CONTRACT_CLAUSES.pdf

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services, Woodlawn, MD

CONTRACT CLAUSES

FAR 52.212-4 Contract Terms and Conditions—Commercial Items (October 2018)

(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

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services, possible after the commencement of any excusable delay, setting forth the full particulars in 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, 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.

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services,

(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.

(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 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.

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services,

(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 as 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

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

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services,

(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.

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services,

(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.

(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) [Reserved]

(u) Unauthorized Obligations

(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 User License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services, 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 Contract Terms and Conditions—Commercial Items

FAR 52.212-4, Paragraph (d) Disputes: Notwithstanding the claim period stated in FAR

52.233-1, Disputes, and pursuant to FAR 33.206, Initiation of a Claim, the Contractor agrees to submit any claim related to this contract [or “order”] within 12 months after accrual of the claim.

THE REMAINDER OF THIS PAGE IS LEFT BLANK INTENTIONALLY

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services,

01. DESCRIPTION OF SERVICES

The Contractor shall furnish professional security services, defined in the statement of work and contract exhibits, as Protective Security Officer (PSO) and related services, at federally owned, leased or occupied facilities protected by the Federal Protective Service at various locations primarily located in but not limited to the Center for Medicaid

Services (CMS) in Woodlawn, MD. In furnishing these services, the Contractor shall provide all necessary management, supervision, personnel, materials, supplies and equipment except as otherwise indicated, and shall plan, schedule, coordinate and ensure effective performance of, and conformance to, all aspects of the statement of work contained herein.

02. CONTRACT TYPE

Services shall be furnished via an IDIQ contract with fixed price provisions. Resultant task orders under this contract will be issued on a firm fixed price basis specifying the number of post hours required to be performed.

03. MAXIMUM QUANTITIES

The contract maximum is considered to be the total estimated price, inclusive of all optional ordering periods (to include the 6 month option available under FAR 52.217-8).

The Schedule of Supplies/Services and Prices (i.e. the Schedule) sets forth the maximum quantity of hours that the Government may order per each stated ordering period. The maximum quantities set forth in the Schedule are based upon the current, known service requirements with adjustments to provide for maximum ordering flexibility. The current, known service requirements are provided for informational purposes only. The

Government reserves the right to order up to the maximum quantities set forth in the

Schedule, to include, if the need arises, the addition of new posts/buildings/locations and/or expansion of duty hours at existing posts.

Each task order issued under this contract will be issued for the actual known service requirements at that time, will be accompanied by a Post Coverage Exhibit and will set forth a total estimated price within the task order schedule. Contractors will be paid only for services ordered and performed at the established hourly rates as contained in the task orders. The

Government has the unilateral right to add, decrease, cancel, or modify services stated in each task order as long as the change is within the scope of the contract. The price of the task order will be adjusted to reflect the work to be added or deleted at the established unit prices (i.e., number of units deleted multiplied by unit price/ number of hours added multiplied by unit price). The Contractor will not be entitled to additional costs associated with such a change.

The cumulative total of all orders issued under the contract shall not exceed the contract maximum price and/or maximum quantities unless and until the Contracting Officer notifies the contractor in writing that the contract maximum price has been increased and specifies in the notice a revised maximum price that shall constitute the maximum price for performance under this contract.

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services,

04. PRICES

A. Department of Labor (DOL) prevailing or Collective Bargaining Agreement

(CBA) Wage Determinations (WD)

1. The minimum wage rates and fringe benefits applicable to the contract are outlined in the Department of Labor (DOL) prevailing and/or Collective Bargaining Agreement

(CBA) wage determinations incorporated into the contract.

2. The applicable job classification under a DOL prevailing wage determination is

Guard II. In the case of a CBA wage determination, the applicable job classification may be specified under a different title. In either case, the applicable job classification reflects the minimum wage rates and fringe benefits that the Contractor must pay to all employees covered by the Service Contract Labor Standards statute working under the contract.

