OHR_F14SOL10005.pdf

F14SOL10005

SOLICITATION, OFFER AND AWARD

4. TYPE OF SOLICITATION2. CONTRACT NUMBER 3. SOLICITATION NUMBER

7. ISSUED BY CODE 8. ADDRESS OFFER TO (If other than Item 7)

ORDER UNDER DPAS (15 CFR 700)

6. REQUISITION/PURCHASE NUMBER

NOTE: In sealed bid solicitations "offer" and "offeror" mean "bid" and "bidder".

NEGOTIATED (RFP)

SEALED BID (IFB)

5. DATE ISSUED

1. THIS CONTRACT IS A RATED RATING PAGE OF PAGES

1 44

C. E-MAIL ADDRESS

EXT.NUMBERAREA CODE

B. TELEPHONE (NO COLLECT CALLS)A. NAME

10. FOR

INFORMATION

CALL:

CAUTION: LATE Submissions, Modifications, and Withdrawals: See Section L, Provision No. 52.214-7 or 52.215-1. All offers are subject to all terms and conditions contained in this solicitation.

(Date)(Hour) local timeuntildepository located in copies for furnishing the supplies or services in the Schedule will be received at the place specified in Item 8, or if hand carried, in the

SOLICITATION

9. Sealed offers in original and

PART IV - REPRESENTATIONS AND INSTRUCTIONS

OTHER STATEMENTS OF OFFERORS

EVALUATION FACTORS FOR AWARD

INSTRS., CONDS., AND NOTICES TO OFFERORS

REPRESENTATIONS, CERTIFICATIONS AND

LIST OF ATTACHMENTS

CONTRACT CLAUSES

PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACH.

I

J

K

L

M SPECIAL CONTRACT REQUIREMENTS

CONTRACT ADMINISTRATION DATA

DELIVERIES OR PERFORMANCE

INSPECTION AND ACCEPTANCE

PACKAGING AND MARKING

DESCRIPTION/SPECS./WORK STATEMENT

SUPPLIES OR SERVICES AND PRICES/COSTS

SOLICITATION/CONTRACT FORM

PART II - CONTRACT CLAUSESPART I - THE SCHEDULE

H

G

F

E

D

C

B

A

SEC. DESCRIPTION PAGE(S) (X) DESCRIPTION SEC. (X)

11. TABLE OF CONTENTS

18. OFFER DATE17. SIGNATURE

SUCH ADDRESS IN SCHEDULE.

IS DIFFERENT FROM ABOVE - ENTER

15C. CHECK IF REMITTANCE ADDRESS

EXT.NUMBERAREA CODE

15B. TELEPHONE NUMBER

(Type or print)AND

ADDRESS

OF

OFFEROR

CODE FACILITY

16. NAME AND TITLE OF PERSON AUTHORIZED TO SIGN OFFER15A. NAME

DATEAMENDMENT NO.DATEAMENDMENT NO.

and related documents numbered and dated):

amendments to the SOLICITATION for offerors

(The offeror acknowledges receipt of

14. ACKNOWLEDGEMENT OF AMENDMENTS

CALENDAR DAYS (%)30 CALENDAR DAYS (%)20 CALENDAR DAYS (%)10 CALENDAR DAYS (%)

(See Section I, Clause No. 52.232.8)

13. DISCOUNT FOR PROMPT PAYMENT

designated point(s), within the time specified in the schedule.

by the offeror) from the date for receipt of offers specified above, to furnish any or all items upon which prices are offered at the price set opposite each item, delivered at the

12. In compliance with the above, the undersigned agrees, if this offer is accepted within ______________ calendar days (60 calendar days unless a different period is inserted

NOTE: Item 12 does not apply if the solicitation includes the provisions at 52.214-16, Minimum Bid Acceptance Period.

OFFER (Must be fully completed by offeror)

IMPORTANT - Award will be made on this Form, or on Standard Form 26, or by other authorized official written notice.

28. AWARD DATE

(Signature of Contracting Officer)

27. UNITED STATES OF AMERICA

25. PAYMENT WILL BE MADE BY

26. NAME OF CONTRACTING OFFICER (Type or print)

CODE 24. ADMINISTERED BY (If other than Item 7)

ITEM

(4 copies unless otherwise specified)

23. SUBMIT INVOICES TO ADDRESS SHOWN IN

41 U.S.C. 253 (c) ( 10 U.S.C. 2304 (c) (

22. AUTHORITY FOR USING OTHER THAN FULL AND OPEN COMPETITION:

21. ACCOUNTING AND APPROPRIATION20. AMOUNT19. ACCEPTED AS TO ITEMS NUMBERED

AWARD (To be completed by government)

CODE

10/31/2013 X

OCON

SMITHSONIAN INSTITUTION

P.O. BOX 37012

MRC 1200

Washington DC 20013-7012

BID DROP OFF 1500 ET 11/25/2013

Justice K. Harvey 202 harveyj@si.edu

633-7408

PAGE(S)

Dorothy A. Leffler

AUTHORIZED FOR LOCAL REPRODUCTION

Previous edition is unusable

STANDARD FORM 33 (Rev. 9-97)

Prescribed by GSA - FAR (48 CFR) 53.214(c)

