (ODC) (TRAVEL, ETC.) (OUSD)

0004 FFP

P&R STRATEGIC PARTNERS (DoD) PRISM PROFESSIONAL

SERVICES

0005 CPFF

P&R STRATEGIC PARTNERS (DoD) PRISM PROFESSIONAL

SERVICES

0006 COST

P&R STRATEGIC PARTNERS (DoD) PRISM PROFESSIONAL

SERVICES OTHER DIRECT COST (ODC) (TRAVEL, ETC.)

0007 FFP

P&R STRATEGIC PARTNERS (CIVILIAN) PRISM

PROFESSIONAL SERVICES

0008 CPFF

P&R STRATEGIC PARTNERS (CIVILIAN) PRISM

PROFESSIONAL SERVICES

0009 COST

P&R STRATEGIC PARTNERS (CIVILIAN) PRISM

PROFESSIONAL SERVICES OTHER DIRECT COST (ODC)

(TRAVEL, ETC.)

MDODS POOL LARGE & SMALL BUSINESS CLINS

CLIN TYPE DESCRIPTION QTY.

0001 FFP MDoDS OUSD PRISM PROFESSIONAL SERVICES

0002 CPFF MDoDS OUSD PRISM PROFESSIONAL SERVICES

0003 COST

MDoDS OUSD PRISM PROFESSIONAL SERVICES OTHER

DIRECT COST (ODC) (TRAVEL, ETC.) (OUSD)

0004 FFP

MDoDS STRATEGIC PARTNERS (DoD) PRISM PROFESSIONAL

SERVICES

0005 CPFF

MDoDS STRATEGIC PARTNERS (DoD) PRISM PROFESSIONAL

SERVICES

0006 COST

MDoDS STRATEGIC PARTNERS (DoD) PRISM PROFESSIONAL

SERVICES OTHER DIRECT COST (ODC) (TRAVEL, ETC.)

0007 FFP

MDoDS STRATEGIC PARTNERS (CIVILIAN) PRISM

PROFESSIONAL SERVICES

0008 CPFF

MDoDS STRATEGIC PARTNERS (CIVILIAN) PRISM

PROFESSIONAL SERVICES

0009 COST

MDoDS STRATEGIC PARTNERS (CIVILIAN) PRISM

PROFESSIONAL SERVICES OTHER DIRECT COST (ODC)

(TRAVEL, ETC.)

B.1.2. Seed Task Order CLINS

See the seed task order Price Templates for task order CLINS.

B.1.3. Authority

The Administrator of the U.S. General Services Administration (GSA) is specifically authorized to purchase supplies and non- personal services on behalf of other agencies under the Federal Property and Administrative Services Act (40 U.S.C. 501).

B.1.4. Economy Act

In accordance with FAR 17.502-2(b), the Economy Act does not apply to task orders awarded under PRISM under the authority of 40 U.S.C. 501.

B.1.5. Contract Type

PRISM will allow for Firm-Fixed Price (FFP), Cost-Plus-Fixed-Fee (CPFF), and Cost contract types at the task order level. Task orders may also combine more than one contract type (e.g., FFP/Cost, FFP/CPFF etc.). Additionally, task orders may include multi-year, or option periods, severable or non-severable services.

B.1.6. Minimum Guarantee, Maximum Task Order Amount and Maximum MATOC Ceiling

The minimum guarantee is $2,500 for each PRISM Contractor that does not obtain a task order award of the MATOC Base Contracts.

The minimum dollar limitation for an individual task order must exceed the Simplified Acquisition Threshold as defined in FAR Subpart 2.101, as amended. The maximum dollar amount for individual task orders is $400,000,000.00, including the Option periods, if exercised.

The maximum dollar ceiling for the PRISM MATOC, including the Option periods, if exercised, is $1,800,000,000.00.

An unlimited number of task orders may be placed under PRISM for the term of PRISM, including the Option periods, if exercised.

B.2. Task Order Pricing

PRISM provides OUSD and their strategic partners the flexibility to determine fair and reasonable pricing tailored to the ordering agency’s requirement dependent upon level of competition, risk, uncertainties, complexity, urgency, and contract type. The PRISM CO has the authority and responsibility for the determination of cost or price reasonableness for task order requirements. Adequate price competition at the task order level, in response to an individual requirement, establishes the most accurate, fair, and reasonable pricing for that requirement. The PRISM CO must identify the applicable contract type for all CLINs in each PRISM task order.

B.2.1. Fixed Price Task Orders

Fixed price is defined under Federal Acquisition Regulation (FAR) Subpart 16.2, Fixed-Price Contracts, and other applicable agency-specific regulatory supplements.

B.2.2. Cost Reimbursement Task Orders

Cost Reimbursement is defined under FAR Subpart 16.3, Cost-Reimbursement Contracts, and other applicable agency- specific regulatory supplements.