3. The attached Collective Bargaining Agreement (CBA) wage determination is herewith incorporated into the contract and only those costs recognized as allowable wages or fringe benefits under the terms of the Service Contract Labor Standards statute as incorporated into the contract under FAR Clause 52.222-43, will be subject to adjustment when applicable. Incorporation of the CBA WD does not authorize price adjustment of all economic terms established in the CBA and is limited only to allowable wages and fringe benefits under the Service Contract Labor Standards statute.

B. Contingency Pricing

1. Contractors shall not include contingency allowances to cover increased costs for which adjustments are provided under Federal Acquisition Regulation (FAR) Clause

52.222-43 – Fair Labor Standards Act and Service Contract Labor Standards – Price

Adjustments (Multiple Year and Option Contracts)(August 2018).

2. For cost/price factors that are subject to variation, but are not subject to adjustment under the provisions above, Contractors may factor in contingency allowances.

Note: Subparagraph 1.1.4 of the SOW states that the Contractor is to provide management and supervision of the Guard II labor force. The Agency considers the Supervisors described in section 1.1.4 to be personnel that perform purely management and/or supervisory job duties and functions not covered by the Service Contract Labor Standards statute. Accordingly, the type of work contemplated to be performed by these Supervisors would not be covered by the Service Contract Labor Standards statute. Therefore, Supervisors are not covered under the Service Contract Labor Standards Statute and increases to Supervisor wages and fringe benefits are not subject to contract price adjustment under FAR 52.222-43.

Incorporating supervisory positions into a CBA does not make them covered under the Service

Contract Labor Standards statute. Therefore, the Agency will not provide an adjustment for increases in Supervisor wages and/or fringe benefits, even when such an adjustment is stated in a CBA. Because FAR 52.222-43 does not provide an adjustment

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services, for increases in Supervisor wages and/or fringe benefits, offerors are permitted to include escalation in their pricing to account for any anticipated increases in these costs. Offerors are cautioned that if they believe a proposed employee will be performing work such that the employee would be covered by the Service Contract Labor Standards statute, offerors may not include such an employee in their Supervisor count under the management approach section of their technical proposals or Attachment 8, Field Level Supervision Exhibit, of this solicitation.

These sections of the solicitation are reserved for identifying Supervisor employees performing management/supervisory work that are not covered by the Service Contract Labor Standards statute. To the extent that an offeror proposes Supervisor employees in response to the management approach section or Attachment 8 of this solicitation and any of those employees perform Service Contract Labor Standards statute type covered work as opposed to the proposed management/supervisory work such that the employee could be considered a Service Contract Labor Standard statute covered employee, the Agency will consider this a breach of contract and no adjustment will be provided for increased costs for such employees under FAR 52.222-43 or any other contract provision or principle.

The applicable job classification under a DOL prevailing wage determination is Guard II.

In the case of a wage determination based on a predecessor CBA, the applicable job classification may be specified under a different title. If a CBA contains multiple rates for the armed PSO/ guard position, the applicable rate shall be the lowest wage and fringe benefit rates (when combined) identified in the CBA for any armed PSO/ guard position

(hereafter referred to as “standard Armed PSO rates”). This rate shall be the minimum wage and fringe benefit rates required to be paid to all armed PSO performing under the contract. Under this contract, FPS is purchasing the services of standard Guard II Armed

PSO associated with the standard PSO rates (hereafter referred to as “Standard Armed

PSO”). FPS is not purchasing the services of any other type of non-supervisory

PSO/guard such as Lead PSO, Lieutenant, Sergeant, Captain, or as identified by any other nomenclature (e.g., Armed PSO levels, numbers, etc.) and tied to higher wage and fringe benefit rates (when combined) in the CBA. Use of such positions in performance of this contract is not consistent with the terms and conditions of this contract. Because

FPS is not purchasing services for any position, other than the standard armed PSO position, and use of any other non-supervisory PSO position in performance of this contract is inconsistent with the terms and conditions of the contract, the contractor will not be eligible for any price adjustment predicated on the wages and/or fringe benefit rates for these positions increasing. Such positions will not be permitted to fulfill the direct requirements identified by the post exhibit and will not be billable to the

Government. Further, the work to be performed at each post involves similar effort, responsibilities, and duties, all falling within the scope of the standard armed PSO position. FPS is not purchasing any services outside the scope of Standard Armed PSO services at any location or post. Therefore, post specific wage and fringe benefit rates identified in a CBA based wage determination represent compensation for a level of service outside the scope of what FPS is purchasing under this contract. Therefore, post specific premiums will not create a right to a price adjustment.

