FY20_IDIQ_PWS_v3 13MAY2020.pdf

PERFORMANCE WORK STATEMENT (PWS)

Program/Project Management, Instructor/Instructional Delivery, Design & Curriculum Development, and Multimedia Support Services

Part 1

General Information

1. GENERAL: This is a non-personal services contract to provide education, project management, instructional design training and multimedia support services at Fort Sam Houston, Texas, in support of the U.S. Army Medical Center of Excellence (MEDCoE). The Government shall not exercise any supervision or control over the contract service providers performing the services herein. Such contract service providers shall be accountable solely to the Contractor who, in turn is responsible to the Government. The contractor shall provide support services to satisfy the overall operational objectives of the U.S. Army Medical Center of Excellence (MEDCoE) and its training mission. The work covered under this contract may also support organizations assigned to Fort Sam Houston (FSH) and Camp Bullis (CB), Texas.

1.1 Description of Services/Introduction: The contractor shall provide all personnel, equipment, supplies, facilities, transportation, tools, materials, supervision, and other items and non-personal services necessary to perform instructional and multimedia training development support services as defined in this Performance Work Statement (PWS) except for those items specified as government furnished property and services in Part 4. The contractor shall perform to the standards in this contract.

1.2 Background: The AMEDDC&S has a requirement for a broad variety of instructor, project management, training/curriculum development and multimedia services and products to support military medical training throughout the US Army Medical Command (MEDCOM).

AMEDDC&S is responsible for training and educating Warrior Medics and developing leaders equipped to meet the requirements of Full Spectrum Operations. To accomplish this mission, AMEDDC&S must provide trained and ready Warrior Medics to support worldwide contingency operations; produce concepts, doctrine and organizational structure that meets current and future force requirements; create integrated and relevant training strategies, products and programs and make them available for use; and support the Readiness and Managed Care missions of the Military Health System.

1.3 Objectives: Individual task orders issued under this contract will be based on this Performance Work Statement (PWS). Task orders requiring short-term, task-based services and project-based requirements will be based on individual PWSs. Each short-term, task-based service and project-based task orders will include a performance requirements summary (PRS) table prepared by the Government with related performance standards (acceptable quality) and performance measures (how performance will be measured). The PRS table reflects the performance objectives considered by the customer to be the most important for the successful performance of the individual task order. In general, the PRS will set forth the expected outcomes (performance objectives) of the individual task order, the service(s) required of the Contractor to attain the performance objectives, and a performance standard per outcome.

1.4 Scope: The contractor shall provide project management, instructional design, training development and delivery (Instructors) and multimedia development support services at Fort Sam Houston, Texas, in support of the Academy of Health Sciences, U.S. Army Medical Department Center and School.

1.5 Period of Performance: The period of performance shall be for a five (5) year ordering period to include a 60 day phase-in/phase out period.

1.6 General Information

1.6.1 Federal Observed Holidays: The contractor is not required to perform services on the following Federal holidays:

New Year’s Day Labor Day Martin Luther King Jr.’s Birthday Columbus Day President’s Day Veteran’s Day Memorial Day Thanksgiving Day Independence Day Christmas Day

1.6.2 Hours of Operation: The contractor is responsible for conducting business, between the hours of 0600 – 1700, Monday thru Friday except Federal holidays or when the Government facility is closed due to local or national emergencies, administrative closings, or similar Government directed facility closings. However, some individual task orders may require personnel to work flex hours such as 9-5, seven days a week, not to exceed 40 hours. For other than firm fixed price contracts, the contractor will not be reimbursed when the government facility is closed for the above reasons. The Contractor must at all times maintain an adequate workforce for the uninterrupted performance of all tasks defined within this PWS when the Government facility is not closed for the above reasons. When hiring personnel, the Contractor shall keep in mind that the stability and continuity of the workforce are essential. Any services performed by contractor personnel outside the normal duty hours shall be coordinated in advance with the COR.

1.6.3 Place of Performance: Services for this contract may be provided at government facilities and/or contractor facilities depending on the individual task order and project requirements. The day-to-day supervision and direct control over the work performed by all Contractor personnel shall be the sole responsibility of the Contractor.

1.6.3.1 There are certain instances when the Government will approve the contractor to telework.

The Government will inform the COR when the contractor will be approved to telework. The contractor will be allowed to take the Government furnished equipment (GFE) and will protect the equipment to ensure proper functioning. During telework, the contractor will use VPN to connect to SharePoint and other share drives necessary to complete their projects/tasks. No classified material will be taken, or created during telework.

1.6.3.2 The Government will not be responsible for the maintenance, operating or any other costs (e.g., utilities) while using the GFE at the Contractor’s residence while teleworking. The Government is not liable for damages to the Contractor’s personal property while teleworking.

