RFP_FTC-15-Q-5051_Final.pdf

SOLICITATION, OFFER AND AWARD 1. THIS CONTRACT IS A RATED

ORDER UNDER DPAS (15 CFR 700)

RATING

PAGE OF

PAGES

2. CONTRACT NUMBER 3. SOLICITATION NUMBER 4. TYPE OF SOLICITATION 5. DATE ISSUED 6. REQUISITION/PURCHASE NUMBER

FTC-15-Q-5051 SEALED BID (IFB)

NEGOTIATED (RFP)

29-50321 29-50321

7. ISSUED BY CODE 0617-04 8. ADDRESS OFFER TO (If other than Item 7)

OFFICE OF ACQUISITION

FEDERAL TRADE COMMISSION

600 PENNSYLVANIA AVE NW ROOM 184

WASHINGTON DC 20580-0002

OFFICE OF ACQUISITION

FEDERAL TRADE COMMISSION

600 PENNSYLVANIA AVE NW ROOM 184

WASHINGTON DC USA

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

SOLICITATION

9. Sealed offers in original and 1 copies for furnishing the supplies or services in the Schedule will be received at the place specified in Item 8, or if handcarried, in the depository located in until 12:00

PM ET

local time JUL 17, (Hour) (Date)

CAUTION - LATE Submissions, Modifications, and Withdrawls: 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.

10. FOR

INFORMATION CALL

A. NAME

Jacquelyn Johnson

B. TELEPHONE (NO COLLECT CALLS)

202-326-2453

C. E-MAIL ADDRESS

jjohnson4@ftc.gov

11. TABLE OF CONTENTS

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

PART 1 - THE SCHEDULE PART II - CONTRACT CLAUSES

X A SOLICITATION/CONTRACT FORM 1 - 1 I CONTRACT CLAUSES -

B SUPPLIES OR SERVICES AND PRICES/COSTS - PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACH.

C DESCRIPTION/SPECS./WORK STATEMENT - J LIST OF ATTACHMENTS -

D PACKAGING AND MARKING - PART IV - PRESENTATIONS AND INSTRUCTIONS

E INSPECTION AND ACCEPTANCE - K REPRESENTATIONS, CERTIFICATIONS AND OTHER -

F DELIVERIES OR PERFORMANCE - STATEMENTS OF OFFERORS

G CONTRACT ADMINISTRATION DATA - L INSTRS., CONDS., AND NOTICES TO OFFERORS -

H SPECIAL CONTRACT REQUIREMENTS - M EVALUATION FACTORS FOR AWARD -

OFFER

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

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 by the offeror) from the date for receipt of offers specified above, to furnish any or all itmes upon which prices are offered at the price set opposite each item, delivered at the designated point(s), within the time specified in the schedule.

13. DISCOUNT FOR PROMPT PAYMENT

(See Section I, Clause No. 52.232-8)

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

14. ACKNOWLEDGMENT OF AMENDMENTS AMENDMENT NO. DATE AMENDMENT NO. DATE

(The offeror acknowledges receipt of amendments to the SOLICITATION for offerors and related documents numbered and dated):

CODE FACILITY 16. NAME AND TITLE OF PERSON AUTHORIZED TO SIGN OFFER

15A. NAME AND

ADDRESS OF

OFFEROR

DUNS: (Type or print)

15B. TELEPHONE NUMBER

15C. CHECK IF REMITTANCE ADDRESS IS DIFFERENT FROM

ABOVE - ENTER SUCH ADDRESS IN SCHEDULE.

17. SIGNATURE 18. OFFER DATE

AWARD (To be completed by Government)

19. ACCEPTED AS TO ITEMS NUMBERED 20. AMOUNT 21. ACCOUNTING AND APPROPRIATION

See Schedule

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

10 U.S.C 23004(c) ( ) 41 U.S.C 253(c) ( )

23. SUBMIT INVOICES TO ADDRESS SHOWN IN

(4 copies unless otherwise specified)

ITEM

24. ADMINISTERED BY CODE 25. PAYMENT WILL BE MADE BY CODE

26. NAME OF CONTRACTING OFFICER(Type or print) 27. UNITED STATES OF AMERICA 28. AWARD DATE

(Signature of Contracting Officer)

IMPORTANT - Award will be made on this Form, or on Standard Form 26, or by other authorized official writen notice. (Must be fully completed by offeror)

AUTHORIZED FOR LOCAL REPRODUCTION

Previous edition is unusable

STANDARD FORM 33 (REV. 9-97)

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

SCHEDULE Continued

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

PAGE 2 OF 44 FTC-15-Q-5051

0001 See attached Section B.

1.00 EA

0002 See attached Section B.

1.00 EA

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SECTION B – SUPPLIES OR SERVICES AND

PRICES/COSTS

B.1ऀTYPE OF CONTRACT

This is Labor Hour type contract for services. This requirement is a total Small Business set-aside.

B.2ऀPERIOD OF PERFORMANCE

a. The base period of performance for this contract is from August 1, 2015 through July 31, 2016. If an option is exercised, the period of performance shall be extended through the end of that option period.

b. The option periods that may be exercised are as follows:

Period ऀ Start Date ऀ ऀEnd Date Option I ऀऀ August 1, 2016ऀऀJuly 31, 2017 Option II ऀऀ August 1, 2017ऀऀJuly 31, 2018 Option III ऀ August 1, 2018ऀऀJuly 31, 2019 Option IV ऀ August 1, 2019ऀऀJuly 31, 2020

B.3ऀPLACE OF PERFORMANCE

The place of performance will be at the contractor’s location. Travel to the FTC is not anticipated. All products shall be sent electronically via email for review.

