WCMBP_Section_H_-_Special_Contract_Requirements_012314.docx

United States Department of Labor

(DOL)

Workers’ Compensation Medical Bill Process (WCMBP)

Section H Special Contract Requirements Office of Workers’ Compensation Programs (OWCP) iv Table of Contents

FAR References

Section H – Special Contract Requirements

H-ii

AWARD OF CLINS

The Government reserves the right to award or not award any CLIN, independently or as a group, when it is in the Government’s interest.

contractor Employee Suitability & Security Requirements H.1.1 Background Investigations Executive Order 10450, Security Requirements for Government Employment (APR 27, 1953) Throughout this document, the term “contractor” is specifically defined to mean both contractor and sub-contractor.

Conducting Background Investigations All contractor employees proposed to perform under this contract at a government facility or proposed to access Department of Labor (DOL) information or other sensitive information require background investigations. The Office of Personnel Management (OPM) will conduct background investigations of contractor employees. Since OPM only accepts requests from Federal agencies to conduct background investigations, the Contractor will make arrangements with the Federal Project Manager or COR to send the contractor employee's completed investigation papers to the DOL Agency for submission to OPM prior to enter on duty (EOD) Investigation Requirements The Contracting Officer, Contracting Officer’s Representative (COR), or other designee will inform the contractor of the investigation requirement for each contractor employee position, as well as the required forms and other documents to be submitted. The contractor shall provide the following documents to the Federal Project Manager or COR two weeks prior to Entry on Duty (EOD):

1. Resume

2. OF- 306

3. I-9 and attachments

4. Signed Computer Security Training

5. Signed Non-Disclosure Agreement

Section C of this solicitation addresses existing requirements for specific contractor employees to complete an investigation questionnaire other than the SF-85 (i.e., an SF-85P, Questionnaire for Public Trust Positions, or an SF-86, Questionnaire for National Security Positions). If the DOL Contracting Officer or designee determines that the contractor employee is required to complete any other documents, the Contracting Officer or designee will so inform the contractor. The contractor shall make arrangements with the Contracting Officer or designee to ensure that the contractor employee is fingerprinted.

The forms listed above can be found at the following website: http://www.opm.gov/forms.

All contractor employees proposed to perform under this contract at a DOL facility or proposed to access DOL information or other sensitive information will be fingerprinted at a designated location to preserve chain-of-custody.

Payment for Background Investigation The contractor is responsible for the cost of the investigations, unless the DOL Contracting Officer or designee directs otherwise.

H.1.2 Investigation Process The contractor shall submit written procedures to the designated DOL Agency official describing the procedures it will follow to satisfy the following investigation requirements.

Submission of Investigation Documents On or before the contractor employee’s first day of work, the contractor shall provide the forms listed in Section H.2.1 above to the Contracting Officer or designee. If the contractor employee is assigned to Critical-Sensitive or Non-critical-Sensitive work, the contractor shall ensure that he or she completes the Fair Credit Reporting Act (FCRA) release form.

Temporary Contractor Employees If the contractor employee is assigned to Low Risk work and is employed on a seasonal, daily, or intermittent basis, or for no more than 180 days, he or she does not have to complete the forms listed in H.2.1 above, but the contractor shall ensure that the contractor employee is fingerprinted as directed by the Contracting Officer or designee. Low Risk work includes tasks with potential for limited impact (as defined by the Government) to the OWCP programs or mission, or on the integrity and efficiency of services.

H.1.3 Unfavorable Suitability Determination If a designated DOL official determines that the contractor employee is unsuitable after evaluation of the investigative findings, the Contracting Officer or designee will inform the contractor in writing that the contractor employee is being removed from or denied access to DOL facilities and/or information and information systems. Any removal or denial of access of a contractor employee will not be considered grounds for delay or adjustment claim from the contractor.

Also, if the contractor employee answers “Yes” to one or more of questions 9 through 13 of the OF-306, the contractor employee will not be permitted to work on a DOL contract without prior DOL approval.

H.1.4 Contractor Employee Non-Disclosure Agreement The contractor shall require each contractor employee to review and sign the non-disclosure agreement, provided in Section J, on or before the employee’s first day of work on the DOL contract. The contractor shall send the signed copy to the Contracting Officer or designee.

