Section H.doc

RFP DOL110RP20829

PART I – THE SCHEDULE

SECTION H – SPECIAL CONTRACT REQUIREMENTS

H.1 WAIVER OF DELIVERY SCHEDULE

None of the following shall be regarded as an extension, waiver, or abandonment of the delivery schedule or a waiver of the Government's right to terminate for default: (i) Delay by the Government in terminating for default; (ii) Acceptance of delinquent deliveries; and (iii) Acceptance or approval of samples submitted either after default in delivery or in sufficient time for the Contractor to meet the delivery schedule.

Any assistance rendered to the Contractor on this contract or acceptance by the Government of delinquent goods or services hereunder will be solely for the purpose of mitigating damages and is not to be construed as an intention on the part of the Government to condone any delinquency, or as a waiver of any rights the Government may have under subject contract.

H.2 DELIVERY OF TASK ORDERS

Supplies and services to be furnished under this contract shall be ordered by the issuance of an order using an SF-1449, or other approved Standard Form.

H.3 INTERRUPTION OF SERVICE

The Contractor recognizes that the services under this contract are critical to the Government and must continue without interruption. Contractor also recognizes that when the contract expires, a successor, either the Government or another Contractor, may continue the services. The Contractor agrees to furnish phase-in-training, apply its best efforts and cooperation to carry out an orderly and efficient transition to a successor.

H.4 CONTRACT PHASE OUT PLAN

The offeror shall address those actions, plans, procedures, and resources (less) necessary to complete the contract term without impacting service or response in functional areas. Describe in detail how responsibility and accountability will be relinquished for all Government furnished property and documentation of the system. Discuss procedures for identifying accrued personnel benefits such as personal and sick leave, the scheduling of such absences, and their effect on contract performance during phase out. A phase out plan will be done within thirty days of a request by the Contracting Officer to deliver the phase out plan.

H.5 COMPUTER PROGRAMMERS AND SYSTEM ANALYSTS

a. The Department of Labor has determined that computer programmers and system analysts are not in the learned professions for purposes of an exemption from the Service Contract Labor Standards Act, 41 U.S.C. Sections 351-358, as amended. This determination is published at 29 C.F.R Section 541.302(h).

b. Therefore, the Service Contract Act is included in this contract unless the Contractor provides signed certifications and supporting evidence acceptable to the Contracting Officer that ALL computer programmers and systems analysts (including trainees) whose services will be acquired under this contract are either:

(1) Engaged in managerial and administrative duties which qualify then for exemption under 29 C.F.R 541.1 or 541.2, or

(2) High salaried professional employees as defined in 29 C.F.R. 541.315.

(a) Compensated on a salary or fee basis at a rate of at least $250 per week exclusive of board, lodging, or other facilities, and

(b) Whose primary duty consists of the performance of work requiring knowledge of an advance type in a field of science or learning which includes work requiring the constant exercise of discretion and judgment.

H.6 DISSEMINATION OF INFORMATION

There shall be no dissemination or publication, except within and between the Contractor and any subContractors, of information developed under this contract or contained in the reports to be furnished pursuant to this contract without prior written approval from the Contracting Officer.

H.7 RELEASE OF REPORTS

The Contractor is prohibited from releasing to any source, other than the sponsoring activity, any interim, draft and final reports or information pertaining to services performed under this contract until report approval or official review has been obtained. Furthermore, the Contractor shall insure that the cover of all interim, draft and final reports contain the following statement: "The view, opinions, and/or findings contained in this report are those of the author(s) and should not be construed as an official Government position, policy or decision, unless so designated by other documentation."

H.8 RELEASE OF NEWS INFORMATION

No news release (including photographs and films, public announcements, denial or confirmation of same) on any part of the subject matter of this contract or any phase of any program hereunder shall be made without the prior written approval of the Contracting Officer.

