Amendment_2_75N91023R00024_RFP_0002.pdf

RFP 75N91023R00024 Amendment 2

The purpose of this Amendment 02 is to make the following changes to RFP 75N91023R00024, and the RFP closing date is extended until 10:00 AM Eastern on 28 Feb 2023 as this is a minor reducing requirements, effective immediately:

1) Remove references to the NIH Data Management and Sharing Policy (DMS) language from Sections H, L, M and J;

The Government reserves the right to include Data Management and Sharing requirements, if applicable, in future task order solicitations.

2) Incorporate the provisions/clauses into Section I and Section L associated with Performance-Based Payments;

As specified at the Task Order level, fixed price task orders may be eligible for contract financing in the form of performance-based payments. These provisions/clauses are placed at the IDIQ Base level as they may be applicable to task orders issued under this contract.

3) Clarify the Buy American Act provisions/clauses referenced in the IDIQ Base level may be applicable to individual task orders;

Buy American Act provisions/clauses may be applicable to task orders issued under this contract and are partially referenced in the base contract. Additional provisions/clauses related to Buy American may be referenced at the individual task order level. As applicable, IDIQ holders are expected to comply with Buy American and other pertinent regulations (Trade Agreements) at time of obligation under subsequent awards.

4) Provides clarification regarding Section L instructions on Attachment 12, Technical Proposal Cost Information/Summary of Labor and Direct Costs; and

Under Attachment 12 (TECHNICAL PROPOSAL COST INFORMATION/SUMMARY OF LABOR AND DIRECT COSTS), offers must enter the requested information for each Sample Task Order(s) and Initial Task Order (Kickoff) required by the IDIQ Pool under which they wish to propose. If the Offeror is applying to multiple pools, a copy of this completed form should be submitted with the Technical Proposal for each pool, and should be consistent with the direct costs submitted as part of the Business Proposal. The specific sample task or initial task order title and pool should be referenced at the top of the form(s) for tracking purposes.

5) Addresses additional questions submitted regarding the submission of multiple proposals into the eCPS System.

Question and response are provided at the bottom of this document.

Specifically, the following Sections and Articles in the RFP are hereby modified as follows:

Section H, Special Contract Requirements, is modified as follows:

ARTICLE H.32. SHARING RESEARCH DATA, subparagraph a (pg. 99) is hereby removed and marked “Reserved”.

Section I, Contract Clauses, Article I.4, Additional FAR Clauses in Full Text, is modified to include:

FAR Clause 52.232-32, Performance-Based Payments (April 2012).

(a) Amount of payments and limitations on payments . Subject to such other limitations and conditions as are specified in this contract and this clause, the amount of payments and limitations on payments shall be specified in the contract's description of the basis for payment.

(b) Contractor request for performance-based payment . The Contractor may submit requests for payment of performance-based payments not more frequently than monthly, in a form and manner acceptable to the Contracting Officer. Unless otherwise authorized by the Contracting Officer, all performance-based payments in any period for which payment is being requested shall be included in a single request, appropriately itemized and totaled. The Contractor's request shall contain the information and certification detailed in paragraphs (l) and (m) of this clause.

(c) Approval and payment of requests . (1) The Contractor shall not be entitled to payment of a request for performance-based payment prior to successful accomplishment of the event or performance criterion for which payment is requested. The Contracting Officer shall determine whether the event or performance criterion for which payment is requested has been successfully accomplished in accordance with the terms of the contract. The Contracting Officer may, at any time, require the Contractor to substantiate the successful performance of any event or performance criterion which has been or is represented as being payable.

(2) A payment under this performance-based payment clause is a contract financing payment under the Prompt Payment clause of this contract and not subject to the interest penalty provisions of the Prompt Payment Act. The designated payment office will pay approved and properly received requests by the 30th day (or as otherwise specified in the task order) after receipt of the request for performance-based payment by the designated payment office. However, the designated payment office is not required to provide payment if the Contracting Officer requires substantiation as provided in paragraph (c)(1) of this clause, or inquiries into the status of an event or performance criterion, or into any of the conditions listed in paragraph (e) of this clause, or into the Contractor certification. The payment period will not begin until the Contracting Officer approves the request.