Security and Confidentiality The contractor shall follow the procedures and rules defined under the Information Security Standards heading of the Performance Work Statement (Section C / Attachment 3) of this contract, to comply with the Privacy Act of 1974, as amended, and the OWCP security and confidentiality procedures applicable to this contract.

The terms and conditions of this contract, defined in the Performance Work Statement (Section C / Attachment 3), are subject to formal modification or amendment by the Government in those instances in which the courts (e.g., grand jury investigations), statutory requirements (e.g., civil investigative demands), or specific circumstances dictate such changes.

CONTRACTOR Non-Disclosure In addition to restrictions on access and/or disclosure of information otherwise set forth in the contract awarded under this solicitation, the contractor is required to execute, with the Department, a Nondisclosure Agreement (NDA) that will be incorporated into the contract. This NDA helps protect from unauthorized disclosure the contractor’s access and/or use of the following types of information:

· Inter- and intra- agency information related to DOL worker’s compensation claim processing, including but not limited to internal procedures, correspondence, and/or other internal information which would not be available by law to a party other than an agency in litigation with the agency

· Personal identifying information protected by the Privacy Act of 1974, including but not limited to social security numbers, names, financial information, and birthdates

· Information protected from disclosure under applicable DOL security agreements, policies, rules, and/or regulations, e.g. data and information transferred over a secure DOL electronic network.

In addition, the contractor shall agree not to contract or transfer to another person or entity outside of the contractor’s organization any work provided for in the contract except pursuant to a contract or other binding agreement approved in advance, by the DOL, within its discretion. Such an agreement will provide assurances, satisfactory to the contractor and the DOL, that there will be full compliance with the contractor’s obligations under this contract.

Identification of contractor Employees During the period of this contract, the rights of ingress and egress to and from any Government office for contractor representatives will be made available as required. All contractor employees whose duties under this contract require their presence at any Government facility shall clearly identify themselves by a distinctive badge furnished by the Government. Upon the termination of the employment of any contractor personnel, the contractor shall immediately deliver all prescribed information (to include government badges) to the COR for return to the DOL Security Office for cancellation or disposition. All on-site contractor personnel shall abide by security regulations applicable to that site.

Publicizing Awards The contractor, or anyone acting on behalf of the contractor, shall not refer to this contract in any public announcement or commercial advertising without first obtaining written consent from the Contracting Officer. The contractor agrees not to refer to awards in commercial advertising in such a manner as to state or imply that the products or services are endorsed or preferred by the Federal Government or are considered by the Government to be superior to other products or services.

Organizational Conflicts of Interest

This clause supplements the FAR provisions on organizational conflicts of interest, , located at FAR subpart 9.500 and should be read in conjunction with these provisions. To the extent there is any inconsistency or confusion between the two provisions, the FAR provision controls.

(a) Work under this contract may create a future organizational conflict of interest (OCI) that could prohibit the Contractor from competing for, or being awarded, future Government contracts.

The following examples illustrate situations in which organizational conflicts of interest may arise. They are not all inclusive, but will be used by the Contracting Officer as general guidance in individual contract situations:

(1) Unequal access to information. The performance of this contract may provide access to “nonpublic information,” which could provide the contractor an unfair competitive advantage in later solicitations or competitions for other DOL contracts. Such an advantage could be perceived as unfair by a competing vendor who is not given similar access to the same nonpublic information that is related to the future procurement action. If you, as a contractor, in performing this contract, obtain nonpublic information that is relevant to a future procurement action, you may be required to submit and negotiate an acceptable mitigation plan prior to being deemed eligible to compete on the future action. Alternatively, the “nonpublic information” may be provided to all offerors.

(2) Biased ground rules. Your contract with DOL may have, in some fashion, established important “ground rules” for another DOL procurement in which you may desire to be a competitor. For example, this contract may involve you drafting the statement of work specifications, or evaluation criteria for a future DOL procurement. The primary concern, in any such situation, is that any such firm could skew the competition, whether intentionally or not, or be perceived as having skewed the competition, in its own favor. If the requirements of this DOL contract anticipate the contractor may be placed in a position to establish important ground rules, including but not limited to those described herein, the contractor may be precluded from competing in the related action or, if possible, may be required to submit and negotiate an acceptable mitigation plan.