H.9 SOFTWARE RIGHTS

a. All software to be provided under this contract shall be delivered with unlimited rights in accordance with the provisions of FAR 52.227-14.

b. If at any time during the term of the contract, the Contractor believes that it is more advantageous to the Government to incorporate a package, subroutine, or module that can not be provided to the government with unlimited rights into the system, the Contractor shall notify the Contracting Officer’s Technical Representative (COTR) in writing. Such notification shall include as a minimum, the name of the item to be furnished with Restricted Rights and cost saving or other benefits accruing to the Government.

c. If the Contractor and the Government Contracting Officer mutually agree to incorporate such software package, subroutine, or module into the system, the Government requires that it be given as a minimum the following rights:

(1) Use computer software with the computer for which or with which it was acquired, including use at any Government installation to which the computer may be transferred by the Government:

(2) Use computer software with a backup computer if the computer for which or with which it was acquired is inoperative;

(3) Copy computer programs for safekeeping (archives) or backup purposes;

(4) Modify computer software, or combine it with other software, subject to the provisions that those portions of the derivative software incorporating restricted rights software are subject to the same restricted rights.

d. If the Contractor includes any software packages, routines or modules developed at the Contractor's expense in the system without identifying it to the Contracting Officer, all such software shall be considered delivered with "unlimited rights". If the program maintenance of the system is dependent on the source code of any such software, the Contractor shall provide the source code and rights to the source code for the life of the system at any time during the life of the contract and/or at the termination of the contract..

H.10 TYPE OF SERVICE

a. The Government and the Contractor understand and agree that the services delivered by the Contractor to the Government are non-personal services. The parties also recognize and agree that no employer-employee or master-servant relationship exists or will exist between the Government and the Contractor. The Contractor and the Contractor's employees are not employees of the Federal Government and are not eligible for entitlement and benefits given federal employees.

b. Contractor personnel under this contract shall not:

(1) Be placed in a position where there is an appearance that they are employed by a Federal Officer, or are under the supervision, direction, or evaluation of a Federal Officer.

(2) Be placed in a position of command, supervision, administration, or control over personnel or personnel of other Government Contractors, or become a part of the Government organization.

(3) Be used in administration or supervision of procurement activities.

c. If the Contractor has reason to believe that Government actions may be creating an employer – employee relationship he shall immediately inform the Contracting Officer in writing.

H.11 CITIZENSHIP

All contract employees shall be U.S. citizens or legal immigrant aliens.

H.12 EMPLOYEE RELATIONSHIP

a. The services to be performed under this contract do not require the Contractor or his employees to exercise personal judgment and discretion on behalf of the Government, but rather, the Contractor's employees will act and exercise personal judgment and discretion on behalf of the Contractor.

b. Rules, regulations, directives and requirements which are issued by Government Authorities under their responsibility for good order, administration, and security are applicable to all personnel who enter a Government installation or who travel on Government transportation. This is not to be construed or interpreted to establish any degree of Government control which is inconsistent with a non-personal services contract.

H.13 INAPPLICABILITY OF EMPLOYEE BENEFITS

This contract does not create an employer-employee relationship. Accordingly, entitlement and benefits applicable to such relationships do not apply.

a. Payments under this contract are not subject to Federal income tax withholding.

b. Payments under this contract are not subject to Federal Insurance Contributions Act.

c. The Contractor is not entitled to unemployment compensation benefits under the Social Security Act, as amended, by virtue of performance under this contract.

d. The Contractor is not entitled to any workmen's compensation benefits by virtue of this contract.

e. The entire consideration and benefits to the Contractor for performance of this contract is contained in the provisions for payment under this contract.

H.14 CONTRACTOR SUPERVISION

The Government will not supervise, direct, or evaluate the Contractor's employees. Similarly, the Contractor's employees shall not supervise, direct, or evaluate Government employees or employees employed by other Contractors. The Contractor's employees shall not become an integrated part of any Government organization, nor shall they administer or control any Government procurement activities.