B.4ऀCEILING PRICE

The ceiling price of this contract is TBD. The Contractor shall not make expenditures or incur obligations during the performance of the contract, which exceed the ceiling price specified herein, except at the Contractor’s own risk.

B.5ऀFUNDING

The Government will pay the Contractor only for effort that the Government has authorized and that the Contractor has performed in accordance with the contract specifications.

If the contract is funded incrementally, the parties contemplate that the Government will allot to the contract additional funds up to the ceiling price specified herein. The Contractor agrees to perform work under the contract only up to the point to which the total amount paid or payable by the Government approximates, but does not exceed, the total amount of funds allotted to the contract. The Contractor shall neither make expenditures nor incur obligations in the performance of this contract, which exceed the amount of funds allotted to the contract and specified herein, except at the Contractor’s own risk.

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B.6ऀCOST FOR SERVICES

The Offeror’s proposed rates shall be fully burdened. This shall be interpreted as meaning that the proposed rates shall include all of the Contractor’s direct and indirect costs, overhead, G&A, fringe benefits and profit.

Base Year – August 1, 2015 through July 31, 2016

CLIN Description of Services Rate/hr Estimated Hours Total

One-on-one Coaching for Bureau of Consumer Protection $ 200 $

One-on-one Coaching for Office of International Affairs $ 50 $

Total 250 $

Option I – August 1, 2016 through July 31, 2017

CLIN Description of Services Rate/hr Estimated Hours Total

One-on-one Coaching for Bureau of Consumer Protection $ 200 $

One-on-one Coaching for Office of International Affairs $ 50 $

Total 250 $

Option II – August 1, 2017 through July 31, 2018

CLIN Description of Services Rate/hr Estimated Hours Total

One-on-one Coaching for Bureau of Consumer Protection $ 200 $

One-on-one Coaching for Office of International Affairs $ 50 $

Total 250 $

Option III – August 1, 2018 through July 31, 2019

CLIN Description of Services Rate/hr Estimated Hours Total

One-on-one Coaching for Bureau of Consumer Protection $ 200 $

One-on-one Coaching for Office of International Affairs $ 50 $

Total 250 $

Option IV – August 1, 2019through July 31, 2020

PAGE 5 OF 44 FTC-15-Q-5051

CLIN Description of Services Rate/hr Estimated Hours Total

One-on-one Coaching for Bureau of Consumer Protection $ 200 $

One-on-one Coaching for Office of International Affairs $ 50 $

Total 250 $

[End of Section B]

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SECTION C – DESCRIPTION/SPECIFICATION/WORK

STATEMENT

C.1ऀBACKGROUND

The Federal Trade Commission (FTC) is the only federal agency with jurisdiction to protect consumers and maintain competition in broad sectors of the economy. It enforces laws that prohibit business practices that are anticompetitive, deceptive, or unfair to consumers, and seeks to do so without impeding legitimate business activity. The FTC also educates consumers and businesses to encourage informed consumer choices, compliance with the law, and public understanding of the competitive process.

Through enforcement, advocacy, education, and policy work, the FTC protects consumers and promotes competitive markets both in the United States and around the world.

As a legal and law enforcement agency with a total staff of approximately 1,182 Full Time Employees (FTE) in FY2014, the FTC does not maintain a dedicated program and project management staff.

Accordingly, the Commission relies on contracts for professional services when major infrastructure efforts require this kind of specialized expertise. The FTC requires contractor services to provide customized, one-on-one coaching in legal writing for its attorneys.

C.2ऀOBJECTIVE

The program will help attorneys to write more clearly and effectively, which will reduce the amount of editing needed by managers. By improving writing, the program will improve the quality and success of BCP’s and OIA’s work.

C.3ऀSCOPE OF WORK

The scope of work is as follows:

The Federal Trade Commission (FTC) requires the services of a contractor to provide one-on-one coaching in legal writing for its attorneys in the Bureau of Consumer Protection (BCP) and the Office of International Affairs (OIA).

The contractor will perform the work detailed in the Specific Requirements outlined in this Performance Work Statement (PWS).

The place of performance for this contract will be the Contractor’s facility unless the FTC agrees to an alternate place of performance.ऀ

The contractor shall assign resources to effectively meet the requirements specified in this PWS.

The contractor shall consult with individual attorneys to improve their writing. The contractor shall plan, design, and implement the activities. The program will consist of the following components:

Provide monthly reports on activities as contained in the list of deliverables below; the specifics of the deliverable will be finalized as agreed to by the FTC’s COR for this contract.

The contractor shall consult with Bureau of Consumer Protection (BCP) and OIA leadership on the broad goals and outcomes for the coaching program.

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The contractor shall consult with Division and Region managers to determine the issues to be addressed through coaching individual attorneys and the specific goals and outcomes from the coaching.

The contractor shall identify problem areas or issues with the attorney’s written work, which may include reviewing prior work and the supervisor’s edits to that work as well as consulting with the attorney.

The contractor shall communicate with the attorney regarding his or her writing.