(3) Impaired Objectivity. The performance of this contract may result in the contractor being placed in a situation where it is able, or required, to provide assessment and evaluation findings concerning itself, another business division, a subsidiary or affiliate, 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 between entities or divisions may be acceptable, but it also may not be sufficient to remove the perception that the objectivity of the contractor has been tainted. If the requirements of the DOL procurement indicate that a contractor may be placed in a position to provide evaluations and assessments of itself or other entities with which it has a significant financial relationship, the affected contractor should notify DOL immediately. The contractor may also be required to provide a mitigation plan that includes recusal by the contractor from one of the affected contracts. Such recusal might include divestiture of the work to a third party.

(b) In order to prevent a future OCI of any kind, the Contractor shall be subject to the following restrictions:

(1) The Contractor may be excluded from competition for, or award of, any government contracts as to which, in the course of performing another contract, the Contractor has received nonpublic and competitively relevant information before such information has been made generally available to other persons or firms.

(2) The Contractor may be excluded from competition for, or award of, any government contract for which the contractor actually assisted or participated in the development of specifications or statements of work.

(3) The Contractor may be excluded from competition for or award of, any government contract which calls for it to evaluate itself, any affiliate, or any products or services produced or performed thereby.

(4) The Contractor may be excluded from competition for, or award of, any government contract calling for the production or performance of any product or service for which the Contractor participated in the development of requirements or definitions pursuant to another contract.

(c) This clause shall not exclude the Contractor from performing work under any modification to this contract or from competing for award of any future contract for work that is the same or similar to work performed under this contract, so long as the conditions above are not present. This clause does not prohibit an incumbent from competing on a follow-on competition but the Contracting Officer may require a mitigation plan or other steps as needed to ensure that there has not been an unequal access to nonpublic competitively sensitive information.

(d) The term “contractor” as used in this clause, includes any person, firm or corporation that owns or controls, or is owned or controlled by, the contractor. The term also includes the corporate officers of the contractor.

(e) The agency may in its sole discretion, waive any provisions of this clause if deemed in the best interest of the Government. The exclusions contained in this clause shall apply for the duration of this contract and for three (3) years after completion and acceptance of all work performed hereunder, or such other period as the Contracting Officer shall direct.

(f) If any provision of this clause excludes the Contractor from competition for, or award of any contract, the Contractor shall not be permitted to serve as a subcontractor, at any tier, on such contract. This clause shall be incorporated into any subcontracts or consultant agreements awarded under this contract unless the Contracting Officer determines otherwise.

Conditions of Performance In addition to the performance requirements set forth under this contract, the contractor may be required to comply with the requirements of any revisions in legislation or regulations, which may be enacted or implemented during the period of performance of this contract and which are directly applicable to the performance requirements of this contract. In the event that amendments to legislation are enacted or regulations are revised and do impact the performance requirements of this contract, the Government will offer the contractor an opportunity to assess the cost and schedule impacts of such revisions. The Government will provide the contractor with an equitable adjustment when applicable and mutually agreed upon by the Government and the contractor.

Insurance The contractor shall maintain the following insurance during the life of this contract:

Worker's Compensation and employer's liability. The contractor shall comply with applicable Federal and State worker's compensation and occupational diseases statutes. If occupational diseases are not compensatory under those statutes, the contractor shall maintain coverage 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, .The contractor shall maintain the employer's liability coverage of at least $100,000, except in States with exclusive or monopolistic funds that do not permit worker's compensation to be written by private carriers.

General Liability. The contractor shall provide bodily injury liability insurance coverage written on the comprehensive policy of at least $500,000 per occurrence.

Property Damage Liability. The contractor shall provide property damage liability insurance of at least $50,000 per occurrence.

Automobile Liability. The contractor shall provide automobile liability insurance written on the comprehensive form of policy, which provides for bodily injury and property damage liability covering the operation of all automobiles used in connection with performing the contract. The contractor shall provide coverage of at least $200,000 per person and $500,000 per occurrence for bodily injury and $20,000 per occurrence for property damage for policies covering automobiles operated in the United States.