Section A - Solicitation/Contract Form Section B - Supplies or Services/Prices Section C - Description/Specifications Section D - Packaging and Marking Section E - Inspection and Acceptance E.152.246-16 Responsibility for Supplies. (APR 1984) E.2 52.246-S0057 Inspection E.3 52.246-S0058 Acceptance Section F - Deliveries or Performance F.1 52.217-S0093 Auto Renewal Option Clause (Feb 2009) Section G - Contract Administration Data G.1 52.202-S0059 Contract Management G.2 52.202-S0060 Contracting Officer G.3 52.202-S0061 Contracting Officer's Technical Representative (COTR) (Apr 1988) G.4 52.202-S0062 Authorities G.5 52.213-S0066 Invoices G.6 52.215-S0002 Authorized Negotiators (Apr 1984) G.7 52.215-S0063 Key Personnel G.8 SI-0064 Incorporation of Contractor's Proposal Section H - Special Contract Requirements H.1 52.202-S0010 Use of Smithsonian Name (Jun 2000) H.2 52.203-S0004 Advertising of Award Smithsonian Institution H.3 52.215-S0009 Information, Services and Rights of the Smithsonian (Apr 1988) H.4 52.223-S0070 Dissemination of Information Section I - Contract Clauses I.1 52.203-3 Gratuities. (APR 1984) I.2 52.203-5 Covenant Against Contingent Fees. (APR 1984) I.3 52.203-6 Restrictions on Subcontractor Sales to the Government. (SEP 2006) I.4 52.203-7 Anti-Kickback Procedures. (JUL 1995) I.5 52.203-8 Cancellation, Rescission, and Recovery of Funds for Illegal or Improper Activity. (JAN

1997) I.6 52.203-10 Price or Fee Adjustment for Illegal or Improper Activity. (JAN 1997) I.7 52.203-12 Limitation on Payments to Influence Certain Federal Transactions. (SEP 2007) I.8 52.203-13 Contractor Code of Business Ethics and Conduct. (DEC 2008) I.9 52.204-4 Printed or Copied Double-Sided on Recycled Paper. (AUG 2000) I.10 52.204-7 Central Contractor Registration. (APR 2008) I.11 52.209-6 Protecting the Government's Interest When Subcontracting with Contractors

Debarred, Suspended, or Proposed for Debarment. (SEP 2006) I.12 52.215-8 Order of Precedence - Uniform Contract Format. (OCT 1997) I.13 52.219-28 Post-Award Small Business Program Rerepresentation. (APR 2009) I.14 52.222-1 Notice to the Government of Labor Disputes. (FEB 1997) I.15 52.222-3 Convict Labor. (JUN 2003) I.16 52.222-4 Contract Work Hours and Safety Standards Act - Overtime Compensation. (JUL 2005)

I.17 52.222-39 Notification of Employee Rights Concerning Payment of Union Dues or Fees. (DEC

2004) I.18 52.222-41 Service Contract Act of 1965. (NOV 2007) I.19 52.222-42 Statement of Equivalent Rates for Federal Hires. (MAY 1989) I.20 52.222-50 Combating Trafficking in Persons. (FEB 2009) I.21 52.223-3 Hazardous Material Identification and Material Safety Data. (JAN 1997) - Alternate I

(JUL 1995)

I.22 52.223-12 Refrigeration Equipment and Air Conditioners. (MAY 1995) I.23 52.223-14 Toxic Chemical Release Reporting. (AUG 2003) I.24 52.225-13 Restrictions on Certain Foreign Purchases. (JUN 2008) I.25 52.228-2 Additional Bond Security. (OCT 1997)

I.26 52.228-5 Insurance - Work on a Government Installation. (JAN 1997) I.27 52.228-11 Pledges of Assets. (SEP 2009) I.28 52.229-3 Federal, State, and Local Taxes. (APR 2003) I.29 52.229-4 Federal, State, and Local Taxes (State and Local Adjustments). (APR 2003) I.30 52.232-11 Extras. (APR 1984) I.31 52.232-23 Assignment of Claims. (JAN 1986) I.32 52.232-33 Payment by Electronic Funds Transfer - Central Contractor Registration. (OCT 2003)

I.33 52.233-4 Applicable Law for Breach of Contract Claim. (OCT 2004) I.34 52.242-13 Bankruptcy. (JUL 1995) I.35 52.244-6 Subcontracts for Commercial Items. (AUG 2009) I.36 52.246-20 Warranty of Services. (MAY 2001) I.37 52.249-4 Termination for Convenience of the Government (Services) (Short Form). (APR 1984)

I.38 52.249-8 Default (Fixed-Price Supply and Service). (APR 1984) I.39 52.252-2 Clauses Incorporated by Reference. (FEB 1998) I.40 52.253-1 Computer Generated Forms. (JAN 1991) I.41 52.202-S0003 Definitions (Apr 1988) I.42 52.215-S0001 Order of Precedence I.44 52.232-S0005 Interest on Payments I.45 52.232-S0053 Examination of Records by Smithsonian Institution (Oct 1987) I.46 52.233-S0006 Disputes I.47 52.243-S0044 Equitable Adjustments (Jun 2000) I.48 52.243-S0045 Pricing of Adjustments (Jun 2000) I.49 52.249-S0050 Termination for Convenience of the Smithsonian Institution (Jun 2000) I.50 52.252-S0011 Notice of Deviation in Clauses (Jun 2000) Section J - List of Documents, Exhibits and Other Attachments Section K - Representations, Certifications, and Other Statements of Bidders K.1 52.203-11 Certification and Disclosure Regarding Payments to Influence Certain Federal

Transactions. (SEP 2007) K.2 52.204-5 Women-Owned Business (Other Than Small Business). (MAY 1999) K.3 52.209-5 Certification Regarding Responsibility Matters. (DEC 2008) K.4 52.219-1 Small Business Program Representations. (MAY 2004) K.5 52.223-13 Certification of Toxic Chemical Release Reporting. (AUG 2003) Section L - Instructions, Conditions, and Notices to Bidders L.1 52.204-6 Data Universal Numbering System (DUNS) Number. (APR 2008) L.2 52.222-24 Preaward On-Site Equal Opportunity Compliance Evaluation. (FEB 1999) Section M - Evaluation Factors for Award

Section A - Solicitation/Contract Form

See Page 1.