NOTE: Nothing in this section prevents the contractor from paying standard armed PSOs more than the Standard Armed PSO rate. However, because the government is purchasing only Standard Armed PSO services no other rates will be incorporated into

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services, the contract as required minimum wages or fringe benefits. Therefore, no other rates will give rise to a price adjustment.

C. Paid Sick Leave Under 29 C.F.R.§ 13

1. 29 C.F.R. § 13.4(f) CBAs Ratified Prior to September 30, 2016

Under 29 C.F.R. § 13.4(f), the paid sick leave requirements of Executive Order 13706 and 29 C.F.R. § 13 do not apply to employees whose covered work is subject to a collective bargaining agreement (CBA) that is: (1) ratified prior to September 30, 2016; and (2) the terms of that CBA provide at least 56 hours (or 7 days) of paid sick time, or paid time off, that may be used for reasons related to sickness or healthcare. Alternatively, if the CBA provides fewer than

56 hours (or 7 days) of paid sick time or paid time off that may be used for reasons related to sickness or healthcare, the Contractor must “top off” the amount of such leave to bring it up to

56 hours or 7 days. The exclusion applies until the CBA terminates or until January 1, 2020, whichever occurs first. 29 C.F.R. § 13 does not require Contractors to pay out any unused sick leave.

Offerors are required to comply with both the minimum wage and fringe benefit provisions of the applicable prevailing or CBA Wage Determination (WD), as required by the

Service Contract Labor Standards statute and the paid sick leave provisions as detailed in 29

C.F.R. § 13.4(f). The applicable prevailing/CBA wage determination may contain paid sick leave or paid time off that may possibly be used for reasons related to sickness or healthcare. It is the offeror’s responsibility to determine the appropriate amount of paid sick leave to price into its proposal in order to comply with 29 C.F.R. § 13.4(f), taking into consideration leave already provided under the wage determination and whether that leave satisfies the requirements of 29

C.F.R. § 13.4(f). Further, offerors are advised that they do not have to separately identify the costs associated with complying with 29 C.F.R. § 13.4(f) in their Attachment 6 Price Element

Breakdown submissions as these costs will not be evaluated in the Agency’s price realism analysis due to the potential for wide variation and absence of baseline assumptions.

Because this is a fixed-price contract, there will be no price adjustment if the offeror’s assumptions/estimates regarding the amount of sick leave required to satisfy 29 C.F.R. § 13.4(f) prove to be incorrect, regardless of the cause of the discrepancy (e.g., more sick leave taken than expected, differing regulatory interpretation by DOL, etc.). Further, if the exclusion expires during the course of the contract, this expiration will not be grounds for a price adjustment.

Unlike the Service Contract Labor Standards statute, 29 C.F.R. § 13 does not provide for a price adjustment. Therefore, contingent events relating to 29 C.F.R. § 13, including but not limited to expiration of the exclusion available under 29 C.F.R. § 13.4(f), are risks/contingencies that offerors should consider in pricing their proposals.

2. 29 C.F.R. § 13.5 CBAs Ratified After September 30, 2016

Under 29 C.F.R. § 13.5 Contractors are required to permit employees to accrue not less than 1 hour of paid sick leave for every 30 hours worked on or in connection with a covered contract. Alternatively, a Contractor may choose to provide an employee with at least 56 hours of paid sick leave at the beginning of each accrual year rather than allowing the employee to

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services, accrue such leave based on hours worked over time. 29 C.F.R. § 13 does not require Contractors to pay out any unused sick leave.