Audits The project is subject to financial and information security audits as defined in Section C. The contractor shall ensure that its audit capabilities satisfy all audit requirements defined in Section C. The contractor shall also ensure that it satisfies all audit information storage and accessibility requirements defined in Section C and provides the capabilities required to generate and maintain all audit information-based reports identified in the RFP (Section C and Section J)..

Post-Award Conference FAR 42.5, Postaward Orientation The contractor (including its teaming partners/major sub-contractors, and sub-contractors) shall participate with the Government in a post-award conference that will be held within ten (10) business days after contract award. The purpose of the post-award conference is to help both the contractor and the Government achieve a clear and mutual understanding of all contract requirements and identify and resolve potential problems (see FAR 42.5).

The Contracting Officer is responsible for establishing the time and place of the conference and will notify the appropriate Government representatives and the contractor.

The Contracting Officer may make commitments or give directions within the scope of his/her authority and will put in writing and sign any commitment or direction, whether or not it changes the contract. Any change to the contract that results from the post-award conference will be made only by a contract modification referencing the applicable terms of the contract.

The contractor shall provide documented post-award meeting minutes as a deliverable to the COR no later than three (3) calendar days after the Post-Award Conference.

Post-Award Evaluation of contractor Performance H.1.5 Contractor Performance Evaluations FAR 42.15, Contractor Performance Information FAR 42.1503, Contractor Performance Information Procedures

The Government will prepare periodic evaluations of contractor performance. As allowed under FAR 42.15, these evaluations will also be used in the award term process.

Contractors shall be given a minimum of 30 days to submit comments, rebutting statements, or additional information Agencies shall provide for review at a level above the contracting officer to consider disagreements between the parties regarding the evaluation. The ultimate conclusion on the performance evaluation is a decision of the contracting agency. Copies of the evaluation, contractor response, and review comments, if any, shall be retained as part of the evaluation. These evaluations may be used to support future award decisions, and should therefore be marked “Source Selection Information”. (See FAR 42.1503) H.1.6 Award Term Plan This solicitation contains an award term incentive which is based upon adding periods of performance to a contract versus monetary incentives. The award term incentive will be managed according to the Award Term Plan specified in this section. The Award Term clause is located in Section I of the contract.

Introduction This Award Term Plan (ATP) describes the Government’s process for evaluating the performance of a contractor providing Workers’ Compensation Medical Bill Process services and for presenting an assessment of that performance to the Term Determining Official (TDO). The evaluation period for award terms begins at contract award, using the yearly evaluation ratings (captured in the Contractor Performance Assessment Reporting System or CPARs and other relevant performance indicators, including findings by third-party and/or Government auditors, may also be considered.) to evaluate the contractor. The award term 1 evaluation process shall begin ninety (90) calendar days prior to the end of option year 2. The award term 2 evaluation process shall begin ninety (90) calendar days prior to the end of option year 3.

This plan describes the specific criteria and procedures to be used to assess the contractor’s performance and to determine the number of the award term periods earned. An adjustment to the award terms will not result in a contract period of greater than seven (7) years from the date of contract award. An award term extension may be granted to the contractor by the Contracting Officer by unilateral contract modification upon recommendation by the Contracting Officer’s Representative (COR). Actual award term determinations and the methodology for defining the award term are unilateral decisions made solely at the discretion of the Government.

Organization The award-term organization consists of the Term Determining Official (TDO), Contracting Officer (CO), and the Contracting Officer Representative (COR). The persons appointed to these positions will be documented at time of award. Their responsibilities are:

Term Determining Official (TDO). The TDO approves the award-term plan and any significant changes. The TDO reviews the recommendation(s) of the COR, considers all pertinent data, and determines if the overall award term ratings warrant the granting of an award term to the contractor. The TDO makes the final decision to grant the award term.

Contracting Officer (CO). The CO is the liaison between the contractor and Government personnel. It is the CO’s responsibility to ensure that the requirements covered by the award term extension fulfills an existing need, is the most advantageous method of fulfilling the Government’s need, price and other factors considered, and that funds are available for the award term extension.

Contracting Officer’s Representative (COR) The COR is an individual who is designated and authorized in writing by the contracting officer to perform specific technical or administrative functions on contracts or orders. The COR is responsible for entering contractor information and ratings into the Contractor Performance Assessment Reporting System (CPARS).