(3) The approval by the Contracting Officer of a request for performance-based payment does not constitute an acceptance by the Government and does not excuse the Contractor from performance of obligations under this contract.

(d) Liquidation of performance-based payments .

(1) Performance-based finance amounts paid prior to payment for delivery of an item shall be liquidated by deducting a percentage or a designated dollar amount from the delivery payment. If the performance-based finance payments are on a delivery item basis, the liquidation amount for each such line item shall be the percent of that delivery item price that was previously paid under performance-based finance payments or the designated dollar amount. If the performance-based finance payments are on a whole contract basis, liquidation shall be by either predesignated liquidation amounts or a liquidation percentage.

(2) If at any time the amount of payments under this contract exceeds any limitation in this contract, the Contractor shall repay to the Government the excess. Unless otherwise determined by the Contracting Officer, such excess shall be credited as a reduction in the unliquidated performance-based payment balance(s), after adjustment of invoice payments and balances for any retroactive price adjustments.

(e) Reduction or suspension of performance-based payments . The Contracting Officer may reduce or suspend performance-based payments, liquidate performance-based payments by deduction from any payment under the contract, or take a combination of these actions after finding upon substantial evidence any of the following conditions:

(1) The Contractor failed to comply with any material requirement of this contract (which includes paragraphs (h) and (i) of this clause).

(2) Performance of this contract is endangered by the Contractor's-

(i) Failure to make progress; or

(ii) Unsatisfactory financial condition.

(3) The Contractor is delinquent in payment of any subcontractor or supplier under this contract in the ordinary course of business.

(f) Title . (1) Title to the property described in this paragraph (f) shall vest in the Government. Vestiture shall be immediately upon the date of the first performance-based payment under this contract, for property acquired or produced before that date. Otherwise, vestiture shall occur when the property is or should have been allocable or properly chargeable to this contract.

(2) "Property," as used in this clause, includes all of the following described items acquired or produced by the Contractor that are or should be allocable or properly chargeable to this contract under sound and generally accepted accounting principles and practices:

(i) Parts, materials, inventories, and work in process;

(ii) Special tooling and special test equipment to which the Government is to acquire title;

(iii) Nondurable (i.e., noncapital) tools, jigs, dies, fixtures, molds, patterns, taps, gauges, test equipment and other similar manufacturing aids, title to which would not be obtained as special tooling under paragraph (f)(2)(ii) of this clause; and

(iv) Drawings and technical data, to the extent the Contractor or subcontractors are required to deliver them to the Government by other clauses of this contract.

(3) Although title to property is in the Government under this clause, other applicable clauses of this contract (e.g., the termination clauses) shall determine the handling and disposition of the property.

(4) The Contractor may sell any scrap resulting from production under this contract, without requesting the Contracting Officer's approval, provided that any significant reduction in the value of the property to which the Government has title under this clause is reported in writing to the Contracting Officer.

(5) In order to acquire for its own use or dispose of property to which title is vested in the Government under this clause, the Contractor shall obtain the Contracting Officer's advance approval of the action and the terms. If approved, the basis for payment (the events or performance criteria) to which the property is related shall be deemed to be not in compliance with the terms of the contract and not payable (if the property is part of or needed for performance), and the Contractor shall refund the related performance-based payments in accordance with paragraph (d) of this clause.

(6) When the Contractor completes all of the obligations under this contract, including liquidation of all performance-based payments, title shall vest in the Contractor for all property (or the proceeds thereof) not-

(i) Delivered to, and accepted by, the Government under this contract; or

(ii) Incorporated in supplies delivered to, and accepted by, the Government under this contract and to which title is vested in the Government under this clause.

(7) The terms of this contract concerning liability for Government-furnished property shall not apply to property to which the Government acquired title solely under this clause.