The contractor shall communicate with the attorney’s supervisors to provide feedback on the nature of the issues identified and the plan of work going forward.

The contractor shall provide one-on-one coaching to address the identified issues, including providing feedback on drafts to aid the attorney in improving his or her writing.

The contractor shall follow-up with the attorney’s managers at the conclusion of the coaching program.

C.4ऀCONSTRAINTS

The Contractor staff providing writing coach support shall possess a college degree and at least a Master’s or Doctorate Degree in a field related to the services to be provided.

C.5ऀDELIVERABLES

The required deliverables are as follows:

Number Deliverable Due

Consultation with BCP and OIA Leadership

2 weeks after contract award and within 2 weeks after the start of each option period. Additional consultation as requested by the FTC.

Program Design and Work Plan for Coaching 15 – 20 Attorneys

As requested by the FTC.

Implementation of the Program

As requested by the FTC.

C.6ऀREPORTING REQUIREMENTS AND ACCEPTANCE CRITERIA

The following reporting requirements and acceptance criteria apply:

Contract personnel must be found to be suitable (per the standards in 5 CFR Part 731) for the performance of the contract prior to obtaining access to FTC facilities or systems.

Background investigations will be required for all contract personnel or if applicable, reciprocity may be accepted in accordance with OPM regulations.

Contractor shall provide written suitability determinations for proposed contract

PAGE 8 OF 44 FTC-15-Q-5051

personnel to the FTC following contract award.

Contractor shall notify the FTC of any proposed changes in personnel, with the suitability determinations for any new personnel, and gain acceptance from the FTC prior to such change.

Personnel specified by the Contractor and approved by the FTC for this contract, are considered essential to the work performance. At least 30 days prior to diverting the specified individual to other programs or contracts (or as soon as possible, if an individual must be replaced as a result of leaving the employ of the Contractor), the Contractor shall submit comprehensive justification for the replacement to permit evaluation and written consent by the FTC.

C.7ऀPERFORMANCE REQUIREMENTS SUMMARY

The contractor will review the work products of the staff provided under the contract to ensure conformance with the requirements of the Performance Work Statement. In addition to the review of work products, the contractor will solicit customer feedback from their customers to better gauge the overall quality of work.

Performance Objective

Contractor Requirements

Standard Acceptable Quality Level

Method of Surveillance

Prepare activity reports.

Communicate activities to the

COR.

Activity reports due with each invoice covering the period of performance of the invoice.

Minimal grammatical, or planning errors requiring correction and is delivered on time according to the approved schedule.

Review by

COR

Consultation with BCP and OIA Leadership

Communicate periodically with FTC leadership

Discuss broad goals and outcomes for the coaching program with BCP and OIA leadership

Communication is timely and thorough

Government Inspection

Consultation with BCP and OIA Managers

Communicate periodically with FTC managers

Identify issues to be addressed through one-on-one coaching with specific goals and outcomes

Communication is timely and thorough

Government Inspection

PAGE 9 OF 44 FTC-15-Q-5051

Identifying problem areas or issues with the attorney’s written work

Consultation with attorneys and supervisors

Review attorney’s prior work and supervisor’s edits to the work and discuss plan of work going forward

Communication is timely and thorough

Government Inspection

One-on-one coaching

Address identified issues

Provide feedback on drafts to aid the attorney in improving his or her writing

Minimal grammatical, or planning errors requiring correction and is delivered on time according to the approved schedule.

Government Inspection

Follow-up with managers

Follow-up with the attorney’s supervisor at the conclusion of the coaching program

Ensure identified issues with attorney’s work have been resolved

Communication is timely and thorough

Government Inspection

[End of Section C]

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SECTION D - PACKAGING AND MARKING

D.1ऀPAYMENT OF POSTAGE AND FEES

All postage and fees related to the submission of information, including forms, reports, etc., to the Contracting Officer, the Contracting Officer’s Representative (COR), or the person(s) designated to receive, shall be the responsibility of the Contractor.

D.2ऀPACKING FOR DOMESTIC SHIPMENT

Material shall be packed for shipment in such a manner that will ensure acceptance by common carriers and safe delivery at destination. Containers and closures shall comply with the Interstate Commerce Commission regulations, Uniform Freight Classification rules, or regulations of other carriers as applicable to the mode of transportation.

D.3ऀMARKING DELIVERABLES

All information submitted to the Contracting Officer, the Contracting Officer’s Representative, or the person(s) designated to receive deliverables, shall clearly indicate the contract number.

[End of Section D]

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SECTION E - INSPECTION AND ACCEPTANCE

E.1 ऀ52.246-6 Inspection-Time-and-Material and Labor-Hour (May 2001)

E.2ऀINSPECTION AND ACCEPTANCE

Final inspection and acceptance of all work performed, reports, and other deliverables will be performed by the Contracting Officer Representative (COR) or Task Manager (TM) identified in Section G at the place of delivery identified in Section F of this RFP.

[End of Section E]

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SECTION F- DELIVERIES OR PERFORMANCE

F.1 ऀPLACE OF DELIVERY

The Monthly Reports and any other items to be delivered under this purchase order shall be delivered to the COR identified in this contract.

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[End of Section F]SECTION G - CONTRACT ADMINISTRATION

G.1ऀCONTRACT MANAGEMENT

Notwithstanding the Contractor's responsibility for total management responsibility during the performance of the contract, the administration of the contract will require maximum coordination between the Government and the Contractor during performance of the contract.