During telework, the Government will not reimburse for expenses incurred while the Contractor teleworks (e.g., internet)

1.6.4 Quality Control Program (QCP): The Contractor shall develop and maintain an effective QCP to ensure services are performed in accordance with (IAW) this PWS. The QCP must be forwarded to and accepted by the KO. The Contractor shall develop and implement procedures to identify, prevent, and ensure non-recurrence of deficiencies. The Contractor’s QCP is the means by which the Contractor assures that the work complies with the requirement of the contract. The QCP shall be delivered NLT 30 days after contract award and/or submitted to the KO and COR within 5 working days when changes are made thereafter.

1.6.6 Type of Contract: The Government will award a Single Indefinite Delivery/Indefinite Quantity (ID/IQ) Contract with the ability to issue Firm Fixed Price Task Orders.

1.6.7 Security Requirements: Contractor personnel performing work under this contract must have must submit a Position of Trust background investigation (SF 85P) to the Garrison Security Office at time of the task order award, and must maintain the level of security required for the life of the contract. Work under this PWS is UNCLASSIFIED and a security clearance will not be required. Contractor personnel shall comply with all applicable Department of Defense (DoD) security regulations and procedures during the performance of work. Contractor personnel shall not disclose and must safeguard computer systems and data, Privacy Act data, and other Government documents and work products that are obtained or generated in the performance of this PWS. This includes dissemination of protocols and papers not generally available through the public literature. Should contractor personnel come into contact with classified material, the contractor shall notify the Contracting Officer or COR immediately. The Contractor shall not disclose or disseminate any information concerning operations of military activities. Such action(s) could result in violation of the contract and possible legal actions.

1.6.7.1 Physical Security: The contractor shall be responsible for safeguarding all government equipment, information and property provided for contractor use. At the close of each work period, government facilities, equipment, and materials shall be secured.

1.6.7.1 The COR, will coordinate the issue of required installation passes to contractor personnel.

Contract personnel shall wear a badge that clearly identifies them as a contract employee. The badge will contain a personal picture, name of employee, and contractor's name. Contractor personnel will obtain the required vehicle pass for access to Fort Sam Houston during the performance of required work. The issued vehicle access authorization will only be used for the intended purposes and will be relinquished immediately following completion of the required services.

1.6.7.2 PHYSICAL Security: The contractor shall be responsible for safeguarding all government equipment, information and property provided for contractor use. Contractor shall maintain a physical security checklist/log which will be forwarded to the COR on a monthly or quarterly basis. At the close of each work period, government facilities, equipment, and materials shall be secured.

1.6.7.3 Key Control: The Contractor shall establish and implement methods of making sure all keys/key cards issued to the Contractor by the Government are not lost or misplaced and are not used by unauthorized persons. NOTE: All references to keys include key cards. No keys issued to the Contractor by the Government shall be duplicated. The Contractor shall develop procedures covering key control that shall be included in their Quality Control Plan. Such procedures shall include turn-in of any issued keys by personnel who no longer require access to locked areas. The Contractor shall immediately report any occurrences of lost or duplicate keys/key cards to the Contracting Officer.

1.6.7.3.1. Lost keys shall be reported to the COR and the KO. In the event keys, other than master keys, are lost or duplicated, the Contractor shall, upon direction of the Contracting Officer, re-key or replace the affected lock or locks; however, the Government, at its option, may replace the affected lock or locks or perform re-keying. When the replacement of locks or re-keying is performed by the Government, the total cost of re-keying or the replacement of the lock or locks shall be deducted from the monthly payment due the Contractor. In the event a master key is lost or duplicated, all locks and keys for that system shall be replaced by the Government and the total cost deducted from the monthly payment due the Contractor.

1.6.7.3.2 The Contractor shall prohibit the use of Government issued keys/key cards by any persons other than the Contractor’s employees. The Contractor shall prohibit the opening of locked areas by Contractor employees to permit entrance of persons other than Contractor employees engaged in the performance of assigned work in those areas, or personnel authorized entrance by the Contracting Officer (KO).

1.6.7.4 The Contracting Officer shall require the Contractor to remove from the job site any employee who is identified as a potential threat to the health, safety, security, general wellbeing or operational mission of the installation and its population

1.6.9 Special Qualifications:

1.6.9.1 All DoD contractor employees whose duties are in the Information Technology and Telecommunications (ITT) and Information Assurance (IA) areas will be assigned a position sensitivity of IT-I or IT-II. Personnel designated as an IT-1 must obtain and maintain a Single Scope Background Investigation (SSBI). Personnel designated as an IT-II must obtain and maintain a National Agency Check with Local Agency and Credit Check (NACLC). Each facility Security Officer (FSO) shall forward the requests for background investigations to the Office of Personnel Management (OPM) within 3 working days of receipt of all required paperwork. If contract becomes classified the Garrison Security Office must be notified.