Section B - Supplies or Services/Prices

B.1 Type of Contract/Service

The Smithsonian Institution (“SI”), through their Office of Human Resources (“OHR”), has a requirement for a variety of technical, professional, non-personal services related to the implementation of an SI wide

Transit / Commuter and Bicycle Benefit Administration Program (hereafter referred to as the “Program”) and hereby intends to award one (1) FIRM-FIXED price Contract to the Offeror (henceforth referred to as

“Contractor”) best able shall furnish all supervision, labor, materials, and equipment necessary to provide for those enumerated Services and Deliverables referenced in Section C of the present Request for Proposal

(“RFP”), as well as any relevant attachments hereto(individually and collectively referred to herein as

“Services”).

B.2 Prices/Costs

B.2.1 The Contractor shall perform all efforts under the BASE OPTION [W/ ANY 1-TIME NON-RECURRING

CHARGES] of the resultant Contract for the firm-fixed price below:

Express in Words and Figures

B.2.2 The Contract Price shall be based upon the Contractor's proposal, the level of effort, and all administrative fees, as well as any other profit and expenses for which the Contractor expects payment. A summary breakdown of the proposed pricing for all additional OPTION YEARS, as amortized across the full ten (10) year period (i.e., a two (2) year BASE PERIOD with eight (8) additional OPTION YEARS) from the date of Contract award, is follows:

See and complete ATTACHMENT J.1, “TRANSIT, PARKING AND COMMUTER BICYCLE BENEFIT PRICING

SHEET”.

B.3 Exercise of Option(s)

In accordance with FAR 17.206(b), the SI hereby reserves the right to exercise all additional “OPTION(S)” to the resultant Contract subject to the following conditions:

1) Acceptance and approval by the Smithsonian’s Contracting Officer’s Technical Representative

(“COTR”) of the Contractor’s performance on contracted components;

2) Smithsonian’s continued requirement for these services; and,

3) The availability of funding from which payment for Contract purposes can be made.

To this end, if the Options are executed, the Contractor shall perform all efforts in accordance with the requirements of the Base Contract for the firm-fixed price provided in their winning proposal.

B.4 Availability of Funding

Funds are not presently available for all Options proposed under the present Solicitation. The

Smithsonian’s obligation under this RFP is contingent upon the availability of appropriated funds from which payment for final Contract purposes can be made. No legal liability on the part of the Smithsonian for any payment may arise until funds are made available to the Contracting Officer (“CO”) of record for the resultant Contract and until Contractor receives notice of such availability, to be confirmed in writing by the CO.

Section C - Description/Specifications

C.1 General Description of Service(s)

The selected Contractor shall provide all technical, professional, non-personal Services required for the installation and support of the proposed SI Program, as described herein, on equipment owned and controlled by the Contractor. The Program shall be made available for the eligible employees of the “SI,”

“SMITHSONIAN ENTERPRISES,” and the “WOODROW WILSON INTERNATIONAL CENTER FOR

SCHOLARS”. Under the Terms and Conditions of the resultant Contract, the term “Employer” shall be used when the reference is applicable for all three (3) of these referenced entities, otherwise the entity applicable shall be stated specifically.

Additionally, a “Participant” shall be defined as an eligible employee who is actively employed by the

Employer and who has either made an election to receive or has received a transit, parking, or commuter bicycle benefit offered by the SI and administered by the Contractor. Further, each Participant shall be considered to be any individual authorized by the Employer to view the enrollment program on the

Contractor’s system, regardless of whether the individual is actively using the Program at any given time.

The Participant shall be able to utilize the referenced system to, at a minimum, perform the following actions:

1) Select the specific fare media needed from the Contractor’s catalog, which shall include monthly and multi-ride passes from major U.S. transit systems, parking facilities and vouchers for national vanpool providers;

2) Confirm information such as the fare media name and price, and delivery address that is used daily to commute to and from work, as well as pre and post-tax payroll deductions;

3) Print out and save the confirmation for his or her personal records; and,

4) Provide email addresses, receive email messages confirming any election chosen as well as offer

“monthly reminder” fare media verification for system users.

C.1.1 Employer Services

The selected Contractor shall:

C.1.1.1 Provide a secure File Transfer Protocol (“FTP”) site for the SI and Smithsonian Enterprises to upload the eligibility files and any subsidy information as well as allowing for the downloading of files and reports described elsewhere in the present Solicitation;

C.1.1.2 Make an Employer Service Group ("ESG") available between the hours of 9:00AM and 8:00PM, Eastern Standard Time---Monday through Friday---except holidays, to assist the SI in solving any outstanding technical product issues (e.g., how to properly use the selected Contractor’s site) or resolving

Employer and Participant issues;

C.1.1.3 Make the Employer accessible web site available 24/7 (except for one [1] hour routine daily maintenance after business hours), where such Site shall contain the following reports available for view, queries, and download:

- Election Report

- Payroll Report

- Claim Pay Me Back Report

- Election Credits Report

- Adjustments Report javascript:__doPostBack('commElectionLinkButton','') javascript:__doPostBack('commPayrollLinkButton','') javascript:__doPostBack('commPayMeBackLinkButton','') javascript:__doPostBack('commCreditsLinkButton','') javascript:__doPostBack('commAdjustmentsLinkButton','')

- Lost Pass Count Report

- Employer Parking Adds & Terms

- Employer Parking Report

- Election Forfeiture Report

- Other Checks (Invoice Detail)

- Unclaimed Checks Report

- Cancelled Order Report

C.1.1.4 Provide electronic mail notices to the SI and/or its Participants regarding changes to the transit

Contractor’s websites; fare and price changes imposed by transit agencies; and, other information that the selected transit Contractor deems advisable;

C.1.1.5 Provide the SI with a monthly employer newsletter. This newsletter shall notify the SI of any upcoming enhancements to the selected Contractor’s product and, by design, will also make a best effort to keep the SI informed of any upcoming changes in IRS regulations;

C.1.1.6 Make available to the SI a monthly payroll file that shall include the necessary SI department code data for Federal and Trust employees, and payroll deductions to pay for Participant orders that are not covered by the Employer directly. Under the Terms and Conditions of the resultant Contract, the SI and

Smithsonian Enterprises shall pay for 100 percent of eligible transit benefits up to the statutory required limit for all eligible employees. All other costs for Participant orders shall be paid for through employee payroll deductions. To this end, the SI shall include information as to which employees are eligible to receive the subsidized transit benefit in the eligibility file sent to the Vendor; and, C.1.1.7 Make available to the SI transit authority a parking and commuter bicycle invoice report, or reports, including data in sufficient detail to support customer's budget allocations of transit benefits paid.

