Solicitation_-_HHSM-500-2016-RFP-0004_(Next_Generation_Desktop).pdf

HHSM-500-2016-RFP-0004 – Next Generation Desktop

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

SECTION C - DESCRIPTION/SPECIFICATIONS/WORK STATEMENT

SECTION D - PACKAGING AND MARKING

SECTION E - INSPECTION AND ACCEPTANCE

SECTION F - DELIVERIES OR PERFORMANCE

SECTION G - CONTRACT ADMINISTRATION DATA

SECTION H - SPECIAL CONTRACT REQUIREMENTS

SECTION I - CONTRACT CLAUSES

SECTION J - LIST OF ATTACHMENTS

SECTION K - REPRESENTATIONS, CERTIFICATIONS, AND OTHER

STATEMENTS OF OFFERORS OR QUOTERS

SECTION L - INSTRUCTIONS, CONDITIONS, AND NOTICES TO BIDDERS

SECTION M - EVALUATION FACTORS FOR AWARD

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

B.1 BRIEF DESCRIPTION OF SERVICES

The purpose of this contract is to continue operations, maintenance, enhancement, and performance of the Next Generation Desktop (NGD) application and other identified integration systems and backup supporting applications ensuring it continues to meet all current requirements, standards, as well as future requirements introduced by changing business needs, national program missions and strategies, as well as legislative mandates.

This contract will provide for further improvements to CMS’ Contact Center Operations (CCO) by continuing to optimize and improve the NGD, and by integrating the NGD with other communication channels in order to better serve CMS, its stakeholders, and members of the general public.

B.2 TYPE OF CONTRACT

This is a cost-plus-award-fee (CPAF) contract.

B.3 SCHEDULE

The following schedule delineates the estimated cost, base fee and award fee for each period of performance: (See also Attachment J.1 for an additional cost and fee breakout by month and Contract Line Item (CLIN)).

CLIN ESTIMATED COST BASE FEE AWARD FEE TOTAL CPAF

Base Period (0001) Option Year 1 (0002) Option Year 2 (0003) Option Year 3 (0004) Option Year 4 (0005) Option Year 5 (0006) Option Year 6 (0007) Option Year 7 (0008) Option Year 8 (0009) Option Year 9 (0010)

B.4 BASE FEE PAYMENT SCHEDULE

The base fee set forth in this contract will be paid in installments at the time of each monthly provisional payment. The amount of each such base fee installment shall be paid at the same ratio as the total base fee is to total estimated costs.

B.5 AWARD FEE

The amount of award fee the Contractor earns, if any, is based on an evaluation by the Government of the quality of the Contractor’s performance. This will be accomplished in accordance with a Performance Evaluation Plan (See Attachment J.2). NOTE: The determination of the award fee amount and the award fee methodology are unilateral decisions made solely at the discretion of the Government. The Government may unilaterally change the Performance Evaluation Plan at any time. However, any revisions to the evaluation criteria in the Plan shall be presented to the Contractor prior to the evaluation period in which it will be used.

B.6 ESTIMATED COST - INCREMENTALLY FUNDED CONTRACT

(a) The total estimated cost to the Government for full performance of this contract, including all allowable direct and indirect costs, is To be Determined (TBD).

(b) The following represents the schedule by which the Government expects to allot funds to this contract: (See Attachment J.3)

(c) Total funds currently obligated and available for payment under this contract are

$TBD.

(d) The Contracting Officer may issue unilateral modifications to obligate additional funds to the contract and make related changes to paragraphs (b) and/or (c) above.

(e) Until this contract is fully funded, the requirements of the clause at FAR 52.232–22, Limitation of Funds, shall govern. Once the contract is fully funded, the requirements of the clause at FAR 52.232-20, Limitation of Cost, govern.

This clause is applicable to Option Years 1 through 9. The Base Period (Transition) will be fully funded.

https://www.acquisition.gov/far/current/html/52_232.html%23wp1152962 https://www.acquisition.gov/far/current/html/52_232.html%23wp1152962 https://www.acquisition.gov/far/current/html/52_232.html%23wp1152929

SECTION C - DESCRIPTION/SPECIFICATIONS/WORK

STATEMENT

C.1 STATEMENT OF WORK

The attached Statement of Work (See Attachment J.4) provides requirements which the Contractor is expected to accomplish to meet minimum contract needs.

Independently, and not as an agent of the Government, the Contractor shall furnish the necessary services, personnel, materials, equipment, and facilities, not otherwise provided by the Government, as needed to perform this contract.

SECTION D - PACKAGING AND MARKING

D.1 PACKAGING, MARKING AND SHIPPING

All deliverables required under this contract shall be packaged, marked and shipped in accordance with the Statement of Work.

SECTION E - INSPECTION AND ACCEPTANCE

E.1 FAR 52.252-2 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 address:

www.acquisition.gov

E.2 INSPECTION AND ACCEPTANCE

a. All work under this contract is subject to inspection and final acceptance by the

Contracting Officer or the duly authorized representative of the Government.

b. The Government's Contracting Officer’s Representative (COR) is the duly authorized representative of the Government and is responsible for inspection and acceptance of all items to be delivered under this contract.

c. Inspection and acceptance of the Contractor's performance shall be in accordance with the applicable FAR clauses in Section E.1 above.