1.6.9.2. The Contractor shall provide professional, qualified personnel that possess the necessary experience, knowledge and skills to perform the tasks outlined in this PWS. The Government and the Contractor understand and agree that the services to be delivered are non-personal services and both parties recognize and agree that no employer-employee or master servant relationships exist between the Government and the Contractor and/or between the Government and the Contractor’s employees. Contractor personnel performing under this contract shall not be placed in a position where they are employed by a Federal Officer or are under the supervision, direction, or evaluation of a Federal Officer, military or civilian.

1.6.9.3. The Contractor shall perform independent of and without the supervision of any Government official. The actions created by the Contractor in performing of the services herein may not be interpreted or implemented in any manner that results in creating or modifying Federal policy or obligating the appropriated funds of the Government, overseeing the work of Federal employees, providing direct personal services to any Federal employee or otherwise violating the prohibitions set forth in Parts 7.5 and 37.1 of the Federal Acquisition Regulation

(FAR).

1.6.9.4 The Contracting Officer shall require the Contractor to remove from the job site any employee who is identified as a potential threat to the health, safety, security, general wellbeing or operational mission of the installation and its population

1.6.9.4.2. Appropriate Appearance/Conduct: The Contractor shall conform to standards of conduct and code of ethics, which are consistent with those applicable to Government employees as provided in the Joint Ethics Regulation 5500.7.R. Contractor personnel shall present a neat professional appearance and be easily identified. This shall be accomplished by wearing distinctive clothing bearing the company name or by wearing appropriate badges that contain the company name and employee’s name.

1.6.9.4.3. General Requirements: The Contractor shall meet the following general requirements:

1. Be able to read, write, and speak English fluently.

2. Possess excellent written and oral communication and presentation skills.

3. Be capable of learning and utilizing current and emerging military and commercial technology.

4. Be proficient with the Microsoft Office suite and incorporated programs to include Excel, PowerPoint, Word, Outlook, and Access and be able to troubleshoot basic computer hardware and software required for services being provided under each individual task order.

1.6.9.5. Special Qualifications/Certifications: The Contractor shall ensure, proper education, skills, experience, and all required professional certifications/licenses (current and valid) for each applicable occupation category before commencement of work.

1.6.5.1 MEDCoE Instructor/Facilitator Training Requirements: Contract instructors/facilitators must meet the certifications identified in TRADOC Pamphlet 350-70-3, Table 4.1. Training is required and provided by the Government.

The student instructor/facilitator attends the current foundational, CAC-T, ATSC-provided instructor/facilitator course or CAC-T, ATSC-approved equivalent course as required by TR 350- 18, TR 350-70, and the AR 600 series.

Common Faculty Development - Instructor Course, 9E-SI5K/920-SQI8 Excerpt from Text Prerequisites: Students enrolled in CFDP-IC must be military E6 or above (Active Component/Reserve Component/National Guard Bureau) assigned or pending assignment as an instructor or Department of the Army civilian or authorized contract personnel assigned as training/education instructors, developers, training managers, and writers.

Common Faculty Development - Developer Course, 7B-SI7Q/570-SQI2 Excerpt from Course Scope and Special Information: The Course (CFD-DC) is relevant to all Army developers including ... authorized contractors who are assigned to development curriculum for training and education in Initial Military Training, the Noncommissioned Officer, Warrant Officer, Officer, and Civilian Education Systems and functional courses.

(1) During course, the student instructor/facilitator uses materials from the course he or she will be presenting.

(2) The student instructor/facilitator completes instruction on any special equipment or devices he or she will use during implementation of the course.

(3) The student instructor/facilitator observes an expert instructor/facilitator delivering course.

(4) The student instructor/facilitator completes instruction on how to minimize the learning product's impact on the environment, covering environmental issues in AARs, and identifying environmental lessons learned.

(5) The student instructor/facilitator adequately uses the risk management process to identify and assess potential hazards, properly implements adequate controls to reduce or eliminate those hazards, and completes instruction on significant safety concerns. AR 385-10, paragraph 1-6 directs all personnel to apply composite risk management procedures in each phase of the training management cycle to identify hazardous conditions and correct shortcomings responsible for these conditions.

(6) The student instructor/facilitator will be able to analyze the elements of the operational environment and incorporate them into the course.

(7) The student instructor/facilitator is provided a reasonable time based upon the institution's guidelines (normally less than 90 days) to rehearse, using actual materials and equipment (or mockups), until the student feels confident and prepared.

1.6.10 Post Award Conference/Periodic Progress Meetings: The Contractor agrees to attend any post award conference convened by the contracting activity or contract administration office in accordance with Federal Acquisition Regulation Subpart 42.5. The contracting officer, Contracting Officers Representative (COR), and other Government personnel, as appropriate, will meet periodically, quarterly as a minimum, with the contractor to review the contractor's performance. At these meetings the contracting officer will apprise the contractor of how the government views the contractor's performance and the contractor will apprise the Government of problems, if any, being experienced. Appropriate action shall be taken to resolve outstanding issues. These meetings shall be at no additional cost to the government.