G.2 ऀCONTRACTING OFFICER'S AUTHORITY

The Contracting Officer (CO) will perform all contract administration. The CO is the only person with the authority to act as an agent of the U.S. Government under this contract and is the only person authorized to make or approve any changes in any of the requirements of this contract. Notwithstanding any provisions contained elsewhere in this contract, the said authority remains solely in the Contracting Officer. In the event the Contractor makes any changes at the direction of any person other than the CO, the change will be considered to have been made without authority and no adjustment will be made in the contract price to cover any increase in costs incurred as a result thereof. Only the CO has the authority to:

(1) direct or negotiate any changes in the SOW or PWS; (2) modify or extend the period of performance;

(3) change the delivery schedule, (4) authorize reimbursement to the Contractor for any costs incurred during the performance of this contract; or (5) otherwise change any terms and conditions of this contract.

Christina Jackson is the Contracting Officer (CO) for this purchase order. Communications pertaining to contract administration matters shall be addressed to the CO. No changes in or deviation from the scope of the work shall be effected without a Supplemental Agreement (contract modification) executed by the CO authorizing such changes.

The Contracting Officer’s contact information is:

Christina Jackson U.S. Federal Trade Commission 600 Pennsylvania Ave, NW, Room HQ-184 Washington, D.C. 20580 Phone: 202-326-3555 E-mail: cjackson3@ftc.gov ऀ

G.3 ऀCONTRACTING OFFICER'S REPRESENTATIVE (COR)

Jenny Kellogg is the Contracting Officer's Representative (COR). The Government may change the COR at any time without prior notice to the Contractor by a unilateral modification to the contract.

The Contracting Officer’s Representative’s (COR’s) contact information is:

Jenny Kellogg U.S. Federal Trade Commission 600 Pennsylvania Ave, NW, Mail Stop CC-9232 Washington, D.C. 20580 Phone: 202-326-3255 E-mail: jkellogg@ftc.gov

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The responsibilities and limitations of the COR are as follows:

(1) The COR is responsible for the technical aspects of the project and serves as technical liaison with the Contractor. The COR is also responsible for the final inspection and acceptance of all reports, and such other responsibilities as may be specified in the contract.

(2) The COR is not authorized to make any commitments or otherwise obligate the Government or authorize any changes, which affect the contract price, terms or conditions. Any Contractor request for changes shall be referred to the Contracting Officer directly or through the COR.

No such changes shall be made without the expressed prior authorization of the Contracting Officer. The COR may designate assistant COR(s) to act for the COR by naming such assistant(s) in writing and transmitting a copy of such designation through the Contracting Officer to the Contractor.

G.4 ऀADDITIONAL PROCEDURES FOR INVOICING

The Federal Register, Page 52591, Volume 64, No. 188, dated September 29, 1999, requires that submitted invoices must include specific information in order for the Government to make payment.

Additionally, the U.S. Federal Trade Commission has supplemented these requirements. Contractors may use Standard Form 1034 – Public Voucher for Purchases and Services Other than Personal (Part 53 of the Federal Acquisition Regulation under FAR 53-301-1034) or they may submit a company-generated voucher. However, no matter what type of voucher is submitted, it must contain the information described below.

It must be especially noted that in accordance with the requirements set forth in FAR Clause 52.232-7 – Payments under the Time and Materials and Labor Hour Contracts, all invoices/vouchers submitted for payment shall be accompanied by individual daily job timecards/sheets or other substantiation previously approved by the Contracting Officer. Vouchers/invoices received without the substantiating documents will be considered incomplete, and will be returned to the contractor without payment.

Invoices shall be submitted monthly.

If the voucher/invoice is for services on a time and materials and labor hour basis, the COR’s copy of the voucher/invoice must have copies of the timesheets or other substantiation attached, and must be clearly marked “COR’s Copy. The second set (for IBCDenver) of the two sets of a voucher/invoice does not require that the timesheets or other substantiation be attached. However, it must be clearly marked “Original for Finance”.

[End of Section G]

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SECTION H – SPECIAL CONTRACT REQUIREMENTS

H.1 PRINTING

Unless otherwise specified in this contract, the Contractor shall not engage in, or subcontract for, any printing (as that term is defined in Title I of the Government Printing and Binding Regulations in effect on the effective date of this contract) in connection with performing under this contract. Provided, however, that performing a requirement under this contract involving the duplicating of less than 5,000 units of only one page, or less than 25,000 units in the aggregate of multiple pages, such pages are not exceeding a maximum image size of 10 and 3/4 inches by 14 and 1/4 inches, will not be deemed printing.

H.2 ORGANIZATIONAL CONFLICT OF INTEREST

(a) The Contractor warrants that, to the best of the Contractor's knowledge belief, there are no relevant facts or circumstances which would give rise to an organizational conflict of interest, as defined in FAR Subpart 9.5, or that the Contractor has disclosed all such relevant information.

(b) The Contractor agrees that if an actual or potential organizational conflict of interest is discovered after award, the Contractor make will a full disclosure in writing to the Contracting Officer. This disclosure shall include a description of actions, which the Contractor has taken or proposes to take, after consultation with the Contracting Officer, to avoid, mitigate, or neutralize the actual or potential conflict.