(g) Risk of loss . Before delivery to and acceptance by the Government, the Contractor shall bear the risk of loss for property, the title to which vests in the Government under this clause, except to the extent the Government expressly assumes the risk. If any property is lost (see 45.101), the basis of payment (the events or performance criteria) to which the property is related shall be deemed to be not in compliance with the terms of the contract and not payable (if the property is part of or needed for performance), and the Contractor shall refund the related performance-based payments in accordance with paragraph (d) of this clause.

(h) Records and controls . The Contractor shall maintain records and controls adequate for administration of this clause. The Contractor shall have no entitlement to performance-based payments during any time the Contractor's records or controls are determined by the Contracting Officer to be inadequate for administration of this clause.

(i) Reports and Government access . The Contractor shall promptly furnish reports, certificates, financial statements, and other pertinent information requested by the Contracting Officer for the administration of this clause and to determine that an event or other criterion prompting a financing payment has been successfully accomplished. The Contractor shall give the Government reasonable opportunity to examine and verify the Contractor's records and to examine and verify the Contractor's performance of this contract for administration of this clause.

(j) Special terms regarding default . If this contract is terminated under the Default clause, (1) the Contractor shall, on demand, repay to the Government the amount of unliquidated performance-based payments, and (2) title shall vest in the Contractor, on full liquidation of all performance-based payments, for all property for which the Government elects not to require delivery under the Default clause of this contract. The Government shall be liable for no payment except as provided by the Default clause.

(k) Reservation of rights . (1) No payment or vesting of title under this clause shall-

(i) Excuse the Contractor from performance of obligations under this contract; or

(ii) Constitute a waiver of any of the rights or remedies of the parties under the contract.

(2) The Government's rights and remedies under this clause-

(i) Shall not be exclusive, but rather shall be in addition to any other rights and remedies provided by law or this contract; and

(ii) Shall not be affected by delayed, partial, or omitted exercise of any right, remedy, power, or privilege, nor shall such exercise or any single exercise preclude or impair any further exercise under this clause or the exercise of any other right, power, or privilege of the Government.

(l) Content of Contractor's request for performance-based payment . The Contractor's request for performance-based payment shall contain the following:

(1) The name and address of the Contractor;

(2) The date of the request for performance-based payment;

(3) The contract number and/or other identifier of the contract or order under which the request is made;

(4) Such information and documentation as is required by the contract's description of the basis for payment; and

(5) A certification by a Contractor official authorized to bind the Contractor, as specified in paragraph

(m) of this clause.

(m) Content of Contractor's certification . As required in paragraph (l)(5) of this clause, the Contractor shall make the following certification in each request for performance-based payment:

I certify to the best of my knowledge and belief that-

(1) This request for performance-based payment is true and correct; this request (and attachments) has been prepared from the books and records of the Contractor, in accordance with the contract and the instructions of the Contracting Officer;

(2) (Except as reported in writing on __________), all payments to subcontractors and suppliers under this contract have been paid, or will be paid, currently, when due in the ordinary course of business;

(3) There are no encumbrances (except as reported in writing on _________) against the property acquired or produced for, and allocated or properly chargeable to, the contract which would affect or impair the Government's title;

(4) There has been no materially adverse change in the financial condition of the Contractor since the submission by the Contractor to the Government of the most recent written information dated _____________; and

(5) After the making of this requested performance-based payment, the amount of all payments for each deliverable item for which performance-based payments have been requested will not exceed any limitation in the contract, and the amount of all payments under the contract will not exceed any limitation in the contract.

(End of clause)

Section L, Instructions to Offerors, is modified as follows:

Article “Management and Sharing of Research Data” (pg. 115) is hereby removed and marked “Reserved”, and the following provision and alternate are added to Section L:

FAR Provision 52.232-28 Invitation to Propose Performance-Based Payments (Mar 2000)

(a) The Government invites the offeror to propose terms under which the Government will make performance-based contract financing payments during contract performance. The Government will consider performance-based payment financing terms proposed by the offeror in the evaluation of the offeror’s proposal. The Contracting Officer will incorporate the financing terms of the successful offeror and the FAR clause, Performance-Based Payments, at FAR 52.232-32, in any resulting contract.