The Contractor shall have and maintain an acceptable accounting system that will permit timely development of all necessary cost data in the form required by the proposed contract type.

The Contractor may be required to submit a cost proposal with supporting information for each cost element, including, but not limited to, direct labor, fringe benefits, overhead, general, and administrative (G&A) expenses, facilities capital cost of money, other direct costs, and fees consistent with their cost accounting system, provisional billing rates, and forward pricing rate agreements.

B.3. Labor Subject to the Service Contract Act (SCA)

The PRISM labor categories, identified in Section J., are considered bona fide executive, administrative, and professional labor that is exempt from the SCA. To the extent that any ancillary labor for services is within the scope of PRISM and subject to the SCA in accordance with FAR Subpart 22.10 and other applicable agency specific regulatory supplements, the PRISM CO must identify such work in the task order solicitation and make a determination as to whether SCA wage determinations are to be applied or not.

B.3.1. Labor outside the Continental United States (OCONUS)

“OCONUS” is defined as other than the 48 contiguous states plus the District of Columbia. It is anticipated that there may be task orders for work OCONUS. The U.S. Department of State’s Bureau of Administration, Office of Allowances, publishes quarterly report indexes of living costs abroad, per-diem rate maximums, quarter’s allowances, hardship differentials, and danger pay allowances.

The Department of State Standardized Regulations (DSSR) is the controlling regulations for allowances and benefits available to all U.S. Government civilians assigned to foreign areas. For task orders issued under PRISM, Contractor civilians assigned to foreign areas may receive the allowances and benefits in the DSSR but shall not receive allowance and benefits in excess of those identified in the DSSR.

For OCONUS task orders where costs are not specifically addressed in the DSSR, the Government will reimburse the Contractor for all reasonable, allowable, and allocable costs in accordance with FAR 31, Contract Cost Principles and Procedures, and other applicable agency specific regulatory supplements.

❖ Synchronized Predeployment and Operational Tracker (SPOT)

The SPOT system is used to generate Letters of Authorization (LOAs) which define specific Government services and support all contractor personnel are authorized to receive in a deployment area or Temporary Duty (TDY) location.

Contractor personnel must have a SPOT-generated LOA signed by the PRISM AAS CO in order to process through a deployment center or to travel to, from, or within the designated operational area when applicable.

The contractor shall process LOAs in SPOT as applicable for contractor personnel deploying under the TO or traveling to designated TDY locations and provide the additional documentation required with each LOA. The contractor shall fully execute all SPOT requirements. The contractor shall accurately maintain SPOT with up-to-date information for its personnel throughout the duration of the TO. Any changes to status of individual contractor personnel (e.g., arrival date, duty location, deployment closeout) shall be annotated within the SPOT database in accordance with SPOT business rules.

❖ Status of Forces Agreements (SOFA) A SOFA defines the legal status of DoD personnel, activities, and property in the territory of another nation and sets forth rights and responsibilities between the U.S. and the host government. The contractor shall comply with the individual country SOFAs, Supplementary and Shell Agreements, and other applicable documents and regulations.

Invited Contractor (IC) and Technical Representative (TR) status shall be governed by the SOFAs negotiated and implemented by DoS and DoD. The contractor shall coordinate with the Government to satisfy all requirements mandated by the governing regulations for the specified country or theater. The contractor shall be responsible for determining what requirements are applicable. It is agreed that the withdrawal of IC or TR status, or the withdrawal of or failure to provide any of the privileges associated therewith by the U.S., shall not constitute grounds for excusable delay by the contractor in the performance of the TO and will not justify or excuse the contractor defaulting in the performance of this TO. Furthermore, withdrawal of SOFA status for any reason shall not serve as a basis for the contractor filing any claims against the U.S.

The contractor shall notify the PRISM CO and PM, within 24 hours, when an individual’s status under SOFA must be terminated for any reason. This includes all subcontractors, consultants, and other personnel supporting the contractor. The contractor shall ensure that all personnel, including subcontractors, are legally able to work in each identified place of performance. In countries where SOFA or other similar statuses apply, the contractor shall not employ personnel without the requisite status under this TO unless the request has been coordinated with the USAF TPOC and PRISM AAS PM and approved by the PRISM AAS CO.

The contractor is responsible for ensuring it understands the procedures, regulations, and guidance applicable to each place of performance under this TO. The Government will not reimburse the contractor for any costs associated with failing to follow applicable procedures, regulations, and guidance that apply to obtaining visas, permits, or legal status.

The Government will not become a party to any contractor residence or tax issues.

❖ Invited Contractor or Technical Representative Status Under U.S. - Republic of Korea (ROK)

Invited Contractor (IC) and Technical Representative (TR) status shall be governed by the U.S.- ROK Status of Forces Agreement (SOFA) as implemented by United States Forces Korea (USFK) Reg 700-19, which can be found under the “publications” tab on the US Forces Korea homepage http://www.usfk.mil.