Award Term Rating The Government will determine the appropriateness of approving the addition of up to two one-year award terms to the period of performance of the contract. Table 1 shows the evaluation schedule.

The COR shall be responsible for assessing contractor performance by monitoring operations readiness criteria and performance metrics, overseeing routine audits by program staff, receiving and review contractor reports and results of Quality Assurance processes, and performing site visits as necessary to determine the level of performance accomplished by the contractor.

The COR will create an entry in the Contractor Performance Assessment Reporting System (CPARS) for the contractor. Included in the entry are the criteria and the ratings for the contractor from the data gathered from the previous year. The criteria may vary during the contract, due to the transition from implementation to operations. During the period prior to assumption of operations, evaluation criteria will address operations readiness requirements. Evaluation criteria during the period immediately following assumption of operations will reflect an allowance for fine-tuning of contractor processes and procedures.

The COR will enter a rating of Unsatisfactory, Marginal, Satisfactory, Very Good, or Exceptional for each of the criteria, and then determine an overall rating. A CPARS is also completed at contract expiration or termination.

Base Year Option Year 1

· Work Products

· Project Management

· Implementation

Option Year 2

· Mailroom and Document Management

· Provider Relations

· Service Capability

· Personnel

· Call Center Management

· Bill and Authorization Processing

Option Year 3

· Mailroom and Document Management

· Provider Relations

· Service Capability

· Personnel

· Call Center Management

· Bill and Authorization Processing

The award term rating will be determined by the COR based on the contractor evaluations in CPARS. Other relevant performance indicators, including findings by third-party and/or Government auditors, may also be considered. The COR will use all the CPARS evaluations from the base year and Option Years 1-2 to determine approval recommendation of Award Term 1. The COR will use the CPARS evaluation for Option Year 3 to determine approval recommendation of Award Term 2.

The contractor must attain a performance rating of “Satisfactory” or above in all performance evaluations during the base period of performance and option periods 1 through 2 to be awarded award term 1. The contractor must attain a performance rating of “Satisfactory” or above in the performance evaluation for option period 3 to be awarded award term 2.

The COR briefs the TDO and CO on the recommended overall CPARS rating and the contractor’s overall performance (including findings by third-party and/or Government auditors), and recommends if award terms should be granted. The TDO considers the COR’s recommendation and approves the Award Term. The CO evaluates the award term ratings available subsequent to the TDO decision and, if appropriate, modifies the contract period of performance to reflect the decision.

If awarded, the award term year will occur sequentially starting at the end of the option years. Note: An awarded award term may be rescinded if the contractor does not maintain consistent performance as exhibited by a rating of “Satisfactory” or above during subsequent years.

Monitoring Contractor Performance The Government will review contractor performance at a minimum every month. Numerous performance reports are required to be delivered by the Contractor to Government program management staff on monthly, quarterly, and an annual basis. These performance reports will form the basis for determining the annual CPARS ratings, along with findings by third-party and/or Government auditors. Additional interim monitoring may be conducted at the discretion of the COR. Utilizing the factors listed on the applicable CPARS, the COR shall evaluate the contractor’s performance. The COR will sign and forward the cover letter and attached monitoring report to the appropriate contractor representative. The contractor shall respond to any deficiencies found in the time frames stated in the report.

Award-Term Plan Change Procedure Any changes to the award term process shall require a modification to the contract. While the Government may choose to make changes to this plan prior to commencement of the period in which the change takes effect, changes that apply to the period of performance in which a change is made will require mutual agreement of both parties. If contractor agreement cannot be reached on changes, the current award term plan remains in effect for the period of performance. The contractor shall comply with the terms and conditions of the contract, notwithstanding anything in this plan.

Type of Service 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.

Contractor personnel under this contract shall not:

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.

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.

Be used in administration or supervision of procurement activities.