(b) In the event of any conflict between the terms proposed by the offeror and the terms in the clause at FAR 52.232-32, Performance-Based Payments, the terms of the clause at FAR 52.232-32 shall govern.

(c) The Contracting Officer will not accept the offeror’s proposed performance-based payment financing if the financing does not conform to the following limitations:

(1) The Government will make delivery payments only for supplies delivered and accepted, or services rendered and accepted in accordance with the payment terms of this contract.

(2) The terms and conditions of the performance-based payments must-

(i) Comply with FAR 32.1004;

(ii) Be reasonable and consistent with all other technical and cost information included in the offeror’s proposal; and

(iii) Their total shall not exceed 90 percent of the contract price if on a whole contract basis, or 90 percent of the delivery item price if on a delivery item basis.

(3) The terms and conditions of the performance-based financing must be in the best interests of the Government.

(d) The offeror’s proposal of performance-based payment financing shall include the following:

(1) The proposed contractual language describing the performance-based payments (see FAR

32.1004 for appropriate criteria for establishing performance bases and performance-based finance payment amounts).

(2) A listing of-

(i) The projected performance-based payment dates and the projected payment amounts; and

(ii) The projected delivery date and the projected payment amount.

(3) Information addressing the Contractor’s investment in the contract.

(e) Evaluation of the offeror’s proposed prices and financing terms will include whether the offeror’s proposed performance-based payment events and payment amounts are reasonable and consistent with all other terms and conditions of the offeror’s proposal.

(End of Provision)

Alternate I (Mar2000). As prescribed in FAR 32.1005(b)(2), add the following paragraph (f) to the basic provision:

(f) The Government will adjust each proposed price to reflect the cost of providing the proposed performance-based payments to determine the total cost to the Government of that particular combination of price and performance-based financing. The Government will make the adjustment using the procedure described in FAR 32.205(c).

Section M, Evaluation Factors for Award, is modified as follows:

Item 7, Evaluation of Data Sharing Plan” (p.115) is hereby removed and marked “Reserved”.

Section J, List of Attachments, is modified as follows:

Part of Attachment 10, the Data Management and Sharing Template, is hereby removed and marked “Reserved”.

The following question was received from a potential offeror regarding the eCPS System. The question and response are presented below as referenced above:

Question: [Offeror] took some of the initial procedural steps to test the submission of our proposal to ensure [offeror] could log-in to https://ecps.nih.gov and to view the physical submittal process.

When scrolling down to the line for “Solicitation A—PREVENT IDIQ MATO RFP” which matches up with [Rich Taylor] as the Contract Specialist and the Closing Date of 02/27/23, we clicked “Submit Proposal”. At that point it took us to the webpage shown below excerpted via print-screen. It appears that webpage only allows for the submittal of a single proposal. It clearly states that “Only a single Technical, Business and PHS Human Subjects and Clinical Trials file can be submitted.

Multiple Business Excel files may be submitted.”

Response: Per the guidance located at https://ecps.nih.gov/HowToSubmit , Offerors can submit one or multiple proposals after uploading and submitting their first complete response. In other words, offerors should be able to submit the technical proposal, business proposal and excel files associated with the first Pool they would like to apply to, and then once submitted, the offeror https://ecps.nih.gov/HowToSubmit should be able to submit a second set of technical, business and excel files for a second and potentially third pool. Offerors also have the option to view and revise the submittal, if that is necessary. Please refer to the website above for additional instructions. This is also outlined in the FAQ at the following site: https://ecps.nih.gov/faq

“FAQ: Can I submit more than one proposal for a given solicitation?

Yes. After successful submission of your 1st proposal, you may submit other proposals by clicking 'Submit new/alternate proposal'.”

(End of Amendment 2) https://ecps.nih.gov/faq