(a) Definitions. As used in this clause— “U.S. – ROK Status of Forces Agreement” (SOFA) means the Mutual Defense Treaty between the Republic of Korea and the U.S. of America, Regarding Facilities and Areas and the Status of U.S. Armed Forces in the Republic of Korea, as amended.

“Combatant Commander” means the commander of a unified or specified combatant command established in accordance with 10 U.S.C. 161. In Korea, the Combatant Commander is the Commander, United States Pacific Command.

“United States Forces Korea” (USFK) means the subordinate unified command through which US forces would be sent to the Combined Forces Command fighting components. “Commander, United States Forces Korea” (COMUSK) means the commander of all U.S. forces present in Korea. In the Republic of Korea, COMUSK also serves as Commander, Combined Forces Command (CDR CFC) and Commander, United Nations Command (CDR UNC).

“USFK, Assistant Chief of Staff, Acquisition Management” (USFK/FKAQ) means the principal staff office to USFK for all acquisition matters and administrator of the U.S.-ROK SOFA as applied to US and Third Country contractors under the Invited Contractor (IC) and Technical Representative (TR) Program (USFK Reg 700-19).

“Responsible Officer (RO)” means a senior DOD employee (such as a military E5 and above or civilian GS-7 and above), appointed by the USFK Sponsoring Agency (SA), who is directly responsible for determining and administering appropriate logistics support for IC/TRs during contract performance in the ROK.

(b) IC or TR status under the SOFA is subject to the written approval of USFK, Assistant Chief of Staff, Acquisition Management (FKAQ), Unit #15237, APO AP 96205-5237.

(c) The contracting officer will coordinate with HQ USFK/FKAQ, IAW FAR 25.8, and USFK Reg 700-19. FKAQ will determine the appropriate contractor status under the SOFA and notify the contracting officer of that determination.

(d) Subject to the above determination, the contractor, including its employees and lawful dependents, may be accorded such privileges and exemptions under conditions and limitations as specified in the SOFA and USFK Reg 700-19. These privileges and exemptions may be furnished during the performance period of the contract, subject to their availability and continued SOFA status. Logistics support privileges are provided on an as-available basis to properly authorized individuals. Some logistics support may be issued as Government Furnished Property or transferred on a reimbursable basis.

(e) The contractor warrants and shall ensure that collectively, and individually, its officials and employees performing under this contract will not perform any contract, service, or other business activity in the ROK, except under U.S.

Government contracts and that performance is IAW the SOFA.

(f) The contractor’s direct employment of any Korean-National labor for performance of this contract shall be governed by ROK labor law and USFK regulation(s) pertaining to the direct employment and personnel administration of Korean National personnel.

(g) The authorities of the ROK have the right to exercise jurisdiction over invited contractors and technical representatives, including contractor officials, employees, and their dependents, for offenses committed in the ROK and punishable by the laws of the ROK. In recognition of the role of such persons in the defense of the ROK, they will be subject to the provisions of Article XXII, SOFA, related Agreed Minutes and Understandings. In those cases, in which the authorities of the ROK decide not to exercise jurisdiction, they shall notify the U.S. military authorities as soon as possible. Upon such notification, the military authorities will have the right to exercise jurisdiction as is conferred by the laws of the U.S.

(h) Invited contractors and technical representatives agree to cooperate fully with the USFK Sponsoring Agency (SA) and Responsible Officer (RO) on all matters pertaining to logistics support and theater training requirements.

Contractors will provide the assigned SA prompt and accurate reports of changes in employee status as required by USFK Reg 700-19.

(i) Theater Specific Training. Training Requirements for IC/TR personnel shall be conducted in accordance with USFK Reg 350-2 Theater Specific Required Training for all Arriving Personnel and Units Assigned to, Rotating to, or in Temporary Duty Status to USFK. IC/TR personnel shall comply with requirements of USFK Reg 350-2.

(j) Except for contractor air crews flying Air Mobility Command missions, all U.S. contractors performing work on USAF classified contracts will report to the nearest Security Forces Information Security Section for the geographical area where the contract is to be performed to receive information concerning local security requirements.

(k) Invited Contractor and Technical Representative status may be withdrawn by USFK/FKAQ upon:

1) Completion or termination of the contract.

2) Determination that the contractor or its employees are engaged in business activities in the ROK other than those pertaining to U.S. armed forces.

3) Determination that the contractor or its employees are engaged in practices in contravention to Korean law or USFK regulations.

(l) It is agreed that the withdrawal of invited contractor or technical representative status, or the withdrawal of, or failure to provide any of the privileges associated therewith by the U.S. and USFK, shall not constitute grounds for excusable delay by the contractor in the performance of the contract and will not justify or excuse the contractor defaulting in the performance of this contract. Furthermore, it is agreed that withdrawal of SOFA status for reasons outlined in USFK Reg 700-19, Chapter 2-6 shall not serve as a basis for the contractor filing any claims against the U.S. or USFK. Under no circumstance shall the withdrawal of SOFA Status or privileges be considered or construed as a breach of contract by the U.S. Government.