(c) Remedies - The Contracting Officer may terminate this contract for convenience, in whole or in part, if it deems such termination necessary to avoid an organizational conflict of interest. If the Contractor was aware of a potential organizational conflict of interest prior to award or discovered an actual or potential conflict after award and did not disclose or misrepresented relevant information to the Contracting Officer, the Government may terminate the contract for default, debar the Contractor for Government contracting, or pursue such other remedies as may be permitted by law or this contract.

(d) The Contractor further agrees to insert provisions, which shall conform substantially to the language of this clause, including the paragraph (d), in any subcontract of consultant agreement hereunder.

H.3 COMPLIANCE WITH THE LAWS

The Contractor shall comply with all applicable laws and rules and regulations having the force of law, which deal with or relate to performance hereunder or the employment by the Contractor of the employees.

H.4 HARMLESS FROM LIABILITY

The Contractor shall hold and save the Government, its officers, agents, and employees harmless from liability of any nature or kind, including costs and expenses to which they may be subject, for or on account of any or all suits or damages of any character whatsoever resulting from injuries or damages sustained by any person or persons or property by virtue of performance of this contract, arising or resulting in whole or in part from the fault, negligence, wrongful act or wrongful omission of the contractor, or any subcontractor, their employees, and agents.

H.5 RESTRICTIONS AGAINST DISCLOSURE

1. The Contractor agrees, in the performance of this contract, to keep the information furnished by the Government and designated by the Contracting Officer of Contracting Officer's Technical Representative in the strictest confidence. The Contractor also agrees not to publish or otherwise divulge such information in whole or in part, in any manner or form, nor to authorize or permit others to do so, taking such reasonable measures as are necessary to restrict access to such information while in the Contractor's possession, to those employees needing such information to perform the work provided herein, i.e., on a

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need to know basis. The Contractor agrees to immediately notify the Contracting Officer in writing in the event that the Contractor determines or has reason to suspect a breach of this requirement.

2. The Contractor agrees that it will not disclose any information described in subsection a. to any persons or individual unless prior written approval is obtained from the Contracting Officer. The Contractor agrees to insert the substance of this clause in any consultant agreement or subcontract hereunder.

H.6 DUPLICATION OF EFFORT

The Contractor hereby certifies that costs for work to be performed under this contract and any subcontract hereunder are not duplicative of any cost charged against any other Government contract, subcontract, or other Government source. The Contractor agrees to advise the Contracting Officer, in writing, of any other Government contract or subcontract it has performed or is performing which involves work directly related to the purpose of this contract. The Contractor also certifies and agrees that any and all work performed under this contract shall be directly and exclusively for the use and benefit of the Government, and not incidental to any other work, pursuit, research, or purpose of the Contractor, whose responsibility it will be to account for it accordingly.

H.7 REGULATORY NOTICE

Contractors are advised that certain provisions and clauses identified throughout this contract are not FAR provisions or clauses; however, all of these items are binding for this acquisition.

H.8 NOTIFICATION OF INTENT TO SUBCONTRACT

As required in FAR 44.201-1, the contractor shall notify the Contracting Officer of its intent to subcontract any portion of the contract requirements. The Government reserves the right to recommend potential sources for subcontracts to whom solicitations must be mailed during the performance of this contract.

H.9 KEY PERSONNEL

Certain skilled experienced professional and/or technical personnel are essential for accomplishing the work to be performed. These individuals are defined as “Key Personnel” and are those persons whose resumes were submitted and marked by the vendor as “Key Personnel”. No substitutions shall be made of accepted key personnel except for sudden illness or death, or termination of employment.

Substitutions shall only be accepted if in compliance with “Substitution of Key Personnel” provision identified below.

All Contractor requests for approval of substitutions hereunder shall be submitted in writing to the COTR and the Contracting Officer at least twenty-five (25) calendar days in advance of the effective date, whenever possible, and shall provide a detailed explanation of the circumstances necessitating the proposed substitution, a complete resume for the proposed substitute, and any other information requested by the Contracting Officer necessary to approve or disapprove the proposed substitution. A meeting with the proposed candidate may also be requested. The COTR and the Contracting Officer will evaluate such requests and promptly notify the Contractor of approval or disapproval in writing.

H.10 FTC CLAUSES AND SPECIAL PROVISIONS APPLICABLE TO THIS CONTRACT

The following clauses and provisions shall take precedence over any conflicting terms and conditions included within the Contractor's quotation, proposal, or elsewhere.

H.10.1. ऀRelease of Information: No FTC data shall be divulged to any unauthorized person for any

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purpose. The contractor shall clear with the Contracting Officer any public release of information on this contract/order, to include news stories, articles, sales literature, advertisements, radio-tv spots, etc. Any request for public release of information should be addressed to:

Federal Trade Commission Office of Public Affairs News Director 600 Pennsylvania Avenue, N.W.

Washington, D.C. 20580

H.10.2.ऀऀFTC Non-Disclosure: The unauthorized use of Federal Trade Commission files or information contained therein is a violation of the Federal Criminal Code and is punishable by a fine of up to $10,000 imprisonment of up to ten years, or both. The Contractor agrees to have each person who uses the materials relating to this contract/order execute the "NONDISCLOSURE AGREEMENT FOR CONTRACTORS" attached hereto and return these documents to the Contracting Officer.