Offerors are required to comply with both the minimum wage and fringe benefit provisions of the applicable WD as required by the Service Contract Labor Standard statute and the paid sick leave provisions as detailed in 29 C.F.R. § 13.5. The applicable prevailing or CBA

WD may contain paid sick leave or paid time off that may possibly satisfy the requirements of 29

C.F.R. § 13.5, (see 29 C.F.R. § 13.5(f)(5)(ii)). It is the offeror’s responsibility to determine the appropriate amount of paid sick leave to price into its proposal in order to comply with 29 C.F.R.

§ 13.5, taking into consideration leave already provided under the WD and whether that leave satisfies the requirements of 29 C.F.R. § 13.5. Further, offerors are advised that they do not have to separately identify the costs associated with complying with 29 C.F.R. § 13.5 in their

Attachment 6 Price Element Breakdown submissions as these costs will not be evaluated in the

Agency’s price realism analysis due to the potential for wide variation and absence of baseline assumptions.

Because this is a fixed-price contract, there will be no price adjustment if the offeror’s assumptions/estimates regarding the amount of sick leave required to satisfy 29 C.F.R. § 13.5 prove to be incorrect, regardless of the cause of the discrepancy (e.g., more sick leave taken than expected, differing regulatory interpretation by DOL, etc.). Unlike the Service Contract Labor

Standards statute, 29 C.F.R. § 13 does not provide for a price adjustment. Therefore, offerors should consider the cost/risk of contingent events relating to 29 C.F.R. § 13 in pricing their proposals.

D. Definitions

1. PSO Services – PSO services required under the solicitation/contract can be defined into two categories as detailed below. A single hourly unit price shall be included for PSO Services in accordance with the CLIN schedule identified in the solicitation/contract.

a. Basic Services – Basic services are the permanent ongoing services specifically included in the task order(s) at time of award, services that are pre-scheduled at the direction of the CO/Contracting Officer’s

Representative (COR) with monthly fluctuating schedules (ex. Office of

Disability Adjudication and Review (ODAR) or any other services added through modification up to any established maximums identified in the contract. The Government shall order these services using the Basic

Services Rates specified in the Schedule of Supplies/Services and Prices.

The Government anticipates that approximately 99.2% of the maximum hours solicited under this requirement will be for basic services.

b. Temporary Additional Services - During the term of the contract, the

Government may have requirements for temporary additional services

(TAS) beyond the basic services requirements. TAS are the short term, non-recurring needs for service such as an increase in hours to an existing or subsequently added post to include the weekend where a public demonstration is taking place over the weekend, addition of posts to

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services, provide for increased security for special events or high profile visitors to the building, extension of existing post hours in a building to cover seasonal fluctuations (such as at an IRS building during tax season), etc.

Should a continuing need for additional service arise, a contract modification will be issued by the Government to provide for those services as permanent post locations. Due to the nature of TAS the

Contractor may be required to perform these services with little advance notice. The Government anticipates that approximately .8% of the maximum hours solicited under this requirement will be for temporary additional services.

Note: In the event anyone other than the Contracting Officer or FPS COR contacts the

Contractor to request TAS under this contract, the Contractor shall not proceed with the request but shall notify the FPS COR and Contracting Officer immediately. Contractors who perform services without proper authorization from the Contracting Officer or FPS

COR shall not be reimbursed for such services.

05. PACKING AND MARKING

A. Payment of Postage and Fees. All postage and fees related to submitting information, including forms, reports, etc., to the Contracting Officer or the Contracting Officer's

Representative shall be paid by the Contractor.

B. Marking. All information submitted to the Contracting Officer or the Contracting

Officer's Representative shall clearly indicate the contract and task order number for which the information is being submitted.

06. INSPECTION AND ACCEPTANCE - CONTRACTOR'S

RESPONSIBILITY

The Contractor shall provide for all day-to-day supervision, inspection and monitoring of all work performed to ensure compliance with the contract requirements. The results of inspections conducted shall be documented in an inspection report for submission to the

Government. The Contractor shall follow through to assure that all Government and

Contractor identified defects or omissions in the contract requirements are corrected.