(m) Support.

1) Unless the terms and conditions of this contract place the responsibility with another party, the COMUSK will develop a security plan to provide protection, through military means, of Contractor personnel engaged in the theater of operations when sufficient or legitimate civilian authority does not exist.

2) (2)(i) All Contractor personnel engaged in the theater of operations are authorized resuscitative care, stabilization, hospitalization at level III military treatment facilities, and assistance with patient movement in emergencies where loss of life, limb, or eyesight could occur. Hospitalization will be limited to stabilization and short-term medical treatment with an emphasis on return to duty or placement in the patient movement system.

3) (ii) When the Government provides medical or emergency dental treatment or transportation of Contractor personnel to a selected civilian facility, the Contractor shall ensure that the Government is reimbursed for any costs associated with such treatment or transportation.

4) (iii) Medical or dental care beyond this standard is not authorized unless specified elsewhere in this contract.

● Unless specified elsewhere in this contract, the Contractor is responsible for all other support required for its personnel engaged in the theater of operations under this contract.

(n) Compliance with laws and regulations. The Contractor shall comply with and shall ensure that its personnel supporting U.S Armed Forces in the Republic of Korea as specified in paragraph (b)(1) of this clause are familiar with and comply with, all applicable—

1) United States, host country, and third country national laws.

2) Treaties and international agreements.

3) United States regulations, directives, instructions, policies, and procedures; and

4) Orders, directives, and instructions issued by the COMUSK relating to force protection, security, health, safety, or relations and interaction with local nationals. Included in this list are force protection advisories, health advisories, area (i.e.―off-limits), prostitution and human trafficking and curfew restrictions.

(o) Vehicle or equipment licenses. IAW USFK Regulation 190-1, Contractor personnel shall possess the required licenses to operate all vehicles or equipment necessary to perform the contract in the theater of operations. All contractor employees/dependents must have either a Korean driver’s license or a valid international driver’s license to legally drive on Korean roads.

(p) Evacuation.

1) If the COMUSK orders a non-mandatory or mandatory evacuation of some or all personnel, the Government will provide assistance, to the extent available to United States and third country national contractor personnel.

2) Non-combatant Evacuation Operations (NEO).

● The contractor shall designate a representative to provide contractor personnel and dependents information to the servicing NEO warden as required by direction of the Responsible Officer.

● If the contract period of performance in the Republic of Korea is greater than six months, non-emergency essential contractor personnel and all IC/TR dependents shall participate in at least one USFK sponsored NEO exercise per year.

(q) Next of kin notification and personnel recovery.

1) The Contractor shall be responsible for notification of the employee-designated next of kin in the event an employee dies, requires evacuation due to an injury, or is missing, captured, or abducted.

2) In the case of missing, captured, or abducted contractor personnel, the Government will assist in personnel recovery actions in accordance with DOD Directive 2310.2, Personnel Recovery.

3) IC/TR personnel shall accomplish Personnel Recovery/Survival, Evasion, Resistance and Escape (PR/SERE) training in accordance with USFK Reg 525-40, Personnel Recovery Procedures and USFK Reg 350-2 Theater Specific Required Training for all Arriving Personnel and Units Assigned to, Rotating to, or in Temporary Duty Status to

USFK.

(r) Mortuary affairs. Mortuary affairs for contractor personnel who die while providing support in the theater of operations to U.S. Armed Forces will be handled in accordance with DOD Directive 1300.22, Mortuary Affairs Policy and Army Regulation 638-2, Care and Disposition of Remains and Disposition of Personal Effects.

(s) USFK Responsible Officer (RO). The USFK appointed RO will ensure all IC/TR personnel complete all applicable training as outlined in this clause.

B.3.2. Travel

Travel costs may be reimbursed at actual cost in accordance with the limitations set forth in FAR 31.205-46 and other applicable agency-specific regulatory supplements. Unless otherwise directed by task order terms and conditions, the Contractor may apply indirect costs to travel consistent with the Contractor’s usual accounting practices.

B.3.3. Materials and Equipment

Material means property that may be consumed or expended during performance, component parts of a higher assembly, or items that lose their individual identity through incorporation into an end item. Equipment means a tangible item that is functionally complete for its intended purpose, durable, nonexpendable, and needed for performance.

Materials and Equipment shall be priced in accordance with the terms of the task order award, contract type, and applicable FAR and agency-specific regulatory supplements. Unless otherwise directed by task order terms and conditions, the Contractor may apply indirect costs to materials and equipment consistent with the Contractor’s usual accounting practices.

B.3.4. Subcontracting

Subcontracting shall follow the procedures set forth in FAR Part 44, Subcontracting Policies and Procedures, and other applicable agency-specific regulatory supplements.