E.3 APPROVALS BY THE CONTRACTING OFFICER’S REPRESENTATIVE

(COR)

All items to be delivered to COR will be deemed to have been approved thirty (30) calendar days after date of delivery, except as otherwise specified in this contract, if written approval or disapproval has not been given within such period. The COR’s approval or revision to the items submitted shall be within the general scope of work stated in this contract.

NUMBER TITLE DATE

52.246-5 Inspection of Services - Cost-Reimbursement. APR 1984 http://www.acquisition.gov/

SECTION F - DELIVERIES OR PERFORMANCE

F.1 FAR 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

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 address:

www.acquisition.gov

52.242-15 Stop-Work Order. (AUG 1989) - Alternate I APR 1984

F.2 PERIOD OF PERFORMANCE

The work and services required hereunder shall be delivered as follows:

The transition-in will occur in the base period of the contract and shall be accomplished no later than one year from award. Performance beyond the base period may be authorized by the Government's right to unilaterally exercise the following option periods: (Note: Actual dates will be included at contract award)

TRANSITION

Base Period (Transition) – Date of award through no later than one year from award

FULL OPERATIONS

Option Year 1: 12 months from the expiration of the Base Period Option Year 2: 12 months from the expiration of Option Year 1 Option Year 3: 12 months from the expiration of Option Year 2 Option Year 4: 12 months from the expiration of Option Year 3 Option Year 5: 12 months from the expiration of Option Year 4 Option Year 6: 12 months from the expiration of Option Year 5 Option Year 7: 12 months from the expiration of Option Year 6 Option Year 8: 12 months from the expiration of Option Year 7 Option Year 9: 12 months from the expiration of Option Year 8

NOTE: The option years delineated above may be executed in accordance with the option clause in Section I of this contract.

F.3 TIME AND PLACE OF DELIVERIES

The deliverables to be furnished must be delivered in accordance with the delivery schedule as specified in the Statement of Work.

http://www.acquisition.gov/

SECTION G - CONTRACT ADMINISTRATION DATA

G.1 CONTRACTOR PAST PERFORMANCE EVALUATION(S) (OCT 2014)

a. General:

In accordance with Federal Acquisition Regulation (FAR) 42.15, Contractor Performance Information, past performance evaluations shall be prepared at least annually and at the time the work under a contract or order is completed. Additional interim performance evaluations may be prepared at Contracting Officer discretion, as necessary.

CMS will utilize the Contractor Performance Assessment Reporting System (CPARS), the Government wide evaluation reporting tool for all past performance reports on contracts and orders, as appropriate. CPARS is a secure Internet website located at https://www.cpars.gov.

b. CPARS Process:

1. CPARS Training: Contractors may obtain CPARS training material and register for on-line training https://www.cpars.gov.

2. Post-Award Contract Registration: CMS is responsible for registering the contract in CPARS within 30 calendar days of contract award. The Contractor shall:

i. Designate at least one (1) point of contact that will be responsible for serving as the Contractor’s Representative (CR). Additional CRs may also be identified; and,

ii. Provide the CMS Contract Specialist with the name(s) and email address(es) of the CPARS point(s) of contact.

Once CMS registers the contract in CPARS, the CR(s) will receive an automated CPARS email message that contains User IDs and instructions for creating a password for future past performance evaluation processing.

3. Interim, Annual and Final Past Performance Evaluation Reports:

a. Issuing the Evaluation: Once the CMS Assessing Official (AO) issues an evaluation to the Contractor in CPARS, the CR(s) will receive an email instructing them to login to CPARS to review the evaluation.

b. Contractor Comments: The CR has the option to provide comments on the evaluation, indicate if they concur or do not concur with the evaluation, sign, and then return the evaluation to the AO. The CR has a total of 60 days following the AO’s evaluation signature date to submit comments. If the CR submits comments within the first 14 days following the AO’s signature date and the AO closes the evaluation, the evaluation will become available in Past Performance Information Retrieval System - Report Card (PPIRS-RC) within 1 day.

On day 15 following the AO’s evaluation signature date, the evaluation will become available in PPIRS-RC with or without CR comments and whether or not it has been closed by the AO. If no CR comments have been sent and the evaluation has not been closed, it will be marked as “Pending” in PPIRS-RC.

If the CR sends comments at any time prior to 61 days following the AO’s evaluation signature date, those comments will be reflected in PPIRS-RC within 1 day. On day 61 following the AO’s evaluation signature date, the CR will be “locked out” of the evaluation and may no longer send comments.

G.2 INDIRECT COST RATES (SEP 2014)

a. INDIRECT COST BILLING, CEILING and FINAL RATES:

1. Billing Rates:

i. Federal Acquisition Regulation (FAR) 52.216-7(e) Billing Rates, states, “Until final annual indirect cost rates are established for any period, the Government shall reimburse the Contractor at billing rates established by the Contracting Officer or by an authorized representative (the cognizant auditor), subject to adjustment when the final rates are established.

These billing rates—

(1) Shall be the anticipated final rates; and,

(2) May be prospectively or retroactively revised by mutual agreement, at either party’s request, to prevent substantial overpayment or underpayment.”