H.15 GOVERNMENT FURNISHED PROPERTY AND SERVICES

a. The Government may furnish the Contractor property, service, or information when so doing would be in the Best interest of the Government. Government furnished property and/or services will be specified on the delivery order.

b. Minimum supplies such as desks, chairs, file cabinets, and expendable supplies may be provided to the Contractor. Request for Government property will be approved by the Contracting Officer or the Contracting Officers Representative.

c. Computer hardware and software used to develop, design, validate, and maintain a supported system. Functional requirements will normally be provided to the Contractor by the Government. When such hardware or software is not available from the Government, the Contractor may be tasked as specified in the Delivery Order to rent or purchase the item(s) and charge the cost to the Government. Any hardware or software purchased by the Contractor becomes the property of the Government.

d. The Government will supply the Contractor with the necessary documents to perform the tasks in the Statement of Work.

H.16 ALL ITEMS TO BECOME PROPERTY OF THE GOVERNMENT

Title to all sources data and materials furnished by the Government, together with all plans, system analysis and design specifications and drawings, completed programs except priority programs and documentation thereof, reports and listings, and all other items pertaining to the work and services to be performed under orders pursuant to this contract, including any copyright shall become and remain with the Government upon completion. The Government shall have the full right to use each of these for its purposes without compensation or approval on the part of the Contractor. The Government shall have access to and the right to make copies of the above-mentioned items. All proprietary programs shall be indicated as such in individual proposals.

H.17

LEVEL OF EFFORT:

The level of effort will be specified in each Task Order.

a.

Work under this contract shall be initiated only by issuance of fully executed Task Orders. The Government shall furnish the Contractor with a detailed Task Order Statement of Work based upon this Statement of Work. The Contractor shall develop and submit a proposed work plan to the COTR. This plan shall include:

(1) A detailed description of the work to be accomplished,

(2) The approach that the Contractor intends to use to accomplish the work,

(3) The required inputs by the Government,

(4) The estimated effort (in terms of labor hours and costs),

(5) Anticipated travel costs and destinations (if applicable),

(6) Completion dates,

(7) A complete listing of deliverables, and

(8) Additional data as deemed appropriate by the COTR.

b.

Each Task Order draft statement of work shall be initiated and signed by the COTR. That Task Order shall then be signed by the Contractor. Once the Task Order has been signed by both, it shall be forwarded to the Contracting Officer for final review and execution. Upon execution by the Contracting Officer, the Task Order shall be considered to be a fully executed document ready for implementation, and forward to the Contractor. The Contractor is hereby notified to honor only written Task Orders signed by the Contracting Officer.

c.

The COTR shall be responsible for ensuring that each Task Order issued is within the scope of work and that the remaining balance of contractual effort is sufficient to meet the requirements specified in the Task Order.

d.

The Contractor shall provide quick reaction to modification of, additions of, and/or deletions of, Task Orders resulting from requirement placed upon it by the Government. The Contractor shall also provide timely response in commencing work on fully executed Task Orders hereunder, in accordance with the dates given in the Task Orders.

H.18

TRAVEL:

Travel may be required for Contractor staff to attend information gathering meetings, management briefings, and other authorized meetings. The Contractor shall be notified in writing by the COTR at least three days prior to travel. The following requirements apply:

a.

The Contractor shall be reimbursed for direct costs of transportation, lodging, meals, and incidental expenses of personnel who are authorized to undertake out-of-town and/or overnight travel under this SOW. Such costs shall be reimbursed in accordance with the established policy of the Contractor and to the extent that they are reasonable and allowable as provided in FAR 31.205-46, 31.3, 31.6, or 31.7.

b.

Costs incurred for lodging, meals, and incidental expenses shall be reimbursed only to the extent that they do not exceed on a daily basis the maximum per diem rates in effect at the time of travel as set forth in the Federal Travel Regulations or Joint Travel Regulations.

c.

Air fare costs in excess of the lowest customary standard, coach, or equivalent airfare offered during normal business hours will not be reimbursed unless such accommodations are not available and the Contractor certifies to this fact in the voucher or in their documents submitted for reimbursement.

d.

The Contractor shall be reimbursed for the cost of out-of-town and/or overnight travel performed by its personnel in their privately owned automobiles, at the current rate set forth in the Federal Travel Regulations, not to exceed the cost by the most direct economy air route between the points so traveled. If more than one person travels in such automobiles, the Contractor shall make no additional charge for such travel.

e.