C.1.2 Additional Participant Services

In addition, the selected Contractor shall also:

C.1.2.1 Provide a Participant Call Center that is available between the hours of 8:00AM and 8:00PM, Eastern Standard Time---Monday through Friday---except holidays;

C.1.2.2 Make the Participant accessible website available 24/7 except for one (1) hour routine daily maintenance after business hours; and, C.1.2.3 Send monthly purchase reminder/confirmation to Participants via email if an email address is provided by the Participant(s).

C.1.3 Transit and Parking Election Delivery

The selected Contractor shall:

C.1.3.1 Provide timely purchase of transit media and when applicable, and mail them to addresses designated by a Participant or Participant(s);

C.1.3.2 Load value onto transit media (including, where appropriate, using the transit Contractor’s branded stored value cards issued by the transit Contractor 's bank) and/or deliver said media in a similar manner to the eligible Participant;

C.1.3.3 Make monthly direct payments designated by Participants to parking and vanpool providers (who accept such payments) prior to the beginning of the benefit month; and, javascript:__doPostBack('commLostPassLinkButton','') javascript:__doPostBack('commERParkingTermsLinkButton','') javascript:__doPostBack('commERParkingLinkButton','') javascript:__doPostBack('Linkbutton1','') javascript:__doPostBack('Linkbutton2','') javascript:__doPostBack('commuterUnclaimedLinkButton','') javascript:__doPostBack('cancelledOrderButton','')

C.1.3.4 Accept receipts provided by Participants for the purpose of providing reimbursements for those eligible expenses incurred by Participants. The selected Contractor shall make any required monthly reimbursements by check or Direct Deposit, commensurate with the election of the Participant.

C.1.4 Lost Pass Policies and Procedures

The selected Contractor shall replace (or reimburse for) lost transit media as described below. The SI shall be responsible for costs for replacement of lost transit media enclosed in properly addressed and stamped mail not received by Participants. Further, the Contractor shall not be responsible for verifying the correctness of such address.

In order to minimize “Lost Pass” costs, the SI has elected to have Participants use an "electronic delivery mechanism" where they are readily available. This includes requiring Participants to use the SmarTrip® card available in the Washington, D.C. metropolitan area, or any similar electronic delivery mechanisms that are accepted by a transit operator in the Washington, D.C. metropolitan and other nationwide areas.

C.1.4.1 LOST PASS [-DEFINITION-] / A “lost pass” is defined, as one where:

(a) the Participant gave a correct mailing address; and,

(b) the Participant does not receive the ordered pass in the mail by the first day of the Benefit Month.

Notwithstanding the forgoing, Participants shall not be reimbursed for passes that were sent to:

- Office addresses;

- Non-United States Postal Service Postal Boxes;

- Addresses provided after the “cut-off” date; and,

- Forwarded addresses.

The Contractor shall be responsible for reimbursement for passes that were lost due to its own negligence, including an error on its part. To the extent the Contractor receives a credit for undelivered passes from a transit operator, that credit shall be applied to the SI’s invoice directly after the Contractor received the credit.

C.1.4.2 PROCESS FOR REIMBURSEMENT FOR LOST PASS / If a pass is declared lost by the Participant, in order to receive a reimbursement for the cost of the replacement, the Participant must follow the following process:

1) When the Participant does not receive their pass by the 1st of the Commuting Month, they should call the designated 800 number immediately during normal business hours (8:00am EST to 8:00pm EST);

2) The Participant will then be sent a special handling form to complete (typically via email or fax);

3) The Participant then needs to purchase a separate replacement pass;

4) Next, the Participant needs to complete the form and return it along with a receipt for their replacement pass; and,

5) Finally, the reimbursement will then be issued by check or direct deposit, depending upon method chosen by Participant.

C.1.4.3 LOST PASS LIMIT / No more than two (2) Lost Passes shall be replaced per Participant. If a

Participant calls to report a second lost pass, that Participant election shall be converted to a reimbursement or an electronic fulfillment option where such options are available for a particular transit operator.

C.1.5 Invoice Reports

The selected Contractor shall agree to provide for the SI and Smithsonian Enterprises both an “Invoice” and a consolidated “Invoice Report,” which must match each other. The Contractor shall also provide an

Invoice for the Commuter Bicycle Reimbursement Program, either on or before the 15th day of each month or they will provide advanced written notice by the 15th of the month with the revised estimated delivery date.

C.1.5.1 The Contractor agrees to review this Report prior to distribution. The Contractor further agrees to allow the SI to remit payment to the Contractor only after receipt of a matching Invoice; monthly consolidated Invoice Report; and, Commuter Bicycle Reimbursement Program Report, unless both parties agree to payment otherwise. If discrepancies exist, the Contractor shall permit a remedy period of no more than sixty (60) days from the original Invoice due date. The Contractor shall provide advanced written notification if the matching Invoice, consolidated Invoice and Commuter Bicycle Reimbursement Program

Report cannot be provided by the 15th of the month. The SI and the Vendor agree to continue to work together to identify, resolve and eventually eliminate the source of incorrect/over payments.