H.10.3.ऀऀCOR: The contractor may accept technical direction, during the period of performance from the Contracting Officer’s Representative (COR), providing such direction is within the scope of the contract/order.

A.ऀThe COR is not authorized to change the scope of work as stated in the contract/order or obligate the Government (FTC) in any way. The Contracting Officer is the only agent for the FTC who has the authority to obligate the FTC or change the contract/order terms and conditions.

Any such revision or obligation shall be authorized in writing only by the Contracting Officers.

Any monies incurred beyond the dollar amount specified in this contract/order or its modifications may not be paid and does not warrant interest payments as offered under the Prompt Payment Act.

B.ऀCOR Responsibilities: A Contracting Officer’s Representative, (COR) has been named herein.

The COR is responsible for:

(1) ऀmonitoring the contractor’s technical progress, including the assessment of performance and recommending to the Contracting Officer changes in scope of work, contract/order schedules and/or specifications to meet changes in requirement;

(2) advising on technical matters within the scope of work ;

(3) ऀperforming technical evaluation as required;

(4) ऀperforming technical inspections and acceptances required by this contract/order; and

(5) ऀassisting the contractor in the resolution of technical problems encountered during performance.

H.10.4.ऀऀInvoice Requirements: All Invoices must include the following information:

A. Name and address of contractor.

B. Invoice Date.

C. FTC Contract/Order Number D. Line Item(s) being invoiced. [When applicable, Name, title, hourly rate and hours charged to each labor category for each contractor staff for the current month for the applicable sub-part.] E. Any corrections to previous month’s charges for an applicable subpart will be reported separately and clearly with a narrative.

F. Any information or documentation required by provision of the contract/order.

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NOTE: Contractor payment/financial information is obtained through System for Award Management (SAM) Database. It is the contractor's responsibility to ensure that the SAM contains accurate payment information. Invoices paid late because of inaccurate SAM information are not subject to interest payments under the Prompt Payment Act.

H.10.5.ऀऀPayment: Original invoices are to be submitted to the billing office via one of the options identified below.

*Preferred Invoice Submission* First Option: Email ftcpayment_ibcdenver@ibc.doi.gov (do not include banking information as the e-mail address is not a secure site).

Second Option: Mail

FTC Payment Unit c/o Interior Business Center Vendor Payments B

P.O. Box 272040, MS D-2770 7301 W Mansfield Ave

Denver, CO 80235 NOTE: A duplicate invoice shall be provided to the COR and the Contracting Officer as listed on the award documents. Mail to Washington D.C. is still being processed through special irradiation processes thereby delaying delivery times. It is advised that documents sent to FTC personnel in Washington D.C. be submitted either electronically via email or by use of a delivery service (ex:

FedEx, UPS, DHL, Courier, etc.).

H.10.6.ऀऀPackaging and Marking A.Packing for all deliverable items shall be in accordance with the best commercial practices to insure safe delivery at destination.

B.Distribution and Marking shall be as follows:

Federal Trade Commission Attention: (Insert COR name and mailstop)

600 Pennsylvania Avenue, N.W.

Washington, DC 20580

C. Deliveries to the FTC Warehouse:

Address: 8405-8407 Ardmore Ardwick Road, Landover, Maryland 20785 Delivery Days/Hours are Monday - Friday from 7:00am - 4:00pm (Eastern Standard Time) Phone: (301) 583-7820, or 301- 583-7822. The number for the loading dock is (301) 583-7823.

The FAX number is (301) 583-7821.

NOTE: All deliveries must be palletized.

H.10.7.ऀऀInspection and Acceptance: Inspection and Acceptance will be accomplished by the COR for services performed and/or products delivered.

H.10.8. ऀFTC Observance of Legal Holidays - Facility Closures:

A. The Federal Trade Commission observes the following days as holidays: New Year’s Day, Martin

Luther King’s Birthday, Washington’s Birthday, Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day, Christmas Day, and any other day designated by Federal law, Executive Order, or Presidential Proclamation.

B. When any such day falls on a Saturday or Sunday, the preceding Friday or following Monday is observed, respectively.

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H.10.9.ऀऀContractor Personnel Security Requirements **SPECIAL NOTICE** Contractor Orientation takes place on Wednesdays only. It is the CORs responsibility to coordinate with the FTC Administrative & Security staff and work with the Contractor to ensure that all contractor personnel are sent through orientation.

CONTRACTOR EMPLOYEE SECURITY REQUIREMENTS

GENERAL

The Federal Trade Commission (FTC) has determined that because this contract may require access to Federally controlled facilities, access to controlled unclassified information (CUI) and/or logical access to FTC Information Technology (IT) resources, the Contractor shall pre-screen all candidates designated for employment to perform work under this contract prior to their Entry on Duty (EOD) with the FTC to verify their compliance with minimum security fitness requirements.

Pre-screening will include, but not be limited to, the use of Employment Eligibility Verification (E- Verify), the Office of Personnel Management (OPM) Central Verification System (CVS), and validation of the date of birth and the Social Security Number of the person/candidate prior to EOD. See Employment Eligibility section below. For those individuals requiring access, the contractor will forward all of this information to the FTC Personnel Security Unit (PSU), which will make the determination of suitability for such individuals.