Proprietary Rights H.1.7 Government-Furnished Data and Materials The Government will retain all rights and privileges, including those of patent and copyright, to all Government-furnished data and materials and to the OWCP Treatment Suites and Builder/Viewer Tool, even as updated and maintained by the contractor. As stated in Section C, the Government has established its ownership and control of all data, documentation and software not proprietary to the contractor. The contractor shall ensure that the contractor’s team understands these requirements. The contractor shall neither retain nor reproduce for private or commercial use any data or other materials furnished under this contract and agrees not to assert any rights at common law or in equity, nor to establish any claim to statutory copyright in such data. These rights are not exclusive and are beyond any other rights and remedies to which the Government is otherwise entitled elsewhere in this contract.

H.1.8 Contractor-Furnished Property The contractor shall provide all hardware, commercial off-the-shelf (COTS) software, staff, systems tools, supplies, services, interfaces, and miscellaneous items to process, store, and maintain the OWCP systems, applications, and data necessary for the performance of the work under this contract and each task order. The contractor shall supply services that include all elements necessary to secure the facility, including the equipment to provide all the acceptable physical environmental conditions to support the infrastructure, and power sources to ensure continuous operations and staffing to support all of the operational and supporting systems.

Interrelationships of contractors The Government may enter into contractual relationships in order to provide Medical Bill Processing requirements separate from the work to be performed by the contractor, yet having links and interfaces to or from other project facilities. At the Government’s direction, OWCP may extend these existing relationships or enter into new relationships. The contractor shall coordinate with other such contractor(s) through the PMO and the Contracting Officer and/or designated representatives in providing suitable, non-conflicting technical and/or management interfaces to avoid duplication of effort.

Support contractors The Government may contract with support contractors for services to assist in technical and management oversight of the contractor’s efforts and products under this contract. Employees of these support contractors may attend meetings between the contractor and the Government, may observe and participate with Government personnel in function and performance tests, may review any and all documentation and underlying data supporting work performed under this contract, and may have access to the contractor’s facilities as related to any effort under this contract.

The Contracting Officer will identify the support contractors and Support contractor personnel will sign appropriate non-disclosure and conflict of interest statements. The contractor agrees to cooperate with the support contractors by engaging in technical discussions with their personnel, and permitting access to information and data relating to technical, cost, and schedule matters concerning this contract to the same degree such access is accorded to Government personnel.

The support contractors identified at this time are:

Noblis Inc.

No employee of a support contractor has the authority to issue directions to the contractor or effect changes to the contract.

The contractor shall report any organizational and/or personal conflicts of interest with the support contractor(s) identified above. The Government reserves the right to make changes to the above list of contractors.

Technology Upgrades/Refreshment/Insertion After contract award, the Government may solicit, or the contractor is encouraged to propose independently, technology upgrades/refreshments/insertions under this contract to assure continuous supportability of systems through an indefinite service life.

Technology upgrades are changes that incorporate next generation products or product upgrades to an existing technology or component that improves overall system functionality. Technology refreshment changes may be implemented to incorporate a new product to avoid product end of life or product obsolescence, or to correct a problem based on customer feedback. Technology insertion changes incorporate a new product or functional capability, which is the result of industry growth or advanced development.

These technology upgrades/refreshments/insertions can be used to take advantage of the rapidly advancing technology of industry. The Government desires to avail itself of the best value the contractor can propose, and demonstrate, to the satisfaction of the Government as being functionally equal to or better than products that meet the mandatory requirements. These changes may be proposed to provide the best value to the Government, e.g., to save money, improve performance, save energy, enhance supportability. Those proposed technology upgrades/refreshments/insertions acceptable to the Government will be evaluated and authorized by written notice to the contractor.

The contractor shall submit the following with each proposal to provide the Government sufficient information to determine acceptability of each change:

A description of the technical difference between the existing contract requirement and the proposed change, and the comparative advantages and disadvantages to each.

Itemized requirements of the contract to change if the proposal is to be adopted, and the proposed revision to the contract for each such change.

An estimate of the changes in performance and cost, if any, that will result from adoption of the proposal.

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. The contractor is required to propose exchange/sale values for all Government-owned property impacted by the technology upgrade/refreshment/insertion proposal.

A statement of the time by which the written notice adopting the proposal should be issued so as to obtain the maximum benefits of the changes during the remainder of this contract and of any effect on the contract completion time or delivery schedule.

Any impact on the contract performance to include completion time or delivery schedule.