Therefore, the Government shall reimburse the Contractor at the established Billing Rates, as established by the Cognizant Federal Agency (CFA) or cognizant auditor. Any change(s) to the Billing Rate(s) established, shall be approved by the CFA or cognizant auditor. In the event the Billing Rate(s) exceed any Ceiling Rate(s) established in G.2.a.2. below, the Government shall reimburse the Contractor at the Ceiling Rate(s).

ii. Interim Billing Rates: In the event that the Contractor does not have

Contracting Officer or authorized representative (cognizant auditor) established Billing Rates, the following Interim Billing Rates apply to this contract:

INTERIM BILLING RATES

Indirect

Cost Pool Billing Rate Rate Base

Contractor Fiscal Year

Fringe (Ceiling

NA)

TBD (a)

Overhead TBD (b) G&A TBD (c) Other TBD (d)

Rates are applied to the following rate base(s):

a. Fringe rate is applied to …

b. Overhead rate is applied to…

c. G&A rate is applied to…

The above rates shall be used for reimbursement on contractor billings, pending review of a well-supported Billing Rate proposal, which is required to be submitted to the mailbox identified below, by the Contractor within six (6) months of contract award. The proposal shall be based upon at least four

(4) months of actual costs and estimated costs for the current fiscal year and out-years of this contract. If you have prior year actuals, submit at least two

(2) years, if available.

For information about the proposal submission, refer to “Information for Contractors” at http://www.DCAA.Mil/Audit_Process_Overview.html.

CMS, or another CFA official or cognizant auditor, shall review the proposed rates in accordance with FAR 52.216-7(e) and FAR 42.704 Billing rates, to establish Billing rates for the current fiscal year and to provide current recommendations on the out-year rates. After receiving the established CFA or cognizant auditor Billing Rate Agreement, the Interim Billing Rates no longer apply.

Submit Billing Rate Proposals to:

AcquisitionDFSIncurredCostSubmission@CMS.HHS.Gov

2. Indirect Cost Ceiling Rate(s):

http://www.dcaa.mil/Audit_Process_Overview.html mailto:AcquisitionDFSIncurredCostSubmission@CMS.HHS.Gov

a) Indirect Cost Ceiling Rate(s) established (as applicable) for this contract are in accordance with FAR 42.707, Cost Sharing Rates and Limitations on Indirect Cost Rates, and are as indicated below in the chart.

INDIRECT COST “CEILING” RATES

Indirect Cost Pool Indirect Cost Ceiling Rate Contractor’s

Fiscal Year Rate/Allocation

Base

Overhead (a) G&A (b) Other (c)

Overhead (a)

Rates are applied to the following rate/allocation base(s):

Rate/Allocation Base a. Overhead rate is applied to …TBD Rate/Allocation Base b. G&A rate is applied to…TBD

b) When a ceiling rate(s) is/are established –

(1) The Government will not be obligated to pay any additional amount, should the final indirect cost rate(s) exceed the negotiated ceiling rate(s).

(2) In the event a final indirect cost rate is less than the negotiated ceiling rate, costs will be reimbursed at the final indirect cost rate.

3. Final Indirect Cost Rates: Pursuant to the provisions of FAR 52.216-7, Allowable Cost & Payment, the allowable Indirect Costs under this contract shall be obtained by applying the CFA approved Final Indirect Cost Rate(s) or the Ceiling Rate(s) (whichever are lower) to the appropriate cost base.

b. INDIRECT COST RATE (ICR) PROPOSAL: Pursuant to FAR 52.216-7, Allowable Cost and Payment, paragraph (d)(2), Final indirect cost rates, the Contractor shall submit an adequate final annual Indirect Cost Rate proposal within the 6-month period following the expiration of each of its fiscal years.

FAR 42.003(a) provides that the CFA, “…normally will be the agency with the largest dollar amount of negotiated contracts, including options.” FAR 42.703-1 further provides that a single agency shall be responsible for establishing final indirect cost rates for each business unit. This single agency is the CFA and may be DHHS, a delegated component of DHHS or another Federal Agency.

The Contractor shall submit its certified annual Indirect Cost Rate proposal to the following (both CMS and the CFA) as identified below:

CMS:

Electronic proposals shall be submitted in MS Word and Excel formats, with .pdf signed Certification, to (Do not .pdf the entire proposal):

Centers for Medicare & Medicaid Services Office of Acquisition & Grants Management Acquisition Business & Services Group Division of Financial Services at - AcquisitionDFSIncurredCostSubmission@CMS.HHS.Gov

AND

COGNIZANT FEDERAL AGENCY:

Any questions about CFA responsibilities may be submitted to the OAGM, ABSG, Division of Financial Services at:

AcquisitionDFSIncurredCostSubmission@CMS.HHS.Gov.

G.3: PAYMENTS – VOUCHERS (Cost Reimbursement Contracts – OCT 2015)

a. GENERAL: The Contractor may submit to the Government a voucher or

Standard Form 1034, Public Voucher for Purchases and Services Other Than Personal, for payment in accordance with the instructions below.

b. METHOD OF PAYMENT: CMS shall only make an electronic payment for reimbursement of voucher submissions in accordance with FAR 52.232-33, mailto:AcquisitionDFSIncurredCostSubmission@CMS.HHS.Gov mailto:AcquisitionDFSIncurredCostSubmission@cms.hhs.gov

Payments by Electronic Funds Transfer – System for Award Management. In order to receive payments, the contractor shall register in the System for Award Management (SAM) database, in accordance with FAR 52.204-7, System for Award Management.

c. ADDRESS CHANGES: The contractor shall notify CMS’ Division of Accounting Operations of all banking and address changes in SAM via the following email address: CCRChanges@cms.hhs.gov.

d. CONTENT OF VOUCHER - Vouchers shall include, at a minimum:

• Contractor’s name and address

• Contractor’s Tax Identification Number (TIN)

• Contractor’s DUNS Number

• Voucher Number to include the designation of the Contract Payment Category

Type as follows:

• Contract Payment Category Type (see table below): TBD upon Award

• Contract and Order Number, as applicable;

• Contract line item number and/or Subcontract line item number;

• Description, quantity, unit of measure, unit price and extended price/cost of the items actually delivered or services rendered, i.e., Labor category and labor hours x labor rate = total direct labor dollars, subcontractor costs, travel, other direct costs, overhead rate(s), etc.;

• Shipping and payment terms;

• Terms of any discount for prompt payment offered;

• Other substantiating documentation or information as required by the contract;

• Name, title, phone number and complete mailing address of responsible official to whom payment is to be sent;

• Name, title, phone number of person to notified in the event of a defective voucher; and,

• Period of performance for delivery date of goods or services provided.

mailto:CCRChanges@cms.hhs.gov

INVOICE/VOUCHER REVIEW/APPROVAL PROCESSING TIME FRAMES

Contract Payment Category Types ($ = Total Contract Value) Days = Calendar Days

TYPE I TYPE II TYPE III TYPE IV

Type IA Type

IB Type IIIA Type IIIB

All Small Businesses (No $ Limit)

All QIOs (No $ Limit)

All Other Contracts

(No $ Limit)

Simplified Acquisitions

$3K to $150K (Small

Businesses)

Simplified Acquisitions

$3K to $6.5M (Large

Businesses)

All Large Business

Prime Contracts with Small Business Subcontractors

Total Processing Time

15 Days Not-to-

Exceed 30 Days

Days

Not-to- Exceed

Days 30 Days

15 Days Not-to-

Exceed 30 Days 30 Days

28 Days Not-to-Exceed

30 Days

e. MAILINGS: Vouchers shall be submitted as follows:

1. ELECTRONIC MAIL: The contractor shall submit an electronic copy of the voucher to both of the following individuals:

• Contract Specialist – TBD@CMS.HHS.Gov; and

• COR - TBD@CMS.HHS.Gov.

2. REGULAR MAIL: An original hard copy of the voucher shall be submitted to the address below:

Department of Health & Human Services

OFM/Division of Accounting Operations P.O. Box 7520 Baltimore, MD 21207-0520

3. OVERNIGHT MAIL: If the contractor chooses to use an overnight mail carrier, the original hard copy of the voucher shall be submitted to the address below:

Department of Health & Human Services

OFM/Division of Accounting Operations 7500 Security Boulevard/Mailstop: C3-11-03 Baltimore, MD 21244-1850

f. PAYMENTS: The Government shall make provisional payments on all vouchers

(pending the completion of a final audit of the Contractor's cost records) in mailto:TBD@CMS.HHS.Gov mailto:TBD@CMS.HHS.Gov accordance with:

• FAR 52.216-7, Allowable Cost & Payment, and

• FAR 52.232-1, Payments, and upon acceptance by the Contracting Officer’s Representative (COR) of the required supplies/services in accordance with the applicable FAR Inspection and Acceptance clause and the Contracting Officer’s approval.

Reimbursement for vouchers submitted under this contract shall be made not later than thirty (30) calendar days after receipt of an acceptable voucher from the Contractor requested at the paying office designated above. Any discrepancies determined as a result of the audit could delay the processing of the voucher and may result in the voucher being returned to the Contractor for corrections.

g. INTEREST ON OVERDUE PAYMENT

The Prompt Payment Act, Public Law 97-177 (96 Stat.85.31 U.S.C. 1801) is applicable to payments under this contract and requires the payment of interest on payments made more than 30 calendar days after receipt of an voucher by the Division of Accounting Operations.

Determinations of interest due will be made in accordance with the provisions of the Prompt Payment Act and Office of Management and Budget Circular A-125.

G.4 GOVERNMENT CONTRACTING OFFICERS REPRESENTATIVE (COR)

The following COR will represent the Government for the purpose of this contract:

[TBD]

COR responsibilities are outlined in the COR memorandum which will be provided at time of award.

The Government may unilaterally change its’ COR designation.

G.5 TECHNICAL DIRECTION

a. Technical Direction includes

• Directions to the Contractor which redirect the contract effort, shift work emphasis between work areas or tasks, require pursuit of certain lines of inquiry, fill in details or otherwise serve to accomplish the contractual statement of work.

• Provision of information to the Contractor which assists in the interpretation of drawings, specifications, or technical portions of the work description.

• Review and, where required by the contract, approval of technical reports, drawings, specifications, and technical information to be delivered by the Contractor to the Government under the contract.

b. Technical direction must be within the general Scope of Work stated in the contract.

The COR does not have the authority to and may not issue any technical directions which:

• Constitutes an assignment of additional work outside the general Scope of Work of the contract.

• Constitutes a change as defined in the contract clause entitled "Changes - Cost Reimbursement."

• In any manner causes an increase or decrease in the total estimated contract cost, base fee, or the time required for contract performance.

• Changes any of the expressed terms, conditions, or specifications of the contract.

c. All technical direction shall be issued in writing by the COR or shall be confirmed by him/her in writing within 5 working days after issuance.

d. The Contractor shall proceed promptly with the performance of technical direction duly issued by the COR in the manner prescribed by this article and within his/her authority under the provisions of this article.

e. If, in the opinion of the Contractor, any instruction or direction issued by the COR is within one of the categories as defined in (b) above, the Contractor shall not proceed but shall notify the Contracting Officer in writing within 5 working days after the receipt of any such instruction or direction and shall request the Contracting Officer to modify the contract, accordingly. Upon receiving such notification from the Contractor, the Contracting Officer shall issue an appropriate contract modification or advise the Contractor in writing that, in his/her opinion, the technical direction is within the scope of this contract. The Contractor shall thereupon proceed immediately with the instructions or direction or upon the contract action to be taken with respect thereto and shall be subject to the provision of the contract clause entitled "Disputes."

