9Q0TDBNS200 Sec H Amend 01.pdf

RFP 9Q0TDBNS200 Local Services Acquisition (LSA) for the State of California

Amendment 01

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SECTION H - SPECIAL CONTRACT REQUIREMENTS

H.1 Contract Type

This is a fixed price, indefinite delivery, indefinite quantity contract.

H.2 Minimum Dollar Guarantee and Maximum Contract Ceiling

(a) The total minimum dollar guarantee is $2,500 to be shared among all eligible

Contractors.

(b) The maximum contract ceiling for all contracts is $110 million to be shared among all eligible Contractors.

(c) The minimum dollar guarantee and maximum contract ceiling shall be applied to the base and option periods.

H.3 Price Standards

Throughout the life of this contract, the maximum price for any item of service or equipment, including service or equipment added after contract award, shall not exceed the lower of the following:

(a) The lowest tariff price at which the Contractor offers the service or equipment to its commercial customers (including discounts),

(b) The price the Contractor has established for the equipment or service on its GSA

Schedule contract, if any.

(c) Prices offered to state, local, and other Federal agencies, without acceptable documented justification.

(d) The tariff price, less the same discount applied to the same or similar services/features during the base contract period.

For the purpose of this clause, the phrase “commercial customers” refers to any and all buyers who acquire supplies and services from the Contractor, except those buyers who are the

Contractor’s affiliate.

If at any time any of the Contractor’s prices are reduced below that which the Contractor is charging the Government under this contract, the Contractor shall provide the GSA Contracting

Officer with a copy of the appropriate price list. The Government will then begin paying the lower price on the first day of the monthly billing cycle following the month in which the

Contractor’s price decreased.

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H.4 Provision of Services

The total monthly prices set forth in the Section B price schedules entitle the Government to unlimited service 24 hours per day, 7 days per week for the term of the contract, including all option periods.

H.5 Compliance with Standards and Codes

The Contractor’s personnel and any subcontractor personnel performing work under this contract shall comply with all applicable standards and codes at all times. This includes all applicable

Occupational Safety and Health Administration (OSHA) and Public Buildings Service (PBS) standards.

H.6 Asbestos Containment

When a building is known to have asbestos or if a there is a potential for asbestos in a building, the Contractor shall contact the Building Manager for assistance in assessing the best installation that will avoid disturbing asbestos. If, for some reason, the Building Manager cannot assist with the assessment or if an installation cannot be completed without disturbing the asbestos, the

Contractor will contact the GSA COTR for assistance. The GSA COTR will decide how to assist with the assessment to include a pre-alteration assessment should some level of abatement be required. The cost of any asbestos abatement shall be borne by GSA or the customer with direct order authority.

H.7 Equipment Removal

All Contractor-provided equipment, accessories, and devices located on Government property shall be dismantled and removed from Government premises by the Contractor at the

Contractor’s expense, within 90 calendar days after the expiration of this contract. Exceptions to this requirement shall be pursuant to a bilateral agreement between both parties.

H.8 Taxes, Fees and Surcharges

H.8.1 Taxes

With respect to any “after imposed Federal taxes” identified by the Contractor in accordance with the FAR clause 52.229-3, the Government will pay any state and local taxes applicable to telecommunications services delivered under this contract, with the following exceptions:

(a) Taxes from which the Federal Government is expressly exempt under the authorizing state statute or local ordinance.

(b) Any state or local tax whose legal incidence of taxation is on the Federal Government.

H.8.2 Fees and Surcharges

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The fixed unit prices under this contract shall exclude fees and surcharges imposed by the

Federal Communications Commission, California Public Utilities Commission, or other authorized jurisdiction. Fees and surcharges that are chargeable to the Federal Government will be eligible for pass-through treatment, but not treated as “taxes” for purposes of the FAR clause

52.229-3.

Only those fees and surcharges on Price Schedule E shall be itemized in the Contractor’s monthly invoice. No new fees or surcharges or increases to existing fees or surcharges shall be billed to the Government until Price Schedule C is modified to incorporate the new fees or surcharges or increases to the rates of current fees or surcharges.

Within 60 days of award and annually thereafter, the Contractor shall provide to the GSA

Contracting Officer an updated, itemized list of fees and surcharges applicable to the Federal

Government and itemized in its monthly invoices. The list shall include the name of each fee or surcharge, jurisdiction by name, reference to the statutory source, and applicable rate. The

Contractor shall provide to the GSA Contracting Officer copies of all statutes or ordinances changing or imposing new fees or surcharges within 30 calendar days of the Contractor’s identification of such statutes or ordinances.