C.1.5.2 The selected Contractor further agrees to review the data accuracy of custom reports delivered to

Smithsonian Institution. The Contractor agrees to address or present a plan for correcting any data discrepancies within thirty (30) days of written notification from SI. The SI agrees that requests to modify the format or content of existing custom reports shall be managed through a formal written change request process, and that additional fees may be presented for this work. Additional fees will not apply if the necessary changes are needed to address the accuracy of the existing reports.

C.1.5.3 The Contractor also agrees to document and maintain the existing processes based on employee request provided via a designated Special Handling Form (“SHF”)---returning post tax deductions to employees with excess balances---and employees once the maximum balance has been reached on the

Contractor provided commuter debit card.

C.1.5.4 Any fees and / or costs or optional services, such as Special Reports elected by the SI, shall be applicable ONLY to the Smithsonian Enterprises.

C.1.5.5 The following applies to both the SI and Smithsonian Enterprises:

C.1.5.5.1 OTHER - THE SMITHSONIAN INSTITUTION RESPONSIBILITIES WITH RESPECT TO INVOICES /

The SI is given the choice of the Enrollment Deadline (no later than the 10th of each month) and the date on which a payroll file is made available to the SI. However, all Invoices shall be generated approximately six (6) days following the monthly payroll file being made available.

C.1.5.5.2 The SI hereby agrees that it under the Terms and Conditions of the finalized Contract, it shall be responsible for making the appropriate selection of the aforementioned dates so that it has sufficient time to pay the Invoices on the due date. The SI’s payment will be submitted for the two month ahead cycle based on the due date that will be one month prior to the invoiced benefit month. Therefore, the Smithsonian

Enterprises' payment will be submitted on a month in advance cycle based on the due date that will be the same month as the invoiced benefit month.

C.1.6 Commuter Bicycle Reimbursement Program

To the extent permitted under Code Section 132(f) for the reimbursement of eligible bicycle expenses, the selected Contractor shall administer the reimbursement of bicycle expenses for the SI. Further, the

Contractor shall reimburse the SI’s Participants through check or direct deposit for the reimbursement of eligible bicycle expenses. The SI shall be billed for the total amount of the reimbursements made to

Participants on the Contractor’s monthly Invoice to the SI. In addition, the SI shall be charged the same monthly service fee per Participant per month as it is charged for the transit and parking programs.

C.1.6.1 The Contractor shall provide the SI with bicycle benefit administration services and the parties agree to add information about reports applicable to this service. Under the Terms and Conditions of the finalized Contract, the Contractor hereby agrees to provide the SI a bicycle benefit report in the agreed upon format. In addition, the Vendor shall continue to provide the previously agreed upon corresponding

Invoice and consolidated Invoice Report in the Contractor’ s standard format, on a monthly basis, either on or before the 15th day of each month or they will provide advanced written notice by the 15th of the month with the revised estimated delivery date. Additionally, the Commuter Bicycle Reimbursement Program

Report provided by the Contractor shall be provided in an encrypted format on or before the 15 th of each month.

C.2 General Requirements

C.2.1 FEES / The selected Contractor shall invoice those administrative fees determined in accordance with the Terms and Conditions of the finalized Contract. The SI shall be charged a fee per Participant per month. The fees to be charged for all Participants shall be based on the overall total number of

Participants as of corresponding benefit month. If a Participant has multiple elections for that month, they shall only be counted as one (1) Participant.

C.2.2 ENROLLMENT / The selected Contractor shall:

C.2.2.1 Allow eligible employees to enroll and elect benefits under the program by toll free phone number through the Contractor’s employee call center (see Section C.1.2.1 above);

C.2.2.2 Allow eligible employees to enroll and elect benefits under the program through the Contractor’s designated employee website; and, C.2.2.3 Allow the employer to enroll an eligible employee and elect benefits under the program through the

Vendor employer website.

C.2.3 FUNDING FOR BENEFITS / Notwithstanding anything to the contrary in the finalized Contract, Smithsonian Enterprises and SI Participants will be required to make elections up to two (2) months in advance of the benefit month (i.e., month in which the benefits become usable) by the cutoff date of the

10th.

Example 1: SI and Woodrow Wilson Center for Scholars Participants must make elections by October 10th for a December benefit month. The SI and Smithsonian Enterprises shall send the Vendor an eligibility file on a schedule to be mutually agreed to by the parties. All eligible employees included in the eligibility file successfully processed by the Vendor will be deemed eligible for the program.

Example 2: Smithsonian Enterprises Participants must make elections by November 10th for a December benefit month. Smithsonian Enterprises shall send the Vendor an eligibility file on a schedule to be mutually agreed to by the parties. All employees included in the eligibility file successfully processed by the Vendor will be deemed eligible for the program.

C.2.3.1 Once the cut-off date is reached, the Vendor shall make available to the SI and Smithsonian

Enterprises---on the 11 th of the cutoff month--- a payroll file with information on all deductions (pre-tax and post-tax) to be processed.

C.2.3.2 The SI shall be charged an additional report fee per month for Smithsonian Enterprises. This report fee will be for the generation of a separate invoice for Smithsonian Enterprises.

C.2.3.3 The SI shall request NFC to issue the ACH credit to the Contractor within three (3) business days following the close of a payroll cycle.

C.2.3.4 The SI shall complete a reconciliation report the week of the NFC ACH transmission from NFC to the Contractor. The reconciliation report will reflect the difference between the amount the Contractor should have received in pre/post tax deductions and the amount actually received.

C.2.3.5 The SI shall pay the aggregate variances shown on the reconciliation report (“Make Up Payment”) no later than on the 7th of the month, or the next business day, following the month in which the above referenced ACH credit was issued by NFC.

C.2.3.6 The completion or availability of the report shall not in any way change the SI’s duties to pay the selected Contractor.