G.6 BUSINESS MEALS

a. It is the Department’s policy that OPDIVS and STAFFDIVS shall not use appropriated funds to purchase food (whether for conferences or meetings; for meals, light refreshments, or beverages; or for Federal or non-Federal participants).

b. NOTE: This contract clause does not pertain to the meals portion of allowable costs incurred as part of the per diem expense allowed under the Federal Travel Regulations (FTRs). However, Contractor employees on travel status must remove the cost of the meal(s) from their allowable per diem reimbursement when attending conferences or meetings where meals are included in the cost of a conference or meeting.

G.7 USE OF GOVERNMENT DATA

a. Any data given to the Contractor by the Government shall be used only for the performance of the contract unless the Contracting Officer specifically permits another use, in writing. Should the Contracting Officer permit the Contractor the use of Government-supplied data for a purpose other than solely for performance of this contract and, if such use could result in a commercially viable product, the Contracting Officer and the Contractor must negotiate a financial benefit to the Government. This benefit should most often be in the form of a reduction in the price of the contract; however, the Contracting Officer may negotiate any other benefits he/she determines is adequate compensation for the use of these data.

b. Upon the request of the Contracting Officer, or the expiration date of this contract, whichever shall come first, the Contractor shall return or destroy all data given to the Contractor by the Government. However, the Contracting Officer may direct that the data be retained by the Contractor for a specific period of time, which period shall be subject to agreement by the Contractor. Whether the data are to be returned, retained, or destroyed shall be the decision of the Contracting Officer with the exception that the Contractor may refuse to retain the data. The Contractor shall retain no data, copies of data, or parts thereof, in any form, when the Contracting Officer directs that the data be returned or destroyed. If the data are to be destroyed, the Contractor shall directly furnish evidence of such destruction in a form the Contracting Officer shall determine is adequate.

G.8 CONSULTANT APPROVAL

a. The Contractor shall obtain prior written approval from the Contracting Officer whenever an individual and/or commercial entity is to be reimbursed as a "Consultant" under this contract. The term “Consultant” is defined in FAR 31.205- 33.

b. To obtain approval of proposed consultants, the Contractor must submit the following to the Contracting Officer:

• The necessity of contracting for the service, considering the contractor’s capability in the particular area.

• The past pattern of acquiring such services and their costs.

• Whether the service can be performed more economically by employment rather than by contracting.

• The qualifications of the individual or concern rendering the service and the customary fee charged, especially on non-Government contracts.

• A written determination that the rate proposed for the consultant is fair and reasonable and the Contractor's statement regarding whether or not the fees paid to the Consultant will exceed the lowest fee charged by others for performing similar consulting services.

• A justification for the number of hours proposed for the Consultant.

• A copy of the contractual agreement for the service which shall include description of the service, estimate of time required, rate of compensation, termination provisions.

c. The following consultants are hereby approved for the periods of time, rates and total amounts shown:

NAME # DAYS DAILY/HOURLY

RATE

TOTAL

AMOUNT

G.9 SUBCONTRACTING PROGRAM FOR SMALL BUSINESSES

a. The subcontracting plan submitted and approved by the Contracting Officer for this requirement is incorporated herein and made a part of this contract at J.5.

b. The Contractor has established, in its’ subcontracting plan, the following goals for awards to small business (SB), small-disadvantaged business (SDB) concerns, women owned small business (WOSB), HUBZone small business, Service Disabled Veteran Owned Small Business (DVOSB), and Veteran Owned Small Business

(VOSB).

(1) $ ____ of the total planned subcontract amount of $________ to small business concerns (including SB, SDB, WOSB, HUBZone, DVOSB and

VOSB),

(2) $____of the total planned subcontract amount of $_________ to small business concerns owned and controlled by socially and economically disadvantaged individuals, and

(3) $____ of the total planned subcontract amount of $_________to small women owned business.

(4) $____ of the total planned subcontract amount of $_________ to HUBZone small business.

(5) $____ of the total planned subcontract amount of $_________ to veteran-owned small business.

(6) $____ of the total planned subcontract amount of $__________ to service-disabled veteran-owned small business

(7) $____ of the total planned subcontract amount of $________ to other than small business.

(End of Clause)

G.10 DESIGNATION OF PROPERTY ADMINISTRATOR

a. The Contractor is responsible for an annual physical inventory accounting for all government property under this contract. The inventory must be conducted by September 30th and the DHHS Form 565 Report of Accountable Personal Property submitted by October 31st of each year.

b. The inventory report shall include all items acquired, furnished, rented or leased under the contract. Employees who conduct the inventories should not be the same individuals who maintain the property records. Following the physical inventory, the contractor shall prepare an inventory report and submit the report to the CMS Property Administrator at the following address:

Centers for Medicare & Medicaid Services Administrative Services Group Attn: Tyrone Harris Division of Printing, Mail, and Logistics 7500 Security Blvd, MS SLL-14-06 Baltimore, MD 21244-1850

c. The Contractor shall submit a consolidated report of all government property under this contract, including subcontractor inventory information.

d. The final inventory report shall indicate that all items required for continued contract performance are acceptable and free from contamination. Property that is no longer usable or required shall be reported and disposition requested through the Contracting Officer via submission of a Form HHS-22. The final inventory report shall be submitted upon the date of contract expiration.