H.9 Permits

The Contractor shall, without additional expense to the Government, be responsible for obtaining any necessary licenses, certifications, and permits, and for complying with any applicable federal, state, county, and municipal laws, codes, and regulations, in connection with the performance of the contract.

H.10 Electronic Copies of Contract

The Contractor is hereby advised that a redacted version of the contract, including price schedules and the Contractor’s proposal, is required.

The Contractor shall submit both a redacted and a non-redacted version of the contract in electronic format on a CD-ROM to the GSA Contracting Officer. The redacted version shall be prepared in accordance with Freedom of Information Act guidance and be approved by the GSA

Contracting Officer before release.

To facilitate this process, the Contractor shall provide deliveries of both the CD-ROM and two paper copies of the contract and any contract modifications within 20 working days after contract award or contract modification.

Additionally, any future modifications, if approved by the Contracting Officer will have the same delivery requirements.

H.11 Scheduling of Work

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At least 15 days prior to installation, the Contractor shall arrange the details for access to premises; delivery and storage of any materials and equipment; use of approaches, corridors, stairways, and elevators; and other similar matters through the GSA Contracting Officer’s

Technical Representative (COTR) or the agency’s authorized representative for non-GSA orders.

Any requests received by the Contractor from anyone other than the ordering official to change the sequence or scope of work shall be referred to the GSA Contracting Officer or agency contracting officer for non-GSA orders. All changes or modifications to orders shall be in writing.

H.12 Availability of Equipment and Software

All Contractor-provided equipment shall be the latest in design and in current production, have previously been successfully installed and operated, and meet the following requirements prior to installation.

(a) Be commercially available as an “off-the-shelf” item requiring no further development.

(b) Be successfully tested or demonstrated in the commercial or Government marketplace as meeting the intended usage requirement(s).

H.13 Required Insurance

The Contractor shall procure and maintain the following minimum insurance during the period of performance of this contract:

(a) Workers’ Compensation and Employer’s Liability Insurance.

(1) Compliance with applicable Federal and State workers’ compensation and occupational disease statutes is required under this contract.

(2) Employer’s liability coverage in the minimum amount of $1 million.

(b) General Liability Insurance in the minimum amount of $500,000 per occurrence.

(c) Automobile Liability Insurance in the minimum amount of $200,000 per person and

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

Prior to the commencement of work hereunder, the Contractor shall furnish to the Contracting

Officer a certificate or written statement of the above required insurance. The policies evidencing required insurance shall contain an endorsement to the effect that cancellation or any material change in the policies adversely affecting the interests of the Government in such insurance shall not be effective for such periods as may be prescribed by the laws of the state in which this contract is to be performed and in no event less than thirty (30) days after written notice thereof to the Contracting Officer.

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The Contractor agrees to the substance of this clause and to including this paragraph in subcontracts under this contract that require work on a Government installation. The subcontractor(s) will be obligated by the prime Contractor to provide and maintain the insurance required by virtue of this contract. At least five (5) days before entry of each such subcontractor’s personnel on a Government installation, the subcontractor shall furnish (or ensure that there has been furnished to the prime Contractor a current certificate of insurance, meeting the requirements under this clause.

H.14 Tariffs

Tariffs required to be filed in connection with any resultant contract shall be provided to and certified by the GSA Contracting Officer, within 45 days prior to the filing by the Contractor, that there are no terms and conditions in the filing that are inconsistent with or supplemental to the contract terms and conditions.

H.15 Technological Refreshment Substitutions

During the course of this contract, the Contractor shall propose for the Government’s consideration Technological Refreshment Substitutions for any provided services that may become available as a result of technological improvements. The Government may, at any time during the term of this contract, or any extension thereof, modify the contract to acquire the services, which are similar to those under the basic contract and that the Contractor has formally announced for marketing purposes. This action is considered to be within the scope of the contract. The Government may require the Contractor to perform a Live Test Demonstration of the substitute services for conformance. The Government is under no obligation to modify the contract in response to the proposed substitutions. Such substitutions may include a part or all of a given system provided that the following conditions are met and substantiated by documentation in the Technological Refreshment Substitutions proposal:

(a) The proposed services shall meet or exceed the applicable technical specifications of this contract.

(b) The proposed services shall meet or exceed the capacity, performance, or functional characteristics of the currently installed services to be replaced.

(c) The Contractor’s proposal shall discuss the impact on training, maintenance, documentation, other software, other hardware, existing data files and databases, and delivery schedules. The cost of changes to hardware, software, and/or existing data files and databases not specifically addressed in the proposal shall be the responsibility of the Contractor.

(d) The substitution shall be at least as (or more) cost effective than the services to be replaced.