07. CONTRACT TRANSITION AND PHASE-IN

Statement of Work, Section 2 includes a general statement that the phase-in period shall be a maximum of 120 days for startup, from the contract award date to the performance start date.

08. CONTRACT PHASE-OUT

12 months prior to completion of the contract, the Contractor shall furnish the

Contracting Officer with a current Seniority List. The list shall include the names of all

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services, SCA covered employees on the Contractor’s or subcontractor’s payroll. The list shall also contain the date each SCA covered employee started work on the contract with either the current or a predecessor Contractor. The list shall not contain any Personally

Identifiable Information (PII) (e.g. social security numbers). Provision of the seniority list 12 months prior to contract expiration does not relieve the contractor from complying with the requirements of FAR 52.222-41(n) and providing a current seniority list to the

Contracting Officer not less than 10 days prior to completion of the contract.

09. DELIVERIES OR PERFORMANCE - TERM OF CONTRACT

The full term of the contract will be up to 66 months, if all established optional ordering periods are exercised. The start and end dates for the base ordering period and each optional ordering period will be defined within the resultant contract. Applicable periods of performance will be established in resultant task orders. Established optional ordering periods may be exercised in accordance with FAR 52.217-9 “Option to Extend the Term of the Contract” and FAR 52.217-8 “Option to Extend Services.”

10. CONTRACT ADMINISTRATION DATA

A. Invoicing. After award of this contract, but prior to performance, the Contractor shall meet with the Contracting Officer and Contracting Officer’s Representative upon request to discuss proper invoice preparation and submission. The Contractor and Government shall agree on a standardized invoice format to be used for submission of all invoices under this contract that meets the requirements of FAR 52.212-4 Contract Terms and

Conditions – Commercial Items, Paragraph (g) “Invoice.” Use of a standardized invoice format will facilitate timely invoice reviews and approvals. Failure to use the agreed standardized invoice format shall result in rejection of invoices.

B. Invoices shall be submitted for payment within 30 days after completion of the prior month’s services. Invoices shall not contain any employee Personally Identifiable

Information (PII). Invoices shall be submitted via one of the following three methods:

1. By mail: NPPD-FPS-Region 3

DHS, NPPD

Financial Operations-Burlington

P.O. Box 1279

Williston, VT 05495-1279

Attn: FPS Region 3 Invoice

2. By facsimile (fax): # 802-288-7658. The invoice submission shall include a cover sheet with the Contractor’s point of contact information and # of pages.

3. By e-mail: NPPDInvoice.Consolidation@ice.dhs.gov mailto:NPPDInvoice.Consolidation@ice.dhs.gov

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services, The invoice number and FPS Region 3 shall be annotated in the subject line of the e-mail. Only (1) invoice shall be submitted per e-mail message.

The invoice attached to the e-mail shall be in Portable Document Format

(PDF)

Invoices submitted by other than these three methods will not be processed and will be returned.

C. Contractors shall provide an informational copy of each invoice to the Contracting Officer at Thomas.Schrank@ice.dhs.gov and the Contracting Officer’s Representative Marella.R.Akridge@ice.dhs.gov concurrent with submission to the designated billing office referenced above.

D. In addition to the information required for a proper invoice as identified in FAR 52.212-4 (g)(1), Contract Terms and Conditions – Commercial Items, (Oct 2018) the Contractor shall include the following information:

1. Annotate “FPS Region 3 on the face of each invoice

2. Clearly identify the period of performance for which the services were rendered or the date the supplies were delivered to the Government

(invoices for periods of performance that encompass less than a full month of service must show the specific dates that services were rendered).

3. Cite the identical CLIN description on the invoice as what is cited within the CLIN description listed in the contract.

4. Where there are variances between the requirements cited in the task order(s) and the work actually performed (e.g., unmanned posts), the Contractor shall attach a separate sheet to the invoice detailing each instance of a variance.

E. Contractors shall submit only one invoice per contract or order per month. Failure to comply with these submission requirements will result in rejection of the invoice.