G.11 GOVERNMENT FURNISHED PROPERTY

Pursuant to FAR Part 45 - Government Property and Clause 52.245-1, of this contract, the Government will furnish for performance of the work required herein, items as specified in Attachment J.6.

G.12 CONTRACTING OFFICER’S AUTHORIZATION (COA)

a. In order to efficiently document approval of property purchases and to facilitate invoice approval and final contract audits, a COA is required prior to the purchase of Contractor Acquired Property (CAP) over $1,000.

b. Requests for a COA shall include:

• Reason for the purchase and why it is appropriate.

• Complete listing of items to be purchased.

• Competing quotes if applicable or justification for sole source.

• Recommended Source

• Lease vs. Buy analysis or justification for its absence.

G.13 DISSEMINATION, PUBLICATION AND DISTRIBUTION OF

INFORMATION

a. Data and information either provided to the Contractor, or to any subcontractor or generated by activities under this contract or derived from research or studies supported by this contract, shall be used only for the purposes of the contract. It shall not be duplicated, used or disclosed for any purpose other than the fulfillment of the requirements set forth in this contract. This restriction does not limit the contractor's right to use data or information obtained from a non-restrictive source. Any questions concerning "privileged information" shall be referred to the Contracting Officer.

b. Some data or information may require special consideration with regard to the timing of its disclosure so that preliminary findings which could create erroneous conclusions are not simulated. Also, some data or information, which relate to policy matters under consideration by the Government, may also require special consideration with regard to the timing of its disclosure so that the open and vigorous debate, within the government, of possible policy options is not damaged.

c. Any questions about use or release of the data or information or handling of material under this contract shall be referred to the Contracting Officer who must render a written determination. The Contracting Officer's determinations will reflect the results of internal coordination with appropriate program and legal officials.

d. Written advance notice of at least forty-five (45) days shall be provided to the Contracting Officer of the Contractor's desire to release findings of studies or research or data or information described above. If the Contractor disagrees with the

Contracting Officer's determination, and if this disagreement cannot be settled by the Contractor and the Contracting Officer in a mutually satisfactory manner, then the issue will be settled pursuant to the "Disputes" clause.

e. Any presentation of any report, statistical or analytical material based on information obtained from this contract shall be subject to review by the COR before dissemination, publication, or distribution. Presentation includes, but is not limited to, papers, articles, professional publications, speeches, testimony or interviews with public print or broadcast media. This does not apply to information that would be available under the Federal Freedom of Information Act.

f. The COR’s review shall cover accuracy, content, manner of presentation of the information, and also the protection of the privacy of individuals. If the review finds that the Privacy Act is or may be violated, the release/use of the presentation shall be denied until the offending material is removed or until the Contracting Officer makes a formal determination, in writing, that the privacy of individuals is not being violated.

g. If the review shows that the accuracy, content, or manner of presentation is not correct or is inappropriate in the light of the purpose of the project, the COR shall immediately inform the Contractor, in writing, of the nature of the problem. If the Contractor disagrees, the COR may insist that the presentation contain, in a manner of equal importance, materials which show the government's problem with the presentation.

h. The Contractor agrees to acknowledge support by CMS whenever reports of projects funding, in whole or in part, by this contract are published in any medium. The Contractor shall include in any publication resulting from work under this contract, an acknowledgement substantially, as follows:

"The analyses upon which this publication is based were performed under Contract Number [ ], entitled, "[ ]," sponsored by the Centers for Medicare and Medicaid Services, Department of Health and Human Services."

Any deviation from the above legend shall be approved, in writing, by the Contracting Officer.

G.14 CMS CONTRACTING PERSONNEL

The following CMS personnel are points of contact for this contract:

Contracting Officer Deborah S. Lester Division of Beneficiary Support Contract Office of Acquisition and Grants Management Mail Stop: B3-30-03

410-786-5136 Deborah.Lester@cms.hhs.gov

Contract Specialist Elliott Sloan Division of Beneficiary Support Contract Office of Acquisition and Grants Management Mail Stop: B3-30-03 410-786-0320 Elliott.Sloan@cms.hhs.gov

Contracting Officer’s Representative (COR) To Be Determined Call Center Operations Group Division of Call Center Systems Mail Stop:

Phone:

Email:

G.15 SMALL DISADVANTAGED BUSINESS (SDB) PARTICIPATION

In accordance with FAR 19.1202-4, when an evaluation includes an SDB participation evaluation factor that considers the extent to which SDB concerns are specifically identified, the SDB concerns considered in the evaluation shall be listed in the contract.

The contractor shall notify the Contracting Officer of any substitutions of these firms.

The following small disadvantaged businesses have been identified:

[To Be Determined]

The following are the SDB participation targets for this contract:

DOLLARS

PERCENTAGE OF TOTAL

CONTRACT

To Be Proposed To be Proposed

NOTE: Small Disadvantaged Business Concern is defined at FAR 2.101

SECTION H - SPECIAL CONTRACT REQUIREMENTS

H.1 BUSINESS ETHICS, CONFLICT OF INTEREST AND COMPLIANCE (DEC

2015)

a. General:

It is imperative that the Contractor and the services provided under this contract be free, to the greatest extent possible, of all Organizational and Personal Conflicts of Interest. In this clause, all references to Organizational and/or Personal Conflicts of Interests will be referred to individually or collectively, as the text justifies, as Conflicts of Interest (COI).