The Contractor shall comply with the Contractor’s Subcontracting Plan and Subcontracting Plan Addendums, incorporated into the PRISM contract by reference, to ensure that small business, small disadvantage business (SDB), women-owned business (WOSB), HUBZone small business (HUBZone), veteran-owned small business (VOSB), and service-disabled veteran-owned small business (SDVOSB), are provided the maximum practicable opportunity to participate as Subcontractors.

As stated in 15 U.S.C. 637(d)(8), any Contractor or Subcontractor failing to comply in good faith with the requirements of the subcontracting plan is in material breach of its contract. Further, 15 U.S.C. 637(d)(4)(F) directs that a Contractor’s failure to make a good faith effort to comply with the requirements of the subcontracting plan shall result in the imposition of liquidated damages.

GSA requires use of the electronic Subcontracting Reporting System (eSRS) modules as the secure, confidential, information management tool to evaluate subcontracting goal performance for PRISM. The Subcontracting Plan covers the PRISM program as whole, however, the Contractor shall submit Individual Subcontract Reports (ISR) for Individual Subcontracting Plans, if applicable, and Summary Subcontract Reports (SSR) per each individual Pool the Contractor has a contract award using the web-based eSRS at http://www.esrs.gov.

Affiliates of the Prime Contractor or Subcontractor are not included in these reports. Subcontract award data reported by Prime Contractors and Subcontractors shall be limited to awards made to their immediate next-tier Subcontractors.

Contractors are required to adhere to their Subcontracting Plan, incorporated into the basic contract by reference.

When a Contractor does not meet any one or more of their Subcontracting Goals for a given reporting period, the Contractor shall explain, in writing, the rationale for not meeting the goals in the comments section of the ISR/SSR.

(END OF SECTION B)

SECTION C - DESCRIPTION / SPECIFICATIONS / STATEMENT OF WORK

PRISM MATOC and Task Order Seed Performance Work Statement

See Section J.

(END OF SECTION C)

SECTION D - PACKAGING AND MARKING

D.1. PACKAGING AND MARKING

Section not applicable to this acquisition.

(END OF SECTION D)

SECTION E - INSPECTION AND ACCEPTANCE

Inspection and acceptance for PRISM is:

FAR TITLE DATE

52.246-4 Inspection of Services – Fixed Price AUG 1996

52.246-5 Inspection of Services – Cost Reimbursement APR 1984

Clauses and other requirements regarding inspection and acceptance shall be designated by the PRISM CO at the task order level.

(END OF SECTION E)

SECTION F - DELIVERIES OR PERFORMANCE

F.1. DELIVERIES OR PERFORMANCE CLAUSES

Clauses regarding deliveries or performance for PRISM:

52.211-16 Variation in Quantity APR 1984 52.242-15 Stop Work Order AUG 1989 52.242-15 Alt I Stop Work Order Alt I APR 1984 52.242-17 Government Delay of Work APR 1984

F.2. PLACE OF PERFORMANCE

The services to be provided under PRISM shall be accomplished at the locations identified in the task order and may include locations in the Continental United States (CONUS) and Outside the CONUS (OCONUS).

F.3. PERIOD OF PERFORMANCE

The period of performance of PRISM is from the date of the Notice-To-Proceed through the base year, with four (4) 1-year options that may extend the cumulative term of the contract to 5 years in accordance with FAR 52.217-9, Option to Extend the Term of the Contact, if exercised. If 52.217-8 Option to Extend Services is exercised, this could extend the MATOC up to an additional 6 months.

The period of performance for each task order awarded under PRISM will be specified in the task order by the ordering agency. Task orders must be solicited and awarded prior to the PRISM term expiring and may extend up to five (5) years after the PRISM term expires.

Task order option periods may be exercised after the PRISM term expires as long as the final task order option period does not extend the cumulative term of the task order beyond 5 years after the PRISM term expires. After the PRISM term expires, PRISM will remain an active contract until the final task order is closed-out and shall govern the terms and conditions with respect to active task orders to the same extent as if it were completed during the PRISM term.

F.4. PERFORMANCE STANDARDS

PRISM is a performance-based contract with measurable standards in terms of quality and timeliness of deliverables and compliances in accordance with Section F.4.1. and F.4.2.

F.4.1. Deliverable and Reporting Requirements

The following table contains deliverables and reports required for PRISM. Task order deliverables and reporting will be specified in the task order. The Government does not waive its right to request other deliverables or reports not specifically listed in the table below. Deliverables or reports are required until the final task order is closed-out for each Contractor. If a deliverable is due on a calendar day that falls on a weekend day or a Government holiday, the deliverable or report is due the following business day.