H.16 Continuity of Service

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(a) The Contractor shall recognize that the services under this contract are vital to the

Government and must be continued without interruption, and that upon contract expiration or termination, a successor, either the Government or another Contractor, may provide the same or similar services. The Contractor agrees to phase-in coordination (coordinating the orderly transition to new Contractor or to Government-provided services such that the level and quality of service are not degraded) and to exercise its best efforts and cooperate to effect the orderly and efficient transition to a successor.

(b) Upon the GSA Contracting Officer’s written notice, the Contractor shall:

(1) Furnish phase-in/phase-out services for up to one year after contract expiration or contract termination. The price of services provided during the phase-in/phase-out period shall not exceed the prices in effect under the contract on the date of contract expiration, contract termination, contract discontinuance, or relocation of service.

(2) Negotiate in good faith a plan with a successor(s) for determining the nature and extent of phase-in/phase-out services required. This plan shall specify interconnection and transition procedures enabling the services to be provided at the levels and quality called for by this contract.

(c) Upon the GSA Contracting Officer’s written notice at contract expiration, the

Contractor shall continue performance under the existing terms and conditions (including price) of the contract for a period of up to one year or as specified by the GSA Contracting Officer.

During this extended period, the maximum contract ceiling may be increased and the

Technological Refreshment Substitutions clause may be implemented.

(d) If the GSA Contracting Officer initially extends the contract for less than one year and provides written notice of another extension, the Contractor shall continue to perform under the contract as directed, not to exceed a one year period.

H.17 Other Direct Costs (ODC)

Other Direct Costs (ODCs), including material necessary for performance of this contract and exclude any recurring costs. ODCs will be specified in individual service orders and reimbursed in accordance with the “Payments” clause of this contract. The maximum allowable amount for

ODCs is $3,000.00 per individual service order.

H.18 Engineering Changes

(a) After the contract award, the Government may solicit and the Contractor is encouraged to propose independently, engineering changes to the requirements and types of services under this contract. These changes may be proposed to save money, to improve performance, to save energy, or to satisfy increased requirements. If the proposed changes are acceptable to both parties, the Contractor shall submit a price change proposal to the

Government for evaluation. Those proposed changes that are acceptable to the Government will be processed as modifications to the contract.

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(b) This clause applies only to those proposed changes identified by the Contractor as a proposal submitted pursuant to the provisions of this clause. At a minimum, the Contractor shall submit the following information in each proposal.

(1) A description of the difference between the existing contract requirement and the proposed change and the comparative advantages and disadvantages of each;

(2) Itemized requirements of the contract which must be changed if the proposal is adopted and the proposed revision to the contract for each such change;

(3) An estimate of the changes in performance and cost, if any, that will result from adoption of the proposal;

(4) An evaluation of the effects the proposed change would have on collateral costs to the Government, such as Government-furnished property costs, costs of related items, and costs of maintenance and operation; and

(5) A statement of the time by which the change order adopting the proposal must be issued so as to obtain the maximum benefits of the changes during the remainder of this contract. Also, any effect on the contract completion time or delivery schedule shall be identified.

(c) Engineering change proposals submitted to the GSA Contracting Officer will be processed expeditiously. The Government will not be liable for proposal preparation costs or any delay in acting upon any proposal submitted pursuant to this clause. The Contractor has the right to withdraw, in whole or in part, any engineering change proposal not accepted by the

Government within the period specified in the proposal. The decision of the GSA Contracting

Officer as to the acceptance of any such proposal under this contract shall be final and shall not be subject to the “Disputes” clause of this contract.

(d) The GSA Contracting Officer may accept any engineering change proposal submitted pursuant to this clause by giving the Contractor written notice thereof. This written notice will be given by issuance of a modification to this contract. Unless and until a modification is executed to incorporate an engineering change proposal under this contract, the Contractor shall remain obligated to perform in accordance with the terms of the existing contract.

(e) If an engineering change proposal submitted pursuant to this clause is accepted and applied to this contract, an equitable adjustment in the contract price and in any other affected provisions of this contract shall be made in accordance with this clause and other applicable clauses of this contract. When the cost of performance of this contract is increased or decreased as a result of the change, the equitable adjustment increasing or decreasing the contract price will be in accordance with the “Changes” clause rather than under this clause, but the resulting contract modification shall state that it is made pursuant to this clause.

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(f) The Contractor is requested to identify specifically any information contained in the engineering change proposal which the Contractor considers confidential and/or proprietary and which the Contractor prefers not be disclosed to the public. The identification of information as confidential and/or proprietary is for information purposes only and shall not be binding on the

Government to prevent disclosure of such information. Contractors are advised that such information may be subject to release upon request pursuant to the Freedom of Information Act

(5 U.S.C. 552).