C.2.4 SERVICE DELIVERY STANDARDS / The Service Delivery Standards shall apply only to transit and/or commuter services. To this end, the selected Contractor should be willing to tie a portion of quarterly administrative fees to each category which will, likewise, be measured quarterly. Each item shall be valued at the percentage of the quarterly service fees outlined under the terms of the finalized Contract, with the aggregate of all items subject to a maximum of 15%. To ensure uniformity of reporting, measurements are based on overall “Book of Business”. Amounts of adjustment shall be credited to the

SI’s invoice in the month following the quarterly measurement. Failure to meet any metric shall be deemed permissible ONLY where such failures are directly caused by the force of major events, such as:

acts of nature (earthquake, fire, floods); acts of terrorism or a public enemy; war (whether declared or not);

acts of the Government, in either its sovereign or contractual capacity; degradation or loss of public utilities

(such as telecommunication services not under the Contractor’s direct control; widespread loss of electrical power); or, congestion, failure or other inability to access the Internet, as well as other items outside the

Contractor ’s control.

C.2.4.1 The Contractor shall make available to the SI a monthly report to support the customer's internal transit expense distribution process. The data file shall be delivered as an ASCII formatted text file containing one (1) record for each employee for which a transit benefit amount is being invoiced or credited. Records in the file shall include the relevant information provided in the eligibility file provided by the SI and Smithsonian Enterprises, and the amount being invoiced or credited.

The relevant information shall include, at a minimum, the following items:

- The Invoice Date;

- Employee ID;

- Social Security Number;

- Last Name;

- First Name;

- Middle Initial;

- Location / Office Code (Agency Code);

- Company Code (SI Major Department); and,

- The Employer Subsidy Amount Being Charged or Credited

The contents of this file shall contain the supporting detail of the Invoice Report submitted for payment and the total of all records in this file shall match the total amount invoiced for the employer subsidy amount for the month.

C.2.4.2 The Contractor shall make available to the SI a monthly report to support the customer's internal transit expense distribution process. The data file shall be delivered as an ASCII formatted text file containing one (1) record for each employee for which a transit benefit amount is being invoiced or credited. Records in the file shall include the relevant information provided in the eligibility file provided by the SI and Smithsonian Enterprises, and the amount being invoiced or credited.

C.2.4.3 A final summary of the standard service delivery guarantees the selected transit Contractor shall provide are delineated below:

THE SMITHSONIAN INSTITUTION SERVICES GUARANTEE

The Smithsonian Institution Satisfaction (Smithsonian Institution specific responses)

Measurement based upon semi-annual survey delivered by Account

Service team directly to employer contacts; the intended standard shall be 90% of responses with a Smithsonian Institution satisfaction rate of 6.0 or higher.

Timely Smithsonian Institution Response Average response time from the Account Service team will be within one (1) business day from receipt.

CUSTOMER SERVICE & INQUIRY GUARANTEE

Overall Participant Satisfaction 85% of Participants reply with a satisfied or better rating on a random, monthly survey.

Customer Service Call Response Times

80% answered within thirty (30) seconds.

Call Abandonment Rate <=5%

1st Call Resolution >=80%

CLAIM PROCESSING & REIMBURSEMENT AND CARD FULFILLMENT

GUARANTEE

Claims Processing (Smithsonian Institution parking claims) 99% of claims processed within two (2) business days for visibility on website.

Claims Accuracy

99% for payment (financial) accuracy.

Claims Reimbursement 90% of approved claims paid out within five (5) business days from processing.

Card Fulfillment 95% of cards are mailed within five (5) business days upon transmission of the clean enrollment file to the card production Contractor.

TECHNOLOGY

GUARANTEE

System Uptime 99% high

File Processing

99% of files loaded within forty-eight (48) business hours and balances updated within seventy-two (72) hours.

C.2.4.3.1 A final summary of the custom service delivery guarantees the selected transit Contractor shall provide are delineated below:

DESCRIPTION

REMEDY PERIOD

PERCENT

The Vendor will provide the current monthly invoice and consolidated invoice report by the 15th of each month or advanced written notice by the 15th of the month with revised estimated delivery date.

The Vendor will provide an action plan (ex. timelines for resolution, etc.) within five (5) business days to address any data discrepancies reported by Smithsonian Institution. Discrepancies reported by Smithsonian Institution must be reported within five

(5) business days of original report delivery date.

3%

The Vendor agrees to review all current outbound reports prior to delivery and certify the accuracy of the data to

Smithsonian Institution via an agreed upon change request process.

The Vendor will provide an action plan within five (5) business days to address any data discrepancies reported by Smithsonian

Institution. Discrepancies must be reported within five (5) business days of original report delivery date.

3%

C.2.5 Contractor shall provide the SI with a copy of any relevant Service Level Agreements (“SLA”) that the Contractor typically employees.

C.2.6 During the performance of the services prescribed under the finalized Contract, the selected

Contractor shall keep in close liaison with the award’s Smithsonian COTR of record. The Contractor shall also keep written records of all significant telephone conversations, meetings, or discussions between the

Contractor, and any organization contacted concerning this project.

C.2.7 Other than where specifically noted in this Solicitation, the Smithsonian staff shall only be present to the extent necessary to provide project coordination, and to observe and review the progress of the project.

The Smithsonian will review for approval all relevant Deliverables.

C.2.8 Smithsonian reviews and approval shall not relieve the Contractor of professional liability or conformance with the Scope of Work. The Contractor shall be totally responsible for all facets of the project. This responsibility remains with the Contractor until the entire project has been has been completed, ensuring thereby that all documents have been submitted, and all claims are resolved.

C.2.9 Contractor must make its staff available for any required team meetings, reviews or inspections.

C.2.10 Contractor must immediately notify the COTR or their official designee of any problem, unexpected occurrence, or delay in the process of the Contracted work.