SECTIO

N

REFERENCE DESCRIPTION FREQUENCY LOCATION

G.2.4. Contractor

PRISM

Contractor Program Manager

(PCPM)

Updated PCPM Point of Contact Information

Within 5 calendars days of the substitution

PRISM CO via email

G.3.1. Individual Subcontracting Reports (ISR)

If applicable, ISRs from Individual Subcontracting Plans on PRISM

Within 30 calendar days after the close of each reporting period ending March 31st and September 30th, and within 30 days of contract completion.

Electronically via the Electronic Subcontract Reporting System (eSRS) website or SF 294 to the PRISM CO via email

G.3.3. Insurance ACORD 25, Certificate of Insurance

Within 30 calendar days after the PRISM Notice-to-Proceed and any updates thereafter

PRISM CO via email for affected task orders

G.3.4. Mergers, Acquisitions, Novatians, and Change-of-Name Agreements

If applicable, SF 30 Modification or other applicable documents

Copy of SF 30 and other applicable documents within 45 calendar days of finalization

PRISM CO via email for affected task orders

G.3.5. Federal Awardee Performance and Integrity Information System (FAPIIS)

FAPIIS reporting Semi-Annually starting 6 months from the anniversary date of the PRISM Notice-to- Proceed.

Electronically via FAPIIS website and notify the PRISM CO via email

G.3.6. VETS 4121 VETS 4212 reporting Annually, no later than September 30 of each year

Electronically via the Department of Labor (DOL)

VETS 4212

reporting website and notify the PRISM CO via email

G.3.7. Reporting Executive Compensation and First-Tier Subcontract Awards

Federal Funding Accountability and Transparency Act (FFATA) Sub-Award Report

The end of the month following the month in which the prime Contractor awards any subcontract greater than $25,000 into the FFATA Sub- Award Reporting System (FSRS)

Electronically via FSRS website and notify the PRISM CO via email

G.3.8. Post Award Small Business Program Re- Representation

Small Business Size Recertification

Within 30 days after execution of a novation agreement;

within 30 days after a merger or acquisition that does not require a novation; and, within 60 to 120 days prior to the end of the fifth year and exercising the option thereafter.

PRISM CO via email

H.7.1. Acceptable Accounting System

Correspondence and audit reports from DCAA/DCMA that updates the current status

Within 45 calendar days after the update

PRISM CO via email for affected task orders

H.7.2. Acceptable Estimating System

If applicable, correspondence and audit reports from DCAA/DCMA or other cognizant auditing entity that updates the current status

Within 45 calendar days after the update

PRISM CO via email for affected task orders

H.7.4. Forward Pricing Rate Agreements (FPRA), Forward Pricing Rate Recommendation s (FPRR) and/or Approved Billing Rates

If applicable, correspondence and audit reports from DCAA/DCMA or other cognizant auditing entity that updates the current status

Within 45 calendar days after the update

PRISM CO via email for affected task orders

H.7.5. Approved Purchasing System

If applicable, correspondence and audit reports from DCMA or other cognizant auditing entity that updates the current status

Within 45 calendar days after the update

PRISM CO via email for affected task orders

H.7.6. Meaningful

Relationship And Teaming Commitment Letters (MRCL)

(TCL)

If applicable, any change of entity or commitment identified in any MRCL submitted

Within 45 calendar days after the update

H.8.2. Facility Security Clearance

If applicable, correspondence signed by a Facility Security Officer, screen prints from the Industrial Security Facilities Database and DD Form 441, DD Form 441-1, or SF 328 that updates the current status.

Within 45 calendar days after the update for affected task orders

F.4.2. Compliances

The following table contains compliances required for PRISM. Task Order compliances will be specified in the task order. The Government does not waive its right to request other compliances to align the PRISM contract with new statutory or regulatory requirements. The Government will provide the Contractor with at least 90 days' notice of these requirements.

SECTION REFERENCE COMPLIANCE

G.2.4. Contractor PCPM The Contractor shall maintain responsive and competent Contractor

PCPM

G.2.4. Meetings The Contractor’s PCPM shall attend and actively participate in all meetings, including all PMR Meetings.

G.3.1. Subcontracting Goals and

Reporting The Contractor shall submit timely and accurate ISR subcontract reports or SF 294s, if applicable, in meeting small business goals in accordance with the Contractor’s subcontracting plan

G.3.3. Insurance The Contractor shall submit timely and accurate Certificates of Insurance and maintain adequate insurance coverage at the PRISM and task order level

G.3.4. Mergers, Acquisitions, Novatians and Change-of- Name Agreements

The Contractor shall submit timely notice of Merger and Acquisitions or contractual copies of Novation or Change-of-Name Agreements, if applicable

G.3.5. Responsibility and Federal Awardee Performance and Integrity Information System (FAPIIS)

The Contractor shall submit timely and accurate FAPIIS information and maintain sufficient financial resources and meet the responsibility standards and qualifications set forth in FAR Part 9.