1.6.11 Contracting Officer Representative (COR): he COR will be identified by separate letter.

The COR monitors all technical aspects of the contract and assists in contract administration The COR is authorized to perform the following functions: Assure that the Contractor performs the technical requirements of the contract; perform inspections necessary in connection with contract performance; maintain written and oral communications with the Contractor concerning technical aspects of the contract; issue written interpretations of technical requirements, including Government drawings, designs, and specifications; monitor Contractor's performance and notifies both the KO and Contractor of any deficiencies; coordinate availability of government furnished property, and provide site entry of Contractor personnel. A letter of designation issued to the COR, a copy of which is sent to the Contractor, states the responsibilities and limitations of the COR, especially with regard to changes in cost or price, estimates or changes in delivery dates. The COR is not authorized to change any of the terms and conditions of the resulting order.

1.6.12 Key Personnel: The Contractor shall designate a Contract Program Manager/ and an Onsite POC/Onsite Lead for all task orders. On task orders with multiple personnel, one of the personnel will be identified as the Onsite Lead for the requirement. The Contract Program Manager/Onsite Lead shall be the primary point of contact for the Contracting Officer and the Contracting Officer’s Representative (COR). The Program Manager/Site Lead shall have full authority to act for the Contractor on all matters relating to daily performance of employees performing services under the individual task order. The name of the Program Manager/Site Lead and alternate shall be provided in writing to the Contracting Officer and COR within 5 days of first task order award and whenever there is a change. The Program Manager/Site Lead or the designated alternate shall be available to the COR via telephone between the core hours of 9:00 AM to 3:00 PM Central Time, Monday through Friday, with the exception of Federal Government holidays. The Program Manager/Site Leader or the designated alternate shall be available during normal duty hours to meet with the Contracting Officer and/or authorized Government personnel within one (1) business day to discuss problem areas with government personnel, as necessary to maintain satisfactory performance and to resolve other issues pertaining to Government/Contractor procedures.

1.6.14 Identification of Contractor Employees: All contract personnel attending meetings, answering Government telephones, and working in other situations where their contractor status is not obvious to third parties are required to identify themselves as such to avoid creating an impression in the minds of members of the public that they are Government officials. They must also ensure that all documents or reports produced by contractors are suitably marked as contractor products or that contractor participation is appropriately disclosed.

1.6.15 Contractor Travel: Travel within the local vicinity is required. Travel reimbursements for local travel are not authorized, nor are use of a government vehicle. Contractor may be required to travel CONUS during the performance of this contract to attend meetings, conferences, and training. The contractor may be required to travel to off-site training locations and to ship training aids to these locations in support of this PWS. Travel requirements will be specified in the individual task order. Contractor will be authorized travel expenses consistent with the substantive provisions of the Joint Travel Regulation (JTR) and the limitation of funds specified in this contract. Travel will be limited to mission-critical activities. All travel requires Government approval/authorization and notification to the COR.

1.6.16 Other Direct Costs: The contractor may be required to incur other direct costs in support of this PWS. This category includes, but not limited to, renting of suitable training venues, reproduction and shipping expenses associated with training and multimedia activities. Other direct cost requirements will be specified in the individual task order. All other direct cost expense requests must be submitted to KO for approval/authorization. Notifications of requests must be submitted to the COR.

1.6.17 Data Rights: The Government has unlimited rights to all documents/material produced under this contract. All documents and materials, to include the source codes of any software, produced under this contract shall be Government owned and are the property of the Government with all rights and privileges of ownership/copyright belonging exclusively to the Government.

These documents and materials may not be used or sold by the contractor without written permission from the Contracting Officer. All materials supplied to the Government shall be the sole property of the Government and may not be used for any other purpose. This right does not abrogate any other Government rights.

1.6.18. Deliverables: All deliverables shall be submitted to the COR unless otherwise noted.

Specific deliverables may include such items as work reports, training materials, videos, DVDs, and supporting source files. All deliverables will comply with Army and AMEDDC&S, instructional design doctrine to include TRADOC regulation 350-70 and supporting TRADOC Pamphlets.

1.6.19. General Report Requirements and Acceptance Criteria: Final inspection and acceptance of all work performed, reports and other deliverables will be performed at the place of delivery by the COR. General quality measures, as set forth below, will be applied to each individual task order received from the Contractor. Work shall be accurate in presentation, technical content, and adherence to accepted elements of style. All instructional design/training materials must follow the requirements set forth in TRADOC 350-70, all supporting pamphlets, and all applicable referenced DODIs. All diagrams and graphics shall be easy to understand and be relevant to the supporting narrative. The Contractor must be able to provide reports in electronic (i.e., source and .pdf formats). Electronic copies provided must be compatible with Microsoft Office or other Microsoft computer-based software applications. All text and diagrammatic files shall be editable by the Government. The Contractor must be able to accept and send document files electronically. The Contractor shall provide deliverables as specified in each individual task order. Deliverables that are technical reports and analyses involving data collection shall present feasible and insightful interpretations of the findings and the rationale for choosing a specific solution, methodology, and considered alternatives. For deliverables that are technical reports and analyses, the findings and conclusions must be logically presented, transparent and repeatable. At the time of the draft and final report deliverable due dates, the contractor shall provide all back-up data that was used in the development of the technical reports in an organized manner with an index of provided data and a short description of its purpose. This data shall include, but not be limited to items, such as copies of spreadsheets showing results and calculations/formulas that were used to obtain the results or copies of database tables and queries showing the data tables, results, and what queries were used to get the results in the tables in the report. Any technical reports that are not transparent and repeatable, fail to adequately address the performance objectives, or require major revisions in content and editing shall be considered unacceptable.