SUITABILITY (FITNESS) DETERMINATION

The FTC shall have and exercise full control over granting, denying, withholding or terminating access to Federal controlled facilities, access to CUI and/or logical access to FTC IT resources based upon the results of a background investigation. The FTC may, as it deems appropriate, authorize and make a favorable EOD decision based on preliminary security checks. The favorable EOD decision would allow the employees to commence work temporarily prior to the completion of the full investigation. The granting of a favorable EOD decision shall not be considered as assurance that a full suitability authorization will follow. The granting of a favorable EOD decision or a full suitability determination shall in no way prevent, preclude, or bar the withdrawal or termination of any such access by the FTC, at any time during the term of the contract. No employee of the Contractor performing work under the contract (Contractor Employee) shall be allowed EOD and/or access to sensitive information or systems without a favorable EOD decision or suitability determination by the PSU. No Contractor Employee shall be allowed unescorted access to an FTC facility without a favorable EOD decision or suitability determination by the PSU. Contractor Employees who do not need access to Federally controlled facilities, access to CUI and or logical access to IT resources will not be subject to suitability screening.

BACKGROUND INVESTIGATIONS

The Position Description provided by the Contracting Officer Representative (COR) for Contractor Employees shall undergo a Position Risk Designation (PRD) based on the duties each individual will perform on the contract. The results of the PRD shall identify the appropriate background investigation to be conducted. Background investigations will be processed through the FTC PSU.

Prospective Contractor Employees with prior favorable fitness or suitability determinations and/or security clearances (as appropriate) may be granted reciprocal recognition, to the extent practicable, when in the PSU’s sole discretion, it is determined that the prior determination or clearance meets or exceeds that which is required by the position. All Contractor Employees including any replacements or additions shall submit to fingerprinting and complete and provide the following pre-screening security forms no

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less than 15 business days before the starting date of the contract or 15 business days prior to the expected

EOD:

1. Resume

2. Completed Credit Form – FCRA-gov

3. Completed Authorization for Release of Information – FTC 429

4. Completed Declaration for Federal Employment – OF 306

Required forms will be provided by the FTC at the time of award of the contract or upon identification of new individuals to be added to the Contractor’s workforce. Only complete packages will be accepted by the PSU. Specific instructions on submission of packages will be provided upon award of the contract.

Such records shall be maintained in accordance with the Privacy Act of 1974, 5 U.S.C. 552a.

The FTC PSU may not be able to complete a satisfactory background investigation for prospective Contractor Employees who have not resided in the US for three of the past five years or who have not registered with the Selective Service, if required. In such cases, the FTC retains the right to deem a prospective Contractor Employee as ineligible to perform work under this contract due to insufficient background information.

CONTINUED ELIGIBILITY

If a prospective Contractor Employee is found to be ineligible for access to Federally controlled facilities, CUI, or FTC IT resources, the COR will advise the Contractor that the person shall not continue to work or to be assigned to perform any work under the contract requiring such access.

The PSU will perform annual fingerprinting and appropriate reinvestigation on all Contractor Employees.

The FTC reserves the right and prerogative to deny and/ or restrict access to Government facilities, access to CUI and/or logical access to IT resources for any Contract Employee whose actions are inconsistent with or conflict with the standards of conduct that apply to Government employees, 5 CFR 2635 and 5 CFR 5701 Subpart 5.2, or whom the FTC determines to present a risk of compromising CUI to which he or she would have access under this contract.

The loss of any FTC-issued identification card or building pass must be immediately reported to the COR.

The report must include the pass or card number, name of the individual to whom issued, and the last known location and disposition of the card or pass. Likewise, the loss of any FTC materials or information, and any lost device or equipment, including any device or equipment containing any personally identifiable information (PII), must be immediately reported to the COR and to the FTC Help Desk at (202) 326-3500 (24 hours, 7 days a week). Failure to comply with these requirements may result in revocation of the Contractor Employee’s continued eligibility to perform work under this contract.

The Contractor will formally report immediately to the PSU through the COR any adverse information coming to their attention concerning Contractor Employees. Reports based on rumor or innuendo should not be made. The subsequent termination of employment of a Contractor Employee does not obviate the requirement to submit this report. The report shall include the employee’s name and Social Security number, along with the adverse information being reported.

The PSU must be notified of all terminations/ resignations within five days of occurrence. The Contractor will return all FTC-issued identification cards, equipment and building passes, for Contractor Employees, as well as all FTC materials and information that terminated employees may have in their possession, to the COR. The COR will return the identification cards and building passes to the

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responsible PSU.

EMPLOYMENT ELIGIBILITY

The Contractor agrees that each Contractor Employee shall have successfully passed the FTC E-Verify program operated by United States Citizenship and Immigration Services (USCIS) to establish work authorization.

The Contractor must record and retain the case verification number (obtained after closing a case upon completion of the search/verification) written on or attached to the I-9, which must be made available for inspection if requested by an authorized FTC or other authorized U.S. Government official.

The Contractor agrees that each Contractor Employee working on this contract shall have a Social Security Card issued and approved by the Social Security Administration. The Contractor shall be responsible to the Government for the acts and omissions of its own employees and those of its Subcontractor(s) and their employees.

Subject to existing law, regulations and/ or other provisions of this contract, illegal or undocumented aliens shall not be employed by the Contractor, or under this contract. The Contractor shall ensure that this provision is expressly incorporated into any and all Subcontracts or subordinate agreements issued in support of this contract.