C.2.11 Contractor must work cooperatively with any collaborating Smithsonian staff and with any other

Contractors and vendors whose activities may be functioning in concert with the efforts of the assigned project in order to ensure that all elements of the projects provided work together efficiently and safely with all components compiled, created, fabricated and/or installed by the Contractor.

C.3 Correlation and Intent

Any omissions in the present Contract of such words and phrases as “the Contractor shall”, “the Contractor shall”, “shall be”, “shall consist of”, “in accordance with”, “shall”, “and”, “the”, etc., are intentional. Such words and phrases shall be supplied by implication. Whenever the words “necessary”, “proper”, or words of like effect are used in the Contract with respect to the extent, conduct, or character of work required, they shall mean that the said work shall be carried to the extent, must be conducted in a manner, or be of a character that is “necessary” or “proper” under the circumstances, in the opinion of the CO of record. The

CO’s judgment in such matters shall be considered final.

Section D - Packaging and Marking

Not Applicable.

Section E - Inspection and Acceptance

E.152.246-16 Responsibility for Supplies. (APR 1984)

E.2 52.246-S0057 Inspection

(a) Upon proper notice and during normal working hours, the SI reserves the right to perform any inspections and tests as deemed necessary to assure that the Contractor is performing in accordance with the terms and specifications as set forth herein.

(b) Inspection may be at the Contractor's place of business or at any location where work is being performed in conjunction with this contract.

(c) Inspection by the SI shall not relieve the Contractor of responsibility for any or all quality control aspects during the life of the contract. This shall include quality control for items covered by the finalized

Contract that may be subcontracted.

E.3 52.246-S0058 Acceptance

(a) The Supplies and Services rendered under the present Contract will be accepted and approved by the

Contracting Officer (“CO”) or a designated representative thereto. Such approval will indicate acceptability to the SI of performance in accordance with the Terms and Conditions of the resultant

Contract, and will be subject to applicable warranties. The SI reserves the right to reject works not conforming to prescribed Contract requirements.

(b) Neither the SI's reviews, approval, or acceptance of services and/or supplies, nor payment for any of the services or supplies required under this Contract shall be construed to operate as a waiver of action arising out of the performance of the resultant contract. Furthermore, the Contractor shall be and remain liable to the SI in accordance with applicable law for all damages to the SI caused by the Contractor's negligent performance of any of the supplies or services furnished under the finalized Contract.

(c) Acceptance by the SI does not relieve the Contractor of responsibility for correction of errors or omissions that may arise after such acceptance if the errors and omissions are clearly a fault in Contractor performance.

Section F - Deliveries or Performance

F.1 52.217-S0093 Auto Renewal Option Clause (Feb 2009)

The Period of Performance for the finalized Contract shall run for two (2) calendar years and be automatically renewed for eight (8) more successive years thereafter, unless the Smithsonian provides a minimum of thirty (30) calendar days’ notice prior to the end of the current year's expiration date of its desire not to renew the Contract. The Term of the completed Agreement shall therefore likely not extend beyond December 31, 2023. The Terms and Conditions of the resultant Contract shall remain unchanged for the successive renewal period(s), unless a party provides to the other party, a written request to change the Terms and Conditions of the Contract a minimum of thirty (30) calendar days prior to the then current expiration date. Said changes shall be mutually agreed upon by the parties and set forth in a separate written Modification to the Contract.

The Contract “Period of Performance” is as follows:

Base Year: January 1, 2014 – December 31, 2014

Base Year 2: January 1, 2015 – December 31, 2015

Renewal Period 1: January 1, 2016 – December 31, 2016

Renewal Period 2: January 1, 2017 – December 31, 2017

Renewal Period 3: January 1, 2018 – December 31, 2018

Renewal Period 4: January 1, 2019 – December 31, 2019

Renewal Period 5: January 1, 2020 – December 31, 2020

Renewal Period 6: January 1, 2021 – December 31, 2021

Renewal Period 7: January 1, 2022 – December 31, 2022

Renewal Period 8: January 1, 2023 – December 31, 2023

F.2 Period of Performance

The resultant Contract shall become effective upon full execution by all parties, which shall be considered to be the signatures of both parties on the finalized award document. Contractor shall thereby begin work under the Contract no later than January 1, 2014, as noted in the “Schedule of Deliverables” above (See

Section F.1) with all work running for a period of not less than ten (10) years, consecutively, to be completed no later than December 31, 2023.

F.3 Place of Delivery

F.3.1 All final Contract Deliverable documentation shall be delivered to the Smithsonian OHR at the following address and to the following Point of Contact (“POC”):

Smithsonian OHR

600 Capital Gallery

Washington, D.C. 20013

ATTN: Charles Simpson

Section G - Contract Administration Data

G.1 52.202-S0059 Contract Management

Notwithstanding the Contractor's responsibility for total management during the performance of the resultant Contract, the administration of the Contract will require maximum coordination between the

Smithsonian and the Contractor. The following individuals will be the Smithsonian points of contact during the performance of the resultant Contract.

G.2 52.202-S0060 Contracting Officer

All Contract administration will be effected by the CO. Communications pertaining to contractual administrative matters will be addressed to the CO. No changes in or deviation from the Scope of Work shall be effected without a written Modification to the Contract executed by the CO authorizing such changes.

G.3 52.202-S0061 Contracting Officer's Technical Representative (COTR) (Apr 1988)

(a) Until otherwise designated either by modification of the finalized Contract, the COTR, Paige Jones, (202-633-6316), Office of Human Resources’ Office Compensation and Benefits, or her authorized representative---Charles Simpson, (202-633-6345), Office of Human Resources’ Office Compensation and Benefits---shall act for and on behalf of the CO in the administration of any resultant contract with respect to:

1. Resolution of issues that may arise between the Contractor and the SI in connection with such matters as acceptability of workmanship and other technical requirements;

2. Evaluation on an overall basis of the acceptability of workmanship and Contractor's compliance with technical requirements; and

3. The approval and acceptance of work performed under the resultant Contract.

(b) This delegation does not authorize the modification of any of the finalized Contract's provisions, terms or conditions. All authorities not herein delegated are reserved to the CO.