Except as provided below, the Contracting Officer shall not maintain a contract with a Contractor that the Contracting Officer determines has, or has the potential for, an unresolved COI. However, in accordance with FAR 9.503 Waiver, the Contracting Officer may contract with a Contractor that has an unresolved COI if the Contracting Officer determines that it is in the best interest of the Government to do so.

b. Definitions:

Actual COI– means that the COI is currently in existence as determined by the Offeror’s or Contractor’s Compliance Officer and/or as determined by CMS. This form of COI will require avoidance, neutralization or mitigation acceptable to CMS.

Affiliates – As defined in FAR 2.101 means associated business concerns or individual(s) if, directly or indirectly either one controls or can control the other; or a third party controls or can control both.

For purposes of this contract, affiliate control or influence may include, but is not limited to:

(a) Interlocking management or ownership (e.g., individuals serving in similar capacities in several companies);

(b) Identity of interests among family members such as spouse/domestic partner and/or any dependent of the respondent;

(c) Shared facilities and equipment;

(d) Common use of employees; or

(e) A business concern organized just prior to, or immediately following, the release of a solicitation or request for information, which has the same or similar management, ownership, or principal employees as the offeror or Contractor.

Any business, whether or not it is organized for profit or located in the United States or its outlying areas, or person may be found to be an affiliate. Control may be affirmative or negative and it is immaterial whether it is exercised so long as the power to control exists.

Apparent (Perceived) COI – means that the COI on first observation appears to be an actual or potential COI, but may or may not be after analysis. Even if the apparent COI is determined to be non-existent, this perception may still require further explanation.

Avoidance – means Government action taken in one acquisition that is intended to prevent a COI in that acquisition or in a future action. Methods of avoiding COIs include, but are not limited to:

• Drafting the statement of work (SOW) to exclude tasks that require Contractors to utilize subjective judgment; or

• Obtaining advice from more than one source on any issue on which there are concerns about an COI so that there is no area in which the Government is relying solely on the advice of any one of the sources; or

• Excluding an offeror from participation in a contract award.

Financial Interests/Relationships – means a healthcare related direct or indirect ownership or investment interest (including an option or non-vested interest) in any entity that exists through equity, debt, or other means and includes any indirect ownership or investment interest no matter how many levels removed from a direct interest.

A financial interest/relationship may arise from the following non-exclusive examples:

(a) Compensation, including wages, salaries, commissions, professional fees, or fees for business referrals;

(b) Current or known future arrangements or requirements for which you are defined as an interested party, including, but not limited to, an entity that may create one or more of the three forms of COI;

(c) Consulting relationships, including commercial and professional consulting and service arrangements, scientific and technical advisory board memberships, or serving as an expert witness in litigation;

(d) Services provided in exchange for honorariums including travel expense reimbursements;

(e) Research funding or other forms of research support;

(f) Healthcare related investment in the form of stock or bond ownership, including healthcare sector investment only mutual funds;

(g) Healthcare business ownership or partnership interests;

(h) Patents, copyrights, and other intellectual property interests;

(i) Seeking or negotiating for prospective employment or business; or

(j) Gifts, including travel.

Mitigation– means action taken by the Contractor to reduce the COI risk to a level acceptable to CMS on a present contract.

Neutralization – means excluding or restricting a Contractor from offering, as a prime or subcontractor, on future contracts while allowing the Contractor to perform on the instant contract. This method protects the Government’s interests in cases where the Contractor’s work on the instant contract could be biased or impaired by virtue of its expectation of future work, or when the Contractor would have an unfair advantage in competing for award of the future work.

Organizational Conflict of Interest – In accordance with FAR 2.101 Definitions, means that because of other activities or relationships with other persons, a person is unable, or potentially unable, to render impartial assistance or advice to the Government, or the person’s objectivity in performing the contract work is, or might be, otherwise impaired, or a person has an unfair competitive advantage.

For purposes of this contract, the conflict of interest definition includes direct or indirect relationships including, but not limited to, the Contractor and its parent company, subsidiaries, affiliates, subcontractors, clients and principals.

Personal Conflicts of Interest – A situation in which a person has a financial interest, personal activity, or relationship that could impair the person’s ability to act impartially and in the best interest of the Government when performing under this contract.

(a) Among the sources of personal conflicts of interest are—

(i) Financial interests of the person, spouse/domestic partner and/or any other dependent of the person, as defined for Federal tax purposes;

(ii) Other employment or financial relationships (including seeking or negotiating for prospective employment or business) and,

(iii) Gifts, including travel.

(b) For example, financial interests referred to in paragraph (a)(i) of this definition may arise from—

(i) Compensation, including wages, salaries, commissions, professional fees, or fees for business referrals;

(ii) Consulting relationships;

(iii) Services provided in exchange for honoraria or travel expense reimbursements;

(iv) Research funding or other forms of research support;

(v) Healthcare related investments;

(vi) Real estate investments;

(vii) Patents, copyrights, and other intellectual property interests; or

(viii) Business ownership and investment interests.

Potential COI – means that the COI could become an actual COI due to contingency events and/or as determined by CMS. This form of COI will require avoidance, neutralization or mitigation acceptable to CMS.