No travel costs for Contractor personnel traveling from place of residence to and from the normally assigned work site shall be reimbursed by the Government.

H.19

RECOGNIZED HOLIDAY OBSERVANCES:

New Year’s Day

Inauguration Day

Martin Luther King Day

President’s Day

Memorial Day

Independence Day

Labor Day

Columbus Day

Veteran’s Day

Thanksgiving Day

Christmas Day

H.20

HOURS OF OPERATION

DOL is normally accessible between the hours of 6:00am and 7:00pm. Normal business hours are Monday through Friday, except for Federal holidays, or when the Government facility is closed due to local or national emergencies, administrative closings or other Government directed facility closings. The workday consists of eight (8) hours per day. Work hours outside the normal workday and administrative workweek, if needed; require advanced approval from the COTR. There will be no overtime rates unless negotiated and approved in writing by the Contractor Officer. Contractor personnel shall be present for work within the normal workday and administrative workweek unless prior approval has been granted for leave/vacation or other excused absence (i.e. sick leave).

H.21

METHODS OF OPERATION

The Contractor shall provide sufficient oversight of the contract in order to ensure that:

a. All employees are functioning within their designated labor categories and at acceptable levels of performance.

b. All activities performed are covered by applicable Task Orders and directly related to Section C Statement of Work (SOW). Time spent on non-project related activities must not be billed to the Government.

c. Employee positions called for are filled promptly (i.e., within 15 business days of contract award) and kept filled with qualified, competent personnel. No personnel matters such as recruiting, reviewing resumes, and initial interviewing as well as Contractor (Corporate) meetings are directly billable to the Government.

d. All Contractor employees are performing their designated assignments in a timely manner and all reporting requirements are honored.

e. All Contractor employees have been trained in proper office procedures as pertains to business professionals.

f. All Contractor employees receive on-going technical training as described in the Offeror’s proposal.

H.22

ORGANIZATIONAL CONFLICTS OF INTERESTS (OCI)

Organizational Conflicts of Interest (OCI): The policy of DOL is to avoid contracting with Contractors who have unacceptable organizational conflicts of interest. An organizational conflict of interest means that because of existing or planned activities, an offeror or Contractor is unable, or potentially unable, to render impartial assistance to the agency, or has an unfair competitive advantage, or the offeror or Contractor’s objectivity is, or might be, impaired. If the offeror does not have any OCI issues, it must positively affirm so in writing.

The following provides potential vendors with examples of situations where mitigation plans may or may not be required by DOL. These examples are not intended to be inclusive.

Unequal access to information. Access to “nonpublic information” as part of the performance of a DOL contract could provide the Contractor a competitive advantage in a later competition for any other DOL contract. Such an advantage could easily be perceived as unfair by a competing vendor who is not given similar access to the relevant information. If the requirements of DOL procurement anticipate the successful Contractor may have access to nonpublic information, the successful Contractor should be required to submit and negotiate an acceptable mitigation plan. Alternatively, the “nonpublic information” may be provided to all Contractors.

Biased ground rules. A Contractor in the course of performance of a DOL contract, has in some fashion established important “ground rule” for another DOL contract, where the same Contractor may be a competitor. For example, a Contractor may have drafted the SOW, specifications, or evaluation criteria of a future DOL procurement. The primary concern of DOL in this case is that a Contractor so situated could slant key aspects of procurement in its own favor, to the unfair disadvantage of competing Contractors. If the requirements of DOL procurement anticipate the Contractor may have been in a position to establish important ground rules, including but not limited to those described herein, the Contractor should be required to submit and negotiate an acceptable mitigation plan.

Impaired objectivity. A Contractor in the course of performance of a DOL contract is placed in a situation of providing assessment and evaluation findings over itself, or another business division, or subsidiary of the same corporation, or other entity with which it has a significant financial relationship. The concern in this case is that the Contractor’s ability to render impartial advice to DOL could appear to be undermined by the Contractor’s financial or other business relationship to the entity whose work product is being assessed or evaluated. In these situations, a “walling off” of lines of communication may well be insufficient to remove the perception that the objectivity of the Contractor has been tainted. If the requirements of the DOL procurement indicate that the successful Contractor may be in a position to provide evaluations and assessments of itself or corporate siblings, or other entity with which it has a significant financial relationship, the affected Contractor should provide a mitigation plan that includes recusal by the Contractor from the affected contract work. Such recusal might include divestiture of the work to a third party vendor.