F. Final invoices shall be marked “FINAL” and be accompanied by an executed

“Contractor’s Release” (DHS Form 700-3 ) available at http://dhsconnect.dhs.gov/forms/documents/DHS_Form_700-03.pdf or by request to the

Contracting Officer.

10B. PAYMENTS

A. Payment will be made on a calendar month basis in arrears upon submission of an invoice. Payment will be due on the 30th calendar day after receipt of a proper invoice or date of receipt of services, whichever is later.

B. It is the objective of the Government to obtain complete and satisfactory performance in accordance with the terms of specifications and requirements of this contract. The criteria for deductions and adjustments below will be used by the Government in http://dhsconnect.dhs.gov/forms/documents/DHS_Form_700-03.pdf

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services, determining monetary deductions for nonperformance of work under this contract and for adjustments for deficiencies in the performance of work. In no event shall the Contractor invoice or the Government be obligated to pay for any hours in excess of the amount identified within the contract (inclusive of all modifications).

C. The Contractor is responsible for submitting accurate invoices that reflect the actual services provided each month. The Contractor shall compute the invoice price to reflect the actual amount of hours performed. Repeated substantiated errors in invoicing may adversely affect the performance assessments assigned during the pendency of the contract. Submission of false invoices shall be subject to contractual and legal actions.

D. To verify the monthly payment for productive man-hours, the Contracting Officer’s designated representative may compare the post hours required in the task order with the

DHS Form 139, Record of Time of Arrival and Departure from Buildings, or other approved sign-in/sign-out form. The Government may perform a 100% comparison or sampled comparison to verify the accuracy of the Contractor’s invoice. The Government will only pay for services actually rendered by the Contractor and funded on the task order. If variances are noted between the invoice and the DHS Form 139, the

Government will propose a price deduction. For example, if the task order required that a post be manned for 12 hours, and the Contractor billed for 12 hours, but the DHS Form

139 shows that post was manned for 10 hours, the Government will deduct the difference.

E. Any inquiries regarding payment shall be directed to the COR and/or CO.

10C. ADJUSTING PAYMENTS FOR CONTRACTOR PERFORMANCE

A. Deductions for Failure to Provide Man-hours

1. To compute deductions the Contracting Officer’s Representative will compare the man-hours reported by the Contractor through the Post Tracking System (PTS)

(PTS is further defined in the SOW), with the DHS Form 139, Record of Time of

Arrival and Departure from Buildings, or other approved Sign-in/Sign-out methods as prescribed by the contract.

2. The Government will pay the Contractor for the number of post hours actually performed as documented by the contract prescribed sign-in/sign-out method. (e.g.

PTS, DHS Form 139 etc.)

3. In the event the Contractor invoices for more hours than are documented by the contract prescribed sign-in/sign out method (e.g. PTS, DHS Form 139 etc.) the contract prescribed method will prevail. For example: If the invoice submitted by the Contractor indicates that an employee worked 8 hours and the sign-in/sign-out form shows that employee as having been in the building 5 hours, a deduction will be taken for the 3 hours not furnished. In the event the Contractor, for any reason whatsoever, fails to provide the manpower specified for labor, deductions will be made at the current fully weighted hourly rate.

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services,

4. The Government may assess price deductions for each post hour where services are not rendered in accordance to the provisions of the contract (e.g. PSO on post but not properly equipped, certified or licensed).

5. Use of deductions does not preclude the use of any other remedies. The

Government reserves all contractual rights and remedies. Nothing in this section shall be interpreted to allow the Contractor to knowingly fail to provide the manpower specified for labor and/or render services that are not in accordance with the provisions of the contract.

B. Contractor Use of DHS Form 139, or Approved Alternate

If the contract requires use of the DHS Form 139 (Record of Time of

Arrival/Departure from Facility) the Contractor will retrieve the forms from each post and submit the reports for the previous week to the COR every Monday by

10:00 am or as otherwise directed by the COR. The Contractor shall incorporate and certify that the data contained on the approved sign-in form is accurate, complete and in agreement with the hours presented on their invoice. (Facsimile copies of completed DHS Form 139’s may not be used for this purpose.)