H.19 Security and Privacy

H.19.1 Security

The Contractor shall follow security procedures established by the Government in conjunction with on-site building management procedures to prevent unauthorized access to the building telecommunications facilities (e.g., telephone closet). These security measures include, but are not limited to, signing in and out, escorts, and inspection routines. When multiple Contractors share the same telecommunications facility, the Contractor shall work with the Government in coordination with these other Contractors and building management to ensure the security of the facility, while allowing access to the facility by multiple parties.

Normally, telecommunications services under this contract will carry non-sensitive programmatic and administrative traffic, Sensitive But Unclassified (SBU) traffic, and higher levels of sensitive and/or classified traffic that has been encrypted by users. Therefore, security services are required. The services provided by the Contractor shall be compatible with existing security devices and systems used by the Government. Contractor-provided security shall protect all facilities and services and portions of the Contractor’s network from threats, attacks, or failures of systems.

H.19.2 Clearances

The Contractor shall comply with the physical controls in place at each work site to ensure the

Government’s security requirements are met, including those that may be unique to the site. The

Contractor shall submit a written statement to the GSA CO that a background investigation was performed and Contractor personnel successfully completed the background investigation.

The Government may require Contractor staff to undergo limited criminal history background checks. These checks will be conducted by the Federal Protective Service/Department of

Homeland Security (FPS/DHS) to determine the applicant’s eligibility to function in a position of trust, and to identify potential risk or threats to the safety and security of personnel and property. Each prospective Contractor employee shall complete a GSA Form 176, Statement of

Personal History, and FD 258, Applicant Fingerprint card. These forms will be submitted to

GSA for submission to the FPS/DHS for processing. Applicants may begin employment under the terms of this contract while the background checks are underway. However they may require a Government escort.

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If the applicant is found unfavorable, notification will be made to the Contractor’s point of contact that the applicant is ineligible to perform duties on a GSA-controlled property and the applicant will be removed immediately.

In addition to the aforementioned background check, a National Agency Check with Inquiries

Credit (NACIC) investigation (or its successor) will be required for all Contractor employees who will repeatedly perform work at Government work sites. The Contractor must expect that all employees that have not passed a NACIC investigation will require an escort while working on a

Government site. This may impair the Contractor’s employee(s) from completing the work in a timely manner because the Contractor shall coordinate the need for an escort with the GSA or

Agency COTR. Contractor employees having access to part or all of a Government work site as the result of passing a NACIC investigation shall not act as an escort for those not granted access.

The Government will assist the Contractor with instructions for submittal of forms. This applies to initial staffing, additional staffing, or replacement staffing. The Agency requiring the cleared person(s) will initiate and coordinate the clearance request. Any Contractor person found to be unfavorable as a result of any security check/investigation will be removed from the task.

H.19.3 Homeland Security Presidential Directive-12 (HSPD-12)

Homeland Security Presidential Directive 12 (HSPD-12) was issued to implement the policy of the United States to enhance security, increase Government efficiency, reduce identity fraud, and protect personal privacy by establishing a mandatory, Government-wide standard for secure and reliable forms of identification issued by the Federal Government to its employees and

Contractors (including Contractor personnel). Under this directive, the heads of executive departments and agencies are required to implement programs to ensure that identifications issued by their departments and agencies to Federal employees and Contractors meet the

Standard. This policy can be found at the following website:

http://www.whitehouse.gov/omb/memoranda/fy2005/m05-24.pdf

The Contractor shall insure personnel requiring physical access to federally-controlled facilities and access to federally-controlled information systems have identification that comply with

HSPD-12 policy.

(a) Agencies must follow Federal Information Processing Standards Publication (FIPS

PUB) Number 201, “Personal Identity Verification of Federal Employees and Contractors,” as amended, and the associated Office of Management and Budget (OMB) implementation guidance as amended, for personal identity verification for all affected Contractor and subcontractor personnel when contract performance requires Contractors to have routine physical access to a Federally-controlled facility and/or routine access to a Federally-controlled information system.

(b) Agencies must include their implementation of FIPS PUB 201 as amended, and OMB guidance M-05-24, dated August 5, 2005, as amended, in solicitations and contracts that require

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(c) Agencies will designate an official responsible for verifying Contractor employee personal identity.

H.20 Privacy Act

Under U.S. Code Title 5, Section 552, information accessed during the performance of this contract is subject to the Privacy Act of 1974. All Contractor personnel assigned to this contract shall take appropriate action to prevent disclosure of this information.