(c) The Contractor shall make available such records, reports and facilities as may be required to carry out this assignment.

G.4 52.202-S0062 Authorities

The Contractor is advised that only the CO can change or modify the terms of the finalized Contract or take any other action which obligates the Smithsonian and then such action must be set forth in a formal modification to the Contract. The authority of the COTR is strictly limited to the specific duties set forth in her letter of appointment, a copy of which will be furnished the Contractor. Contractors who rely on direction from persons other than the CO (or a COTR acting within the strict limits of his/her responsibilities as set forth in his/her letter of appointment) do so at their own risk and expense, as such actions do not bind the Smithsonian contractually. All questions concerning the authority of a

Smithsonian employee to direct the Contractor contractually should be referred to the CO.

G.5 52.213-S0066 Invoices

Contractor shall submit all Invoices, on a monthly basis, in the form of one (1) “ORIGINAL” and one (1)

“COPY” to the COTR of record clearly indicating the Contract number, and providing detail as to percentage of completion to the address and attention of the COTR of record for the resultant Contract.

NOTE: The Prompt Payment Act (31 U.S.C. Section 3901) is not applicable to the SI, but it will be the aim of the Institution to insure that all invoices are paid in full by no later than the seventh day of the month immediately following the month in which the applicable invoice is issued ("Due Date") or the next business day.

With respect to the Due Date, each monthly SI and Smithsonian Enterprises Invoice shall contain, at a minimum, the following information:

- The purchases of benefits (e.g., transit media, parking) for the upcoming benefit month;

- The Contractor service fee;

- Fees and costs for additional services;

- A credit for the payment of any unfulfilled or cancelled orders because an employee has been made ineligible or inactive by the SI;

- Fees differentiated by “Federal” versus “Trust” Employees as well as “SI” versus “Woodrow Wilson

International Center for Scholars”; and,

- A separate Invoice for the SI and Smithsonian Enterprises Commuter Bicycle Benefit.

G.5.1 Acceptable payment methods shall include wire transfer, EFT or ACH credit initiated by the SI and its payroll Vendor, National Finance Center; however, if the SI chooses to use ACH credit, it must be initiated so that payments become irrevocable by the Due Date (i.e., three [3] business days prior).

G.6 52.215-S0002 Authorized Negotiators (Apr 1984)

The Contractor represents that the following persons are authorized to negotiate on its behalf with the

Government in connection with this request for proposals or quotations:

[Please List Name(s), Title(s), and Telephone Number(s) of the Authorized Negotiator(s)].

G.7 52.215-S0063 Key Personnel

G.7.1 The Contractor shall include the Key Personnel to be assigned under the finalized Contract those persons listed below:

NAME LABOR CATEGORY

G.7.2 The persons named above are considered Key Personnel. The Contractor shall give at least fourteen

(14) calendar days advance notice if any of these persons are to be removed or diverted from the finalized

Contract, and shall supply written justification as part of this notice, and shall name the proposed substitute or replacement; but the Contractor will not remove or divert such persons unless authorized by written consent of the Contracting Officer.

G.7.3 General Approval - All Contractor personnel assigned to the resultant Contract are subject to

Smithsonian review in accordance with the defined labor categories herein. Contractor personnel found unacceptable by the Smithsonian at any time shall be removed from performing under the Contract within fourteen (14) calendar days after notification. Such notification shall be delivered in writing by the

Contracting Officer to the Contractor.

G.8 SI-0064 Incorporation of Contractor's Proposal

It is understood and agreed that the Contractor shall, in meeting the requirements of the Contract, perform the work in accordance with their completed Proposal Package to the SI for services; however, to the extent that any provisions of the articles set forth herein are in conflict or inconsistent with any provisions of said

Proposal, the provisions of the articles of the finalized Contract shall be controlling and shall supersede the provisions of said Proposal.

Section H - Special Contract Requirements

H.1 52.202-S0010 Use of Smithsonian Name (Jun 2000)

It is recognized and acknowledged that Contractor shall have no right to use the name "Smithsonian" or

"Smithsonian Institution", or the name of any Smithsonian Museum or part thereof, including the Facilities, in connection with any of its own advertising, marketing or promotion. However, any marketing or promotional programs concerning the Smithsonian or the Project shall be submitted to the Smithsonian for review and approval prior to any implementation thereof. The Smithsonian may withhold any approval required hereunder as it wishes.

The Prime Contractor shall be responsible for compliance by any subcontractor or supplier or lower tier subcontractor or lower tier supplier with this clause. After award of the contract and upon request of the

Contracting Officer, the Prime Contractor shall deliver a written statement acknowledging that this clause has been included in contracts with all subcontractors and suppliers.

H.2 52.203-S0004 Advertising of Award Smithsonian Institution

The Contractor shall not refer to the Smithsonian or to any of its museums, organizations, or facilities in any manner or through any medium, whether written, oral or visual, for any purpose whatsoever, including advertising, marketing, and promotion.

H.3 52.215-S0009 Information, Services and Rights of the Smithsonian (Apr 1988)

H.3.1 The SI, through the CO and COTR, will provide administration of the Contract as hereinafter described.

H.3.2 The SI or its authorized representatives shall at all times have access to the Work whenever it is in preparation or progress. The Contractor shall provide safe facilities for such access.

H.3.3 The SI or its authorized representatives shall not be responsible for or have control or charge of the construction means, methods, techniques, sequences, or procedures, or for safety precautions and program in connection with the Work, and will not be responsible for the Contractor's failure to carry out the Work in accordance with the Contract Documents.

H.3.4 The COTR shall…