G.3.6. VETS 4212 Reporting The Contractor shall report timely and accurate VETS 100-A reports in the Department of Labor VETS-100 website and send confirmation to the PRISM CO.

G.3.7. Reporting Executive Compensation and First-Tier Subcontract Awards

The Contractor shall report timely and accurate sub-award and executive compensation data regarding first-tier sub-awards in FSRS to meet the FFATA reporting requirements and send confirmation to the PRISM CO.

G.3.8. Post-Award Small Business Program Re-Representation

The Contractor shall report timely and accurately their small business program re-representation and updated ORCA, as applicable

G.4. Task Order Close-Out The Contractor agrees to cooperate with the PRISM CO to close out task orders as soon as practical after expiration, cancellation, or termination.

H.7.1. Acceptable Accounting System

The Contractor shall maintain the acceptable/approved status of their Accounting System and submit updates to the current status.

H.7.2. Acceptable Estimating System The Contractor shall maintain the acceptable status of their Estimating System and submit updates to the current status, if applicable

H.7.4. Forward Pricing Rate Agreements (FPRA), Forward Pricing Rate Recommendations (FPRR) and/or Approved Billing Rates

The Contractor shall maintain their FPRA, FPRR, and/or Approved Billing Rates and submit updates, if applicable

H.7.5. Approved Purchasing System The Contractor shall maintain an Approved Purchasing System and submit updates, if applicable

H.7.6. Teaming Commitment Letters

(TCL)

The Contractor shall honor the commitments contained in all TLCs, if applicable

H.8.2 Facility Security Clearance

(FSC)

The Contractor shall maintain or exceed their FSC and submit updates, if applicable

G2.4. Meetings The Contractor’s PCPM shall attend and actively participate in all meetings, including all PMR Meetings

H.13. Ethics and Conduct The Contractor shall adhere to the standards under Section H.13.

(END OF SECTION F)

SECTION G - CONTRACT ADMINISTRATION DATA

G.1. BACKGROUND

This section provides roles, responsibilities, and contract administration requirements for PRISM and each task order placed under PRISM. Clauses and other requirements regarding contract administration may be designated by the PRISM CO at the task order level.

Clauses regarding Contract Administration Data for PRISM:

252.204-7006 Billing Instructions MAY 2023

CLAUSES INCORPORATED BY FULL TEXT

LOCAL GSA CLAUSE - ELECTRONIC SUBMISSION THROUGH ITSS OF PAYMENT REQUESTS AND

RECEIVING REPORTS

1. Assisted Services Shared Information System (ASSIST): All offerors must be registered in ASSIST in order to be eligible for a Contract Award. Here is the link for a tutorial on using ASSIST https://assist.gsa.gov/cm/cm-slider/index-contractor.html#collapseThree and also a link to register https://assist.gsa.gov/assist-web/registration/contractor/search. Offerors must be registered in ASSIST within ten (10) days of submitting a proposal in response to this solicitation. Failure to register in ASSIST may result in your proposal being considered non-responsive.

2. Electronic Submission of Invoices

Contractors shall electronically submit invoices and supporting documentation through the GSA web-based procurement system ASSIST portal. The contractor shall submit invoices electronically by logging into the ASSIST portal https://portal.fas.gsa.gov, navigating to the appropriate order, and creating the invoice for that order. This is the only acceptable means for invoice submissions. Detailed invoice submission instructions can be found at the ASSIST portal.

No paper invoices shall be accepted. For additional assistance and for problem and or error resolution contact the ASSIST Helpdesk at 877-472-4877 or email assist.servicedesk@gsa.gov.

3. Invoice Content/Information

The invoice attached in ASSIST shall be submitted on official letterhead and shall include the following information at a minimum.

Invoice on Company Letterhead with Invoice Number Contract Number Order Number POC name, phone/email, and Address

TAX ID #

FIN

Period of Performance for Billing Period Prompt Payment Discount (if offered) Total Invoice Amount Charges, identified by deliverable or line item(s), with a narrative description of the service performed. Deliverables, reimbursable costs, and other charges (e.g., G&A) Travel Itemized by Individual and Trip (if applicable)

The invoice shall be structured per the awarded pricing schedule. The contractor shall invoice for work performed the prior month no later than 10 business days of the next month in accordance with the approved fixed price billing schedule.

4. Travel Invoicing (if applicable)

Travel shall be reviewed and approved by the COR in advance per the terms and conditions of the contract via ASSIST in the “Award Overview” menu using the “Collaborations” Tab. Travel invoices shall be submitted with all receipts for airfare, rental car, lodging, and all other receipts directly being charged for over $75.00 shall be submitted as support/back up documentation with the invoice submittal. NO PAYMENT WILL BE MADE WITHOUT DOCUMENTATION and RECEIPTS.

5. Revised Invoices

If the contractor submits a revised invoice, the revised invoice must include: 1) a unique invoice number (The unique number could just be adding a R or an A to the original invoice number), 2) a brief explanation, and 3) a cross-reference to any previous invoice submittals for tracking purposes and avoiding duplication.