1.6.20 Organizational Conflict of Interest: The Contractor and subcontractor personnel performing work under this contract may receive, have access to, or participate in the development of proprietary or source selection information (e.g., cost or pricing information, budget information or analyses, specifications or work statements, etc.) or perform evaluation services which may create a current or subsequent Organizational Conflict of Interests (OCI) as defined in FAR Subpart 9.5. The Contractor shall notify the KO immediately whenever it becomes aware that such access or participation may result in any actual or potential OCI and shall promptly submit a plan to the KO to avoid or mitigate any such OCI. The Contractor’s mitigation plan will be determined to be acceptable solely at the discretion of the KO and in the event the KO unilaterally determines that any such OCI cannot be satisfactorily avoided or mitigated, the KO may affect other remedies as he or she deems necessary, including prohibiting the Contractor from participation in subsequent contracted requirements, which may be affected by the OCI.

1.6.20.1. Purpose of OCI clause.

1.6.20.1.1. The Contractor does not obtain an unfair competitive advantage by establishing the ground rules for a future competition.

1.6.20.1.2. The Contractor's objectivity and judgment are not biased because of its present or future interests (financial, contractual, organizational, or otherwise), which relate to work performed under this contract.

1.6.20.1.3. The Contractor does not obtain an unfair competitive advantage by virtue of its access to non-public or proprietary information belonging to others.

1.6.20.2. Definitions.

1.6.20.2.1. The term “Contractor” herein used means: (a) the organization (hereinafter referred to as "it" or "its") entering into this agreement with the Government; (b) all business organizations with which it may merge, join or affiliate now or in the future and in any manner whatsoever, or which hold or may obtain, by purchase or otherwise, direct or indirect control of it; (c) its parent organization if any and any of its present or future subsidiaries, associates, affiliates, or holding companies, and; (d) any organization or enterprise over which it has direct or indirect control now or in the future.

1.6.20.2.2. The term "proprietary information" for purposes of this clause means any information considered so valuable that the owners classify the information and licenses as secret. The Government can furnish non-proprietary information without limitations on its use, or which is available without restrictions from other sources.

1.6.20.2.3. Organizational Conflicts of Interest Examples. The following examples illustrate situations in which organizational conflicts of interest may arise. These examples are not all inclusive.

1.6.20.2.3.1. Biased Ground Rules. This type of conflict may arise in situations where a company sets the ground rules for a future competition. For example, when a Contractor develops requirements then competes to provide products or services to satisfy those requirements, thus obtaining a competitive advantage.

1.6.20.2.3.2. Impaired Objectivity. This type of conflict may exist where a Contractor’s obligations under a contract require objectivity, but another role of the Contractor casts doubt on its ability to be truly objective. An example of this type of conflict is where a Contractor’s work under one contract entails evaluating itself, its affiliates, or its competitors under a separate contract.

1.6.20.2.3.3. Unequal Access to Information. This type of conflict may arise when a Contractor has access to nonpublic or proprietary information as part of its performance under a contract that gives it an unfair advantage in a competition for a later contract.

1.6.20.2.3.4. General Constraints. The provisions of FAR Subpart 9.5, Organizational and Consultant Conflicts of Interest, concerning organizational conflicts of interest govern this contract. Potential conflicts may exist in accordance with FAR 9.505-1, Providing Systems Engineering and Technical Direction, through 9.505-4, Obtaining Access to Proprietary Information. In this regard, the Contractor is responsible for identifying any actual or potential organizational conflicts of interest to the KO that arise as the result of performance under this contract. To avoid or mitigate a potential conflict related to performance under this contract, the KO will impose appropriate constraints such as the constraints discussed below. Since it is impossible to foresee all of the circumstances that might give rise to organizational conflicts of interest, the constraints discussed below are not all inclusive and the KO may impose constraints other than, or in addition to, the constraints listed below.

(1) The Contractor agrees that if it provides, under a contract or contract/task order or delivery order, systems engineering and technical guidance for systems and programs, but does not have overall contractual responsibility, it will not be allowed to be awarded a contract or task or delivery order to supply the system or any of its major components or be a Subcontractor or consultant to a supplier of the system or any of its major components. (FAR 9.505-1).