Principal – As defined in FAR 52.203-13, Contractor Code of Business Ethics and Conduct, means an officer, director, owner, partner, or a person having primary management or supervisory responsibilities within a business entity (e.g., general manager, plant manager, head of a division or business segment, and similar positions).

Three (3) Types of COIs include:

Conflict Types Definitions

Biased Ground Rules

Consists of situations in which a firm, as part of its performance of a Government contract, has helped (or is in a position to help) set the ground rules for another Government contract by, for example, writing the statement of work or the specifications, or establishing source-selection criteria. In these “biased ground rules” cases, the primary concern is that the firm could skew the competition, whether intentionally or not, in favor of itself and/or its affiliates.

Impaired Objectivity

Consists of situations where a firm has an interest (typically financial) that may conflict with the interest of the Government to whom the firm has a contractual obligation, and the firm’s work under the Government contract could give the firm the opportunity to benefit its other business interests. If the firm is providing recommendations, judgment or advice, and its other business interests could be affected by that recommendation, judgment or advice, the firm’s objectivity may be impaired. An example is where the firm was evaluating itself, an affiliate or a competitor, either through an assessment of performance under another contract or an evaluation of proposals.

Unequal Access to Information

“Unfair” access to non-public information – Consists of situations in which a firm has access to nonpublic information (including proprietary information and non-public source-selection information) as part of its performance of a Government contract and that information may provide the firm with a competitive advantage in a later competition for a Government contract. In these “unequal access to information” cases, the concern is limited to the risk of the firm gaining an unfair competitive advantage;

there is no issue of bias. Note: Incumbency alone does not constitute “unequal access to information.”

c. Significant Potential Conflict of Interest: The Contracting Officer has determined that this contract may involve significant potential COIs.

1. Nature of Potential Conflict: Although not all inclusive, the Contracting Officer has determined that the following activities are considered to be an actual, potential or apparent COI with the work to be performed under this contract. The Contractor shall promptly notify the Contracting Officer of any relationships with any of the following entities:

For the purpose of identifying entities with actual, potential or apparent COIs, at a minimum, the entity is one that would-

(a) Develop a system for which it wrote the requirements; or

(b) Design infrastructure under a systems development contract that it will be selling the Government under a hosting contract; or

(c) Provide security testing or other testing on a system that it developed; or

(d) Inspect deliverables on behalf of the Government that it submitted to the

Government for inspection under a different contract; or

(e) Review or assess, for the Government, the performance or effectiveness of NGD operations; or

(f) Manage, facilitate or perform NGD User Acceptance Training (UAT); or

(g) Manage, facilitate or perform NGD Security Penetration Testing (SPT); or

(h) Provide Government with industry analysis, strategy recommendations, and/or specifications that are used to drive acquisition decisions and/or scope of work for the NGD.

(i) Offer health benefit products and services (e.g., claims, healthcare plans, etc.).

2. Proposed Restraint on Future Contractor Activities: CMS is proposing to restrain current and future Contractor activities as follows:

(a) Any entity holding a systems development contract or subcontract may not bid on a contract to perform work as a user of that system (either as a prime or as a subcontractor).

(b) A successful offeror may not, during the term of this NGD contract, bid on a contract to review or assess, for the Government, the performance or effectiveness of NGD operations;

(c) A successful offeror may not, during the term of this NGD contract, bid on a contract to manage, facilitate or perform NGD User Acceptance Testing

(UAT);

(d) A successful offeror may not, during the term of this NGD contract, bid on a contract to manage, facilitate or perform NGD Security and Penetration Testing (SPT).

(e) A successful offeror may not, during the term of this NGD contract, bid on a contract to manage, facilitate or perform VCS Help Desk Support.

d. Contractor Business Ethics, Conflict of Interest and Compliance Program

Requirements: FAR 3.10 and FAR 52.203-13, Contractor Code of Business Ethics and Conduct, identify “…policies and procedures for establishment of Contractor codes of business ethics and conduct, and display of agency Office of Inspector General (OIG) hotline posters.” (See Section I, FAR 52.203-14 fill-in information for the website where you can find the HHS OIG fraud hotline poster).

The following chart is provided to clarify requirements under this contract:

FAR 52.203-13 Requirements Applicability (X = Applicable)

Contracts < $5 Million

Contracts ≥$5Million

With a Small Business OR for

Commercial Items (as Defined in

FAR 2.101)

Contracts ≥$5Million With a Large Business (No Commercial Item Contracts)

CMS COI DISCLOSURES X X X

PLAN FOR

MONITORING/REPORTING COIs (Large Businesses Shall Incorporate COI Monitoring/Reporting as Part of Its Compliance Program)

X X X CODE OF CONDUCT Not Required X X COMPLIANCE PROGRAM Not Required Not Required X

1. COI Oversight Program: The Contractor shall maintain an effective COI

Oversight Program. As part of the program, the contractor shall implement company business practices, procedures, polices and internal controls for compliance with COI requirements, such as:

(a) Preventing conflicts of interest, prohibiting the use of non-public information accessed through this contract for personal gain, and obtaining a signed non-disclosure agreement to prohibit disclosure of non-public information accessed through this contract;

(b) Conducting Internal and External Audits;

(c) Policy Enforcement and Employee Disciplinary Actions;

(d) Retention of Records;

(e) Management of Subcontractors;

(f) Internal control systems;

(g) Display of Fraud Hotline Poster(s) in accordance with FAR 52.203-14

Display of Hotline Poster(s).

(h) Reviewing the information required by Attachment J.9, Contractor

Personal…