6. Final Invoice/Order Closeout Procedures

Invoices for final payment must be identified and submitted when the contract has been completed and no further charges are to be billed. The contractor shall submit a final invoice within sixty (60) calendar days after the end of the Performance Period. All invoices shall be received within this period. The contracting officer shall not extend the period of performance, or the invoice submittal period to wait on subcontractors to bill the prime contractor. All rates are negotiated at the time of award, and the contractor shall control and account for all time by their own personnel and their subcontractor or CTA personnel to allow for timely billing in accordance with the terms expressed in this section. The Government reserves the right to require a release of claims at the end of the performance period, after all payments have been completed. **NOTE: No rates agreed to under the terms of this contract are subject to DCAA or other “final” audited rates.

7. Unilateral Closeout Modifications:

The Government reserves the right to issue unilateral closeout modifications to close out the contractual agreements, after the contractor has acknowledged the order is closed and that no further liability exists on behalf of the parties.

The Government also reserves the right under the unilateral closeout modification to deobligate money after full payment has been made to the contractor for their services/materials under this contract.

(End of clause)

CONTRACT ADMINISTRATION

RESPONSIBILITY FOR ADMINISTRATION OF CONTRACT

a. The Contracting Officer is responsible for the administration of this contract. The Contracting Officer alone is authorized to the extent indicated in the contract to act on behalf of the government which results in changes in the terms of the contract, including deviations from specifications, details, and delivery schedules. Communications pertaining to contractual administrative matters will be addressed to the Contracting Officer. No changes in or deviation from the scope of work shall be affected without a written modification to the contract executed by the Contracting Officer.

b. No oral statement of any person will in any manner or degree shall modify or otherwise affect the terms of this contract. The Contracting Officer is the only person authorized to approve changes in any of the requirements under this contract, and notwithstanding any provisions contained elsewhere in this contract, the said authority remains solely with the Contracting Officer.

c. All matters pertaining to Government administration of this contract should be directed to:

ATTN: Robert Johnson Contracting Officer AAS APEX 3, Sector 1, Div. 2 2300 Main Street Kansas City, MO 64108 Phone: 816-384-6732 Email: Robert.f.johnson@gsa.gov

ATTN: Roxanne Moore Project Manager AAS APEX 3, Sector 1, Div. 2 2300 Main Street Kansas City, MO 64108 Phone: 816-384-6732 Email: Roxanne.moore@gsa.gov

ATTN: Katie Doll Project Manager AAS APEX 3, Sector 1, Div. 2 2300 Main Street Kansas City, MO 64108 Phone: 816-823-1939 Email: katie.doll@gsa.gov

OTHER POINTS OF CONTACT

Contractor POC: TBD

Government Customer POC: Brian Simmons Brian.j.simmons14.civ@mail.mil (TPOC), George Landis george.m.landis.civ@mail.mil (TPOC), Katie Doll katie.doll@gsa.gov (COR) and Roxanne Moore Roxanne.moore@gsa.gov (COR)

G.2. ROLES AND RESPONSIBILITIES OF PERSONNEL

This section describes the roles and responsibilities of Government and Contractor personnel.

G.2.1. Project Manager (PM)

The PRISM PM is a GSA Government official who performs various programmatic functions for the overall success of the PRISM program.

G.2.2. Contracting Officer (CO)

The PRISM CO(s) is the sole and exclusive GSA Government official with actual authority to administer and/or modify the terms of PRISM, monitor the Contractor's performance in the areas of contract compliance and contract administration, and assist the Contractor on matters related to the PRISM terms and conditions. The PRISM CO may delegate routine administrative functions to an authorized PRISM representative.

G.2.3. Ombudsman

Subject to FAR 52.216-32 – Task-Order and Delivery-Order Ombudsman, GSA has designated a Task-Order and Delivery-Order Ombudsman who will review complaints from contractors and ensure that they are afforded a fair opportunity for consideration in the award of task or delivery orders under Indefinite Delivery/Indefinite Quantity (ID/IQ) contracts, consistent with the procedures in the contract. Written complaints shall be submitted to the Ombudsman, with a copy to the Contracting Officer. In the case that the contractor is not satisfied with the resolution of the complaint by the GSA Task-Order and Delivery-Order Ombudsman, the contractor may follow the procedures outlined in subpart 33.1. The GSA Task-Order and Delivery-Order Ombudsman is located at the General Services Administration (GSA), Office of Government-wide Policy (OGP), Office of Acquisition Policy (MV). Contact information for the GSA Task-Order and Delivery-Order Ombudsman can be found at: https://www.gsa.gov/policy-regulations/policy/acquisition-policy/get-help-with-your-gsa-procurement-complaint?gsaredirect=ombudsman.

G.2.3.1. Contracting Officer’s Representative…