(2) The Contractor agrees that if it prepares complete specifications for non-developmental items or assists in the preparation of work statements for a system or services under a contract or contract/task order or delivery order, cannot furnish these items, either as a prime Contractor, a Subcontractor or as a consultant. (FAR 9.505-2).

(3) The Contractor agrees that it will neither evaluate nor advise the Government with regard to its own products or activities. The Contractor will objectively evaluate or advise the Government concerning products or activities of any prospective competitors. (FAR 9.505-3).

(4) The Contractor agrees that if it gains access to proprietary information of other companies, it will exercise diligent effort to protect such proprietary information from unauthorized use or disclosure (FAR 9.505-4). In addition, the Contractor agrees to protect the proprietary information of other organizations disclosed to the Contractor during performance of this contract with the same caution that a reasonably prudent Contractor would use to safeguard highly valuable property. The Contractor also agrees that if it gains access to the proprietary information of other companies it will enter into written agreements with the other companies to protect their information from unauthorized use or disclosure for as long as it remains proprietary and to refrain from using the information for any purpose other than that for which it was furnished. The Contractor shall provide copies of such agreements to the KO.

(5) If the Contractor, in the performance of this contract, obtains access to plans, policies, reports, studies, financial plans, data or other information of any nature which has not been released or otherwise made available to the public, the Contractor agrees that without prior written approval of the KO, it shall not: (a) use such information for any private purpose unless the information has been released or otherwise made available to the public, or (b) release such information unless release is otherwise authorized under the contract or such information has previously been released or otherwise made available to the public by the Government.

1.6.20.2.3.5. Non-Disclosure Agreements. The Contractor shall obtain from each employee who has access to proprietary information under this contract, a written agreement which shall in substance provide that such employee shall not, during his/her employment by the Contractor or thereafter, disclose to others or use for their benefit, proprietary information received in connection with the work under this contract. The Contractor shall educate its employees regarding the restrictions imposed by FAR 9.505-4 so that they will not use or disclose proprietary information or data generated or acquired in the performance of this contract except as provided herein. Contractor personnel shall sign a nondisclosure agreement before starting work under the contract. Failure to comply with this clause shall is an adequate cause for removal of a Contactor employee from employment. The Contractor’s employment contracts with their employees shall include a provision to provide for the removal under these conditions.

1.6.20.2.3.6. Training. The Contractor shall effectively educate its employees, through formal training, company policy, information directives and procedures, in an awareness of the legal provisions of FAR Subpart 9.5 and its underlying policy and principles so that each employee will know and understand the provisions of that Subpart and the absolute necessity of safeguarding information from anyone other than the Contractor's employees who have a need to know, and the US Government.

1.6.20.2.3.7. Subcontracts. The Contractor agrees that it will include the provisions in paragraphs d., e., and f. above and this paragraph in consulting agreements, teaming agreements, and subcontracts of all tiers which involve access to information or the performance of services described in paragraph d. above. The use of this clause in such agreements shall substitute the word "Consultant" or "Subcontractor" for the word "Contractor" whenever the latter appears.

1.6.20.2.3.8. Additional Constraints. If this contract provides for the issuance of task or delivery orders, such orders may impose additional requirements and restrictions relating to this clause to include the requirement for the Contractor and its subcontractors and employees to furnish the Government with written non-disclosure agreements or statements of no conflict of interest.

With regard to any proposal submitted by the Contractor in response to a Request for Task or Delivery Order Proposal, by submitting its proposal the Contractor represents that it has disclosed to the KO, prior to the issuance of the task or delivery order, all facts relevant to the existence or potential existence of organizational conflict of interest as that term is used in FAR Subpart 9.5.

1.6.20.2.3.9. Conflicts Involving Future Procurements. The award of this contract, task or delivery orders shall not constitute or be interpreted as a determination that the Contractor is eligible to participate in future procurements, developmental efforts, implementation efforts, or related activities. Only the KO for such efforts, applying the rules, principles, and procedures of FAR Subpart 9.5 has the authority to determine whether a conflict exists in connection with such procurements.

1.6.20.2.3.10. Representations and Disclosures.

(1) The Contractor shall disclose all relevant facts to the KO, prior to contract award, related to existence or potential existence of organizational conflict of interest as noted in FAR Subpart 9.5.

(2) The Contractor shall make a prompt and full disclosure in writing to the KO if they discover an organizational conflict of interest or potential conflict of interest after award of this contract.

The disclosure shall include a description of the action the Contractor has taken or proposes to take in order to avoid or mitigate such conflict.

1.6.20.2.3.11. Remedies and Waiver.

(1) For breach of any of the above restrictions or for non-disclosure or misrepresentation of any relevant facts required to be disclosed concerning this contract, the Government may terminate this contract for default, disqualify the Contractor for subsequent related contractual efforts, and pursue such other remedies as may be permitted by law or this contract. If, however, in compliance with this clause, the Contractor discovers and promptly reports an organizational conflict of interest (or the potential thereof) subsequent to contract award, the KO may terminate this Contract or any task or delivery order issued under this Contract for convenience if such termination is deemed to be in the best interest of the Government.