A certification that any new items introduced as a result of the improvement are compatible with other related items on the contract or with interface requirements specified in the contract.

Any other information required by the Contracting Officer to adequately evaluate the proposal.

If sufficient for Government evaluation, submission of commercial technical literature is encouraged. Technology upgrade/refreshment/insertion proposals submitted to the 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 part, any technology upgrade/refreshment/ insertion proposal not accepted by the Government within the period specified in the technology upgrade/refreshment/insertion proposal. The decision of the Contracting Officer as to the acceptance of any such proposal under this contract will, in the Contracting Officer’s sole discretion, be final and will not be subject to the “Disputes” clause of this contract.

The Contracting Officer may accept any technology upgrade/refreshment/insertion proposal submitted pursuant to this clause by giving the contractor written notice. Unless and until the contractor receives written notice to incorporate a technology upgrade/refreshment /insertion under this contract, the contractor shall remain obligated to perform in accordance with the terms of the existing contract.

The contractor is requested to identify specifically any information contained in the technology upgrade/refreshment/insertion proposal which the contractor considers confidential and/or proprietary and which the contractor prefers not to be disclosed to the public. The identification of information as confidential and/or proprietary is for information purposes only and will not be binding on the Government to prevent disclosure of such information. The contractor is advised that such information may be subject to release upon request pursuant to the Freedom of Information Act (5 U.S.C. 552).

Price Adjustment H.1.9 ODC CLINs The Government will determine the ODC ceiling for a period of performance from the accepted ODC CLIN for that period of performance. The contractor shall not exceed the ODC ceiling for any period of performance, unless adjustments are negotiated with the Government. The contractor shall bill ODCs as specified in Section B.

H.1.10 Fixed Price CLINs The Government will determine the fixed-price ceiling for a period of performance during Operations by summing all accepted non-ODC Operations CLINs for that period. To calculate the fixed monthly price during Operations, the Government will divide the fixed-price ceiling by the number of months in that period of performance,.

On a monthly basis, the contractor shall deliver:

The monthly fixed-price invoice, itemized by CLIN, based on accepted proposals.

The monthly actual volumes for all Volume-Sensitive pricing elements in each of the OWCP programs: DFEC, DCMWC, DEEOIC, and DLHWC (as directed).

On a quarterly basis, the contractor shall deliver:

A cumulative, summary report of invoices, itemized by CLIN, based on the monthly fixed-price invoices for the quarter and for the year-to-date.

A cumulative actual volume report, itemized by CLIN, based on actual volumes for those CLINs with Volume-Sensitive pricing elements for the quarter and for the year-to-date. This report should compare actual volumes to the volumes for volume sensitive elements, listed in Section J, Attachment 18 to determine if the 15% threshold (plus or minus) has been exceeded.

The volume-sensitive pricing elements used to calculate CLIN bids are shown in the Volume-Sensitive Operational Data table in Section B.

If annual actual CLIN volumes exceed estimates by 15% or more, based on the quarterly comparison reports and an annual reconciliation, the Government will negotiate with the contractor for payment of the amount of the increase or accept reductions in performance levels. Conversely, if annual actual CLIN volumes decrease by 15% or more compared to prices, based on the quarterly comparison reports and an annual reconciliation, the contractor shall offer the Government an invoice credit in the amount of the decrease.

contractor Closeout Responsibilities The contractor shall provide all management, administrative, clerical, and supervisory functions required for the effective and efficient performance of this contract.

A smooth and orderly transition between the contractor and a predecessor and/or successor contractor is necessary to ensure minimum disruption to vital Government business. The contractor shall cooperate fully in all such transitions.

During the period of performance, the contractor shall adhere to the same professional and ethical standards of conduct required of Government personnel. The contractor shall NOT:

Discuss with or provide to unauthorized persons any information obtained in the performance of work under this contract;

Conduct business not directly related to this contract on Government premises;

Use computer systems and/or other Government facilities for company or personal business other than work related to the project; or Recruit on Government premises or otherwise act to disrupt official Government business.

It is the Government’s intention to perform closeout procedures for the contract. The contractor shall perform those internal functions necessary to support this process in a timely, effective, and efficient manner. The contract closeout will occur as soon as possible after any required audits.

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