11. THE ROLE OF GOVERNMENT PERSONNEL AND RESPONSIBILITY FOR

CONTRACT ADMINISTRATION

A. Contracting Officer (CO)

1. The CO for this RFP and resultant award is: Thomas Schrank, 215-521-2257, Thomas.Schrank@ice.dhs.gov.

2. Administrative Contracting Officer(s) may be assigned after award.

3. The CO has the overall responsibility for the administration of the contract. The

CO alone is authorized to take action on behalf of the Government to amend, modify or deviate from the contract’s terms and conditions; make final decisions on unsatisfactory performance; terminate the contract or task order for convenience or cause; and issue final decisions regarding questions or matters under dispute. The CO may delegate certain other responsibilities to an authorized representative.

B. Contracting Officer's Representative (COR)

1. The COR for the order is: Marella Akridge, 410-965-2807, Marella.R.Akridge@ice.dhs.gov.

2. The COR is designated to assist the CO in the discharge of his or her responsibilities when he or she is unable to be directly in touch with the task order work.

In the event that the COR is absent or unavailable, an Alternate COR will be designated.

The responsibilities of the COR and his/her alternate include, but are not limited to:

mailto:Thomas.Schrank@ice.dhs.gov mailto:Marella%20%20%20Akridge@ice.dhs.gov mailto:Marella%20%20%20Akridge@ice.dhs.gov

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services, determining the adequacy of performance by the Contractor in accordance with the terms and conditions of the contract, acting as the Government's representative in charge of work at the site(s); ensuring compliance with the contract requirements insofar as the actual performance is concerned; advising the Contractor of proposed deductions for non-performance or unsatisfactory performance; and advising the CO of any factors which may cause delay in the performance of work.

3. After award of the contract or task order, the CO will issue a written Delegation of

Authority memorandum to the COR that details the scope of duties the COR is authorized to perform and manage. The COR shall not make any decisions regarding the performance of the work under the order except as outlined in the memorandum. A copy of the memorandum shall be sent to the Contractor.

4. The Contractor shall immediately notify the CO in the event the COR directs the

Contractor to perform work that the Contractor believes is not part of the contract or the

COR assumes duties not designated in the memorandum. The CO will then make a determination as to the issue and respond to all affected parties in the most appropriate manner deemed necessary.

12. INSURANCE REQUIREMENT

Pursuant to FAR clause 52.228-5, Insurance – Work on a Government Installation (Jan

1997):

a. Liability insurance coverage, written on the comprehensive form of policy, is required in the amount of $500,000 per occurrence for bodily injury and $50,000 per occurrence for property damage. Automobile liability insurance, written on the comprehensive form of policy, is required in the amount of $200,000 per person and

$500,000 per occurrence for bodily injury and $20,000 per occurrence for property damage.

Note: "The United States of America, acting by and through the Federal Protective service" shall be named as an additional insured for general liability.

b. The coverage specified below, pursuant to FAR 28.307, reflects the minimum insurance required.

(1) Workers' Compensation and Employer's Liability

Contractors are required to comply with applicable Federal and State workers' compensation and occupational disease statutes. If occupational diseases are not compensable under those statutes, they shall be covered under the employer's liability section of the insurance policy, except when contract operations are so commingled with a contractor's commercial operations that it would not be practical to require this coverage. Employer's liability coverage of at least

$100,000 shall be required, except in States with exclusive or monopolistic funds that do not permit workers' compensation to be written by private carriers.

(2) General Liability

RFP 70RFP319RE3000003 - Protective Security Officer (PSO) Services at the Center for Medicaid Services, The Contractor shall provide bodily injury liability insurance coverage written on the comprehensive form of policy of at least $500,000 per occurrence and

$50,000 per occurrence for property damage.

(3) Automobile Liability

The Contractor shall provide automobile liability insurance written on the comprehensive form of policy. The policy shall provide for bodily injury and property damage liability covering the operation of all automobiles used in connection with performing the contract. Policies covering automobiles operated in the United States shall provide coverage of at least $200,000 per person and

$500,000 per occurrence for bodily injury and $20,000 per occurrence for…