(2) The parties recognize that this clause has potential effects which survive the performance of this contract and that it is impossible to foresee each all future circumstances. Accordingly, the Contractor may at any time seek a waiver from the cognizant KO by submitting a full written description of the requested waiver and the reasons in support thereof. (FAR 9.503).

1.7.20 PHASE IN /PHASE OUT PERIOD: To minimize any decreases in productivity and to prevent possible negative impacts on additional services, the Contractor shall have personnel on board, during the 30-day phase in/ phase out periods. During the phase in period, the Contractor shall become familiar with performance requirements in order to commence full performance of services on the contract start date. During the phase out period, the Contractor shall, upon the Contracting Officer's written notice, (1) furnish phase-out services for up to 10 months after this contract expires and (2) negotiate in good faith a plan with a successor to determine the nature and extent of phase-in and phase-out services required. The plan shall specify a training program and a date for transferring responsibilities for each division of work described in the plan, and shall be

1.7.21 Antiterrorism (AT) and Operations Security (OPSEC)

1.7.21.1 AT Level I Training: All contractor employees, to include subcontractor employees, requiring access to Army installations, facilities, and controlled access areas shall complete AT Level I awareness training within 30 calendar days after contract start date or effective date of incorporation of this requirement into the contract, whichever is applicable. The contractor shall submit certificates of completion for each affected contractor employee and subcontractor employee to the COR or to the KO, if a COR is not assigned within 15 calendar days after completion of training by all employees and subcontractor personnel.

1.7.21.2 Access and General Protection/Security Policy and Procedures: Contractor and all associated sub-contractors’ employees shall comply with applicable installation, facility, and area commander installation/facility access and local security policies and procedures (provided by government representative). The contractor shall also provide all information required for background checks to meet installation access requirements to be accomplished by installation Provost Marshall Office, Director of Emergency Services, or Security Office. Contractor workforce must comply with all personal identity verification requirements as directed by DOD, HQDA, and/or local policy. In addition to the changes otherwise authorized by the changes clause of this contract, should the Force Protection Condition (FPCON) at any individual facility or installation change, the Government may require changes in contractor security matters or processes.

1.7.21.3 iWATCH Training: The contractor and all associated sub-contractors shall brief all employees on the local iWATCH program (training standards provided by the requiring activity ATO). This local developed training will be used to inform employees of the types of behavior to watch for and instruct employees to report suspicious activity to the COR. This training shall be completed within 30 calendar days of contract award and within 15 calendar days of new employees commencing performance with the results reported to the COR NLT 30 calendar days after contract award.

1.7.21.5 Contractor Employees Who Require Access to Government Information Systems (IS):

All contractor employees with access to a government IS must be registered in the ATCTS (Army Training Certification Tracking System) at commencement of services, and must successfully complete the DOD Information Assurance Awareness prior to access to the IS and then annually thereafter.

1.7.21.6 For Contracts that Require an OPSEC Standing Operating Procedure (SOP)/Plan: The contractor shall develop an OPSEC SOP/Plan within 90 calendar days of contract award, to be reviewed and approved by the responsible Government OPSEC officer, per AR 530-1, Operations Security. This SOP/Plan will include the government's critical information, why it needs to be protected, where it is located, who is responsible for it, and how to protect it. In addition, the contractor shall identify an individual who will be an OPSEC Coordinator. The contractor will ensure this individual becomes OPSEC Level II certified per AR 530-1.

1.7.21.7 For Contracts that Require OPSEC Training: Per AR 530-1, Operations Security, new contractor employees must complete Level I OPSEC training within 30 calendar days of their reporting for duty. All contractor employees must complete annual OPSEC awareness training.

1.7.21.8 For Information Assurance (IA)/Information Technology (IT) Training: All contractor employees and associated sub-contractor employees must complete the DoD IA awareness training before issuance of network access and annually thereafter. All contractor employees working IA/IT functions must comply with DoD and Army training requirements in DoDD 8570.01, DoD 8570.01-M and AR 25-2 within six months of employment.

1.7.21.9 For Information Assurance (IA)/Information Technology (IT) Certification: Per DoD 8570.01-M, DFARS 252.239.7001, and AR 25-2, the contractor employees supporting IA/IT functions shall be appropriately certified upon contract award. The baseline certification as stipulated in DoD 8570.01-M must be completed upon contract award.

1.7.22 Emergency Services

1.7.22.1 The Contractor shall have competent personnel trained and capable of dealing with minor personnel injuries. The Contractor or their employees shall immediately notify their supervisor of any accident requiring emergency medical treatment. The Contractor will, in turn, notify the KO or COR within 30 minutes of the incident.