SECURITY MANAGEMENT

The Contractor shall provide a point of contact (individual) to work with the FTC PSU. This individual will interface with the PSU on all security matters, to include physical, personnel, and protection of all Government information and data accessed by the Contractor.

The COR and the PSU shall have the right to inspect the procedures, methods, and facilities utilized by the Contractor in complying with the security requirements under this contract. Should the COR determine that the Contractor is not complying with the security requirements of this contract; the Contractor will be informed in writing by the Contracting Officer of the proper action to be taken in order to effect compliance with such requirements.

INFORMATION TECHNOLOGY

When CUI is processed using any telecommunications or automated information systems under this contract, the Contractor agrees to provide for the administrative, technical, and physical control of such data and to adhere to the IT security, privacy and confidentiality procedures governing such data including, but not limited to, those outlined in the FTC Non-Disclosure Agreement for Contractors (FTC Form X-033).

Contractors who fail to comply with FTC IT security policy are subject to having their access to FTC IT systems and facilities terminated, whether or not the failure results in criminal prosecution. Any person who improperly uses, handles, or discloses protected information may be subject to criminal and civil penalties and sanctions under a variety of laws (e.g., Privacy Act of 1974, FTC Act).

INFORMATION TECHNOLOGY SECURITY TRAINING AND OVERSIGHT

All Contract Employees using FTC automated systems will be required to complete the annual basic FTC Security and Privacy Awareness Training, regarding security and privacy risks and vulnerabilities, accepted security practices, and system rules of behaviors. This training will be provided by the appropriate component of the FTC prior to the contractor entry date. Contractors using non-FTC systems to process FTC data under this contract must also provide security awareness training to their employees

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working on this contract.

Contractors involved in supporting the management, use, or operation of FTC IT systems, or, with any other significant security responsibilities, shall receive additional specialized training specific to their security responsibilities annually. The level of training shall be commensurate with the individual’s duties and responsibilities and is intended to promote a consistent understanding of the principles and concepts of telecommunications and IT systems security.

All personnel who access FTC information systems will be continually evaluated while performing these duties. Supervisors should be aware of any unusual or inappropriate behavior by personnel accessing systems. Any unauthorized access, sharing of passwords, or other questionable security procedures shall be reported immediately to the PSU and the Information Assurance Manager (IAM).

APPLICABILITY TO SUBCONTRACTORS

The foregoing Contractor Employee Security Requirements shall also apply to all Subcontractors and their respective employees retained by the Contractor to perform work under this contract. The Contractor shall incorporate these provisions into their contracts with, or shall otherwise ensure that these provisions are made legally binding on, such Subcontractors. Failure of the Contractor to ensure compliance with these requirements by its Subcontractor(s) shall constitute grounds for contract termination.

H.10.10.ऀAdditional Contract Requirements A.Contractor information systems subject to the Federal Information Security Management Act of 2002 (FISMA). All agency information systems, see 44 U.S.C. 3505(c), operated by or on behalf of the Government by a Contractor or subcontractor containing Federal data shall be subject to the requirements of the FISMA, including routine testing without advance notice to or approval of the Contractor or its subcontractors. See 44 U.S.C 3544(b).

B.Handling of third-party requests for access to records. In the event that the Contractor receives any subpoena or other voluntary or mandatory request for access to data first produced under this Contract, the Contractor shall immediately notify the COR and the CO, so that the Government may intervene or take any other steps it deems necessary to protect its interests.

C.Data Breaches. As part of the requirement explained elsewhere in this document for the contractor to comply with all contractual and Federal information security, privacy and confidentiality requirements applicable to the operation, maintenance or support of a Federal information system, the contractor shall be required to prevent and remedy data breaches and to provide the FTC with all necessary information and cooperation, and to take all other reasonable and necessary steps and precautions, to enable the FTC to satisfy its data breach reporting duties under applicable law, regulation, or policy in the event, if any, that a breach occurs. Special attention should be paid to OMB Memorandum 06-19 (July 12, 2006), particularly the extremely urgent reporting time frames included therein for certain breaches, as well as to any other subsequent laws, regulations, or policy governing data breaches that may arise during the performance of the contract. The Information System Security Plan required elsewhere in this document shall include policies and procedures necessary to ensure the timely detection of and reporting to the FTC of data breaches, as well as safeguards to prevent and mitigate the risk of, as well as to remedy, such breaches, if any.

D. ऀUse of FTC computer equipment by contractors is limited to what is necessary to accomplish the work identified under the contract. All contractors or his/her employees or subcontractors are subject to Internet access monitoring and auditing, and discoveries of inappropriate internet access or activity not directly related to the contract, will be reported to the COR and CO, and the

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contractor shall be held in default of the contract. Contractors or his/her employees or subcontractors found accessing inappropriate web sites while using an FTC computer, may be grounds for initiating disbarment procedures.

[End of Section H]

PAGE 24 OF 44 FTC-15-Q-5051

SECTION I – CONTRACT CLAUSES

I.1ऀ52.252-2 Clauses Incorporated by Reference (Feb 1998) This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es): www.acquisition.gov/far and http://farsite.hill.af.mil .

(End of clause)

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I.3ऀ52.203-3 Gratuities (Apr 1984)

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I.7ऀ52.203-10 Price or Fee Adjustment for Illegal or Improper Activity (May 2014)

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