Disclosure by offerors or Contractors participating in a DOL acquisition. Offerors or Contractors should provide information which concisely describes all relevant facts concerning any past, present or currently planned interest, (financial, contractual, organizational, or otherwise) relating to the work to be performed and bearing on whether the offeror or Contractor has a possible OCI.

If the offeror or Contractor does not disclose any relevant facts concerning an OCI, the offeror or Contractor, by submitting an offer or signing the contract, warrants that to its best knowledge and belief, no such facts exist relevant to possible OCI.

It is not the intention of DOL to exclude a Contractor from a competitive acquisition due to a perceived OCI. DOL Contracting Officers are fully empowered to evaluate each potential OCI scenario based upon the applicable facts and circumstances. The final determination of such action may be negotiated between the impaired Contractor and the DOL Contracting Officer. The Contracting Officer’s business judgment and sound discretion in identifying, negotiating, and eliminating OCI scenarios should not adversely affect DOL’s policy for competition. DOL is committed to working with potential vendors to eliminate or mitigate actual and perceived OCI situations, without detriment to the integrity of the competitive process, the mission of DOL, or the legitimate business interests of the vendor community.

Mitigation plans: The successful Contractor will be required to permit a Government audit of internal OCI mitigation procedures for verification purposes. DOL reserves the right to reject a mitigation plan, if in the opinion of the Contracting Officer, such a plan is not in the best interest of DOL. After award, DOL will review and audit OCI mitigation plans as needed (in the event of any changes due to mergers, consolidations, or any unanticipated circumstances that may create an unacceptable organizational conflict of interest).

H.23

PERSONNEL IDENTIFICATION VERIFICATION

A. 52.204-9 Personal Identity Verification of Contractor Personnel

(1) The Contractor shall comply with agency personal identity verification procedures that implement HSPD-12, OMB guidance M-05- 24, and FIPS Pub 201.

(2) The Contractor shall insert this clause in all subcontracts when the subContractor is required to have physical access to a Federally controlled facility or access to a Federal information system.

B. DOL Procedures for Personnel Identity Verification (PIV) of Contractor Employees Performing Under Department of Labor Contracts.

(1) For all new contract employees being assigned to on a DOL controlled facility for more than 6 months or who will have access to a DOL information system, the Contractor shall follow the DOL Procedures DOL Policy For PIV Card Issuance For New Federal Employees and Contractors (HR/SC 10/25/05 revised 12/01/05) para E.2.

(2) The Contractor shall notify the COTR of a new employee meeting the criteria requiring a PIV five days before the report day. If notification can not occur in 5 days – the contract shall include a brief explanation as to why when they submit the notification and mark it for expedited handling.

(3) The Contractor shall-

a. Determine the level of security required for the employee, working with the COTR.

b. Ensure they have all required documents and approvals from the COTR.

c. Obtain the location for PIV processing and coordinate with the COTR the time of reporting so an escort can be arranged.

d. Have the employee report, with all required documents to the reporting location determined by the COTR.

Upon submission of required PIV documents, the employee will be granted temporary access. If the required forms are not submitted, no access will be granted and no claim against the Government will occur.

C. CONTRACTOR EMPLOYEE SUITABILITY AND SECURITY REQUIREMENTS

(1) Background Investigations

Background Investigation Requirements. The investigation requirements for Contractor employees are based on the risk or sensitivity level designation of the position. The Contracting Officer, COTR, or other DOL Agency's designated official informs the Contractor of the risk or sensitivity level for each Contractor employee position. The minimum level of investigation is indicated below.

Moderate Risk- Minimum Background Investigation (MBI)

(2) Non-disclosure Agreement

The Contractor shall require each Contractor employee to review and sign the attached non-disclosure agreement (Security Attachment No. 3) when he or she begins work on the DOL contract.

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