1.7.22.2 Emergency medical treatment and services for Contractor personnel is the responsibility of the Contractor.

PART 2

DEFINITIONS & ACRONYMS

2. DEFINITIONS AND ACRONYMS:

2.1. DEFINITIONS:

2.1.1. CONTRACTOR. A supplier or vendor awarded a contract to provide specific supplies or service to the government. The term used in this contract refers to the prime.

2.1.2. CONTRACTING OFFICER. A person with authority to enter into, administer, and or terminate contracts, and make related determinations and findings on behalf of the government.

Note: The only individual who can legally bind the government.

2.1.3. CONTRACTING OFFICER'S REPRESENTATIVE (COR). An employee of the U.S.

Government appointed by the contracting officer to administer the contract. Such appointment shall be in writing and shall state the scope of authority and limitations. This individual has authority to provide technical direction to the Contractor as long as that direction is within the scope of the contract, does not constitute a change, and has no funding implications. This individual does NOT have authority to change the terms and conditions of the contract.

2.1.4. DEFECTIVE SERVICE. A service output that does not meet the standard of performance associated with the Performance Work Statement.

2.1.5. DELIVERABLE. Anything that can be physically delivered, but may include non-manufactured things such as meeting minutes or reports.

2.1.6. KEY PERSONNEL. Contractor personnel that are evaluated in a source selection process and that may be required to be used in the performance of a contract by the Key Personnel listed in the PWS. When key personnel are used as an evaluation factor in best value procurement, an offer can be rejected if it does not have a firm commitment from the persons that are listed in the proposal.

2.1.7. PHYSICAL SECURITY. Actions that prevent the loss or damage of Government property.

2.1.8. QUALITY ASSURANCE. The government procedures to verify that services being performed by the Contractor are performed according to acceptable standards.

2.1.9. QUALITY ASSURANCE Surveillance Plan (QASP). An organized written document specifying the surveillance methodology to be used for surveillance of contractor performance.

2.1.10. QUALITY CONTROL. All necessary measures taken by the Contractor to assure that the quality of an end product or service shall meet contract requirements.

2.1.11. SUBCONTRACTOR. One that enters into a contract with a prime contractor. The Government does not have privity of contract with the subcontractor.

2.1.12. WORK DAY. The number of hours per day the Contractor provides services in accordance with the contract.

2.1.12. WORK WEEK. Monday through Friday, unless specified otherwise.

2.2. ACRONYMS:

ACOR Alternate Contracting Officer's Representative AFARS Army Federal Acquisition Regulation Supplement AR Army Regulation CCE Contracting Center of Excellence CFR Code of Federal Regulations CONUS Continental United States (excludes Alaska and Hawaii) COR Contracting Officer Representative COTS Commercial-Off-the-Shelf DA Department of the Army DD250 Department of Defense Form 250 (Receiving Report) DD254 Department of Defense Contract Security Requirement List DFARS Defense Federal Acquisition Regulation Supplement DMDC Defense Manpower Data Center DOD Department of Defense FAR Federal Acquisition Regulation HIPAA Health Insurance Portability and Accountability Act of 1996 KO Contracting Officer OCI Organizational Conflict of Interest OCONUS Outside Continental United States (includes Alaska and Hawaii) ODC Other Direct Costs PIPO Phase In/Phase Out POC Point of Contact PRS Performance Requirements Summary PWS Performance Work Statement QA Quality Assurance QAP Quality Assurance Program QASP Quality Assurance Surveillance Plan QC Quality Control QCP Quality Control Plan TE Technical Exhibit

PART 3

GOVERNMENT FURNISHED PROPERTY, EQUIPMENT, AND SERVICES

3. GOVERNMENT FURNISHED ITEMS AND SERVICES:

3.1. Services: Not applicable.

3.2 Facilities: Generally work will be performed on the Government installation and the Government will provide adequate physical work-space and office equipment, supplies, and all relevant field manuals, technical manuals, student handouts, and all other reference materials necessary to support the required services.

3.3 Utilities: The Government will provide all facility utilities necessary for the contractor’s use in performance of tasks outlined in this PWS. The Contractor shall instruct employees in utilities conservation practices. The contractor shall be responsible for operating under conditions that preclude the waste of utilities, which include turning off the water faucets or valves after using the required amount to accomplish cleaning vehicles and equipment.

3.4 Equipment: The Government will provide equipment and software to include: desk, computer equipment (to include all necessary hardware & software), an electronic mail (e-mail) account, use of the government telephone, facsimile machine, copier, and office supplies such as paper, pens, etc. as required for the performance of work under the task order.

PART 4

CONTRACTOR FURNISHED ITEMS AND SERVICES

4. CONTRACTOR FURNISHED ITEMS AND RESPONSIBILITIES:

4.1 General: The Contractor shall furnish all supplies, equipment, facilities and services required to perform work under this contract that are not listed under Section 3 of this PWS.

4.2 Secret Facility Clearance: Work under this PWS is UNCLASSIFIED and a security clearance will not be required.