HQ003417R0028_04142017.pdf

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until 12:00 PM local t ime 19 May 2017

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53 - 55 X H 56 - 61

RATING PAGE OF PAGES

7. ISSUED BY

(Date)

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

Previous Edition is Unusable 33-134 STANDARD FORM 33 (REV. 9-97)

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

1 61

(If other than Item 7)

15A. NAME 16. NAME AND TITLE OF PERSON AUTHORIZED TO

AND

ADDRESS SIGN OFFER (Type or print)

OF

OFFEROR

AMENDMENT NO. DATE

15B. TELEPHONE NO (Include area code) 17. SIGNATURE15C. CHECK IF REMITTANCE ADDRESS

IS DIFFERENT FROM ABOVE - ENTER

SUCH ADDRESS IN SCHEDULE.

18. OFFER DATE

1. THIS CONTRACT IS A RATED ORDER

UNDER DPAS (15 CFR 700)

2. CONTRACT NO.

HQ0034 8. ADDRESS OFFER TO

See Item 7

9. Sealed offers in original and 3 copies for furnishing the supplies or services in the Schedule will be received at the place specified in Item 8, or if handcarried, in the depository located in

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

10. FOR INFORMATION

CALL:

A. NAME (NO COLLECT CALLS)

11. TABLE OF CONTENTS

SOLICITATION/ CONTRACT FORM

SUPPLIES OR SERVICES AND PRICES/ COSTS

2 - 20

X I CONTRACT CLAUSES

DESCRIPTION/ SPECS./ WORK STATEMENT X

PACKAGING AND MARKING

J LIST OF ATTACHMENTS

INSPECTION AND ACCEPTANCE

DELIVERIES OR PERFORMANCE

21 - 22

23 - 26 X K REPRESENTATIONS, CERTIFICATIONS AND

OTHER STATEMENTS OF OFFERORS

CONTRACT ADMINISTRATION DATA X

SPECIAL CONTRACT REQUIREMENTS

OFFER (Must be fully completed by offeror) 27 - 35 X M

L INSTRS., CONDS., AND NOTICES TO OFFERORS

EVALUATION FACTORS FOR AWARD

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

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

13. DISCOUNT FOR PROMPT PAYMENT

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

14. ACKNOWLEDGMENT OF AMENDMENTS

(The offeror acknowledges receipt of amendments

AMENDMENT NO. DATE

to the SOLICITATION for offerors and related documents numbered and dated):

FACILITY

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

SOLICITATION, OFFER AND AWARD

X

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

PART I - THE SCHEDULE

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

EMAIL:TEL: (Signature of Contracting Officer)

CODE CODE

B. TELEPHONE (Include area code) C. E-MAIL ADDRESS

AWARD (To be completed by Government)

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

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

10 U.S.C. 2304(c)( ) 41 U.S.C. 253(c)( ) (4 copies unless otherwise specified)

23. SUBMIT INVOICES TO ADDRESS SHOWN IN ITEM

24. ADMINISTERED BY (If other than Item 7) CODE 25. PAYMENT WILL BE MADE BY CODE

PART IV - REPRESENTATIO NS AND INSTRUCTIO NS

PART III - LIST O F DO CUMENTS, EXHIBITS AND O THER ATTACHMENTS

36- 49

PART II - CO NTRACT CLAUSES

WHS - ACQUISITION DIRECTORATE

1225 S CLARK STREET, SUITE 900

ARLINGTON VA 22202-4371

FAX:

TEL:

FAX:

TEL:

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

SOLICITATION

6. REQUISITION/PURCHASE NO.5. DATE ISSUED

18 Apr 2017

4. TYPE OF SOLICITATION

SEALED BID (IFB)

NEGOTIATED (RFP)

[ X ]

3. SOLICITATION NO.

HQ003417R0028

Section B - Supplies or Services and Prices

ITEM NO SUPPLIES/SERVICES MAX

QUANTITY

UNIT UNIT PRICE MAX AMOUNT

0001 12 Months Contract Manager

FFP

See Exhibit 3 for Labor Category Descriptions

MAX

NET AMT

UNIT UNIT PRICE MAX AMOUNT

0002 48 Months Project Manager Level 4

UNIT UNIT PRICE MAX AMOUNT

0003 156 Months Project Manager Level 3

UNIT UNIT PRICE MAX AMOUNT

0004 168 Months Project Manager Level 2

UNIT UNIT PRICE MAX AMOUNT

0005 216 Months Project Manager Level 1

UNIT UNIT PRICE MAX AMOUNT

0006 12 Months Project Engineer

UNIT UNIT PRICE MAX AMOUNT

0007 72 Months Estimator

UNIT UNIT PRICE MAX AMOUNT

0008 36 Months Scheduler

UNIT UNIT PRICE MAX AMOUNT

0009 96 Months QA Inspector

UNIT UNIT PRICE MAX AMOUNT

0010 24 Months Commissioning Specialist

UNIT UNIT PRICE MAX AMOUNT

1001 12 Months OPTION Contract Manager

UNIT UNIT PRICE MAX AMOUNT

1002 48 Months OPTION Project Manager Level 4

UNIT UNIT PRICE MAX AMOUNT

1003 156 Months OPTION Project Manager Level 3

UNIT UNIT PRICE MAX AMOUNT

1004 168 Months OPTION Project Manager Level 2

UNIT UNIT PRICE MAX AMOUNT

1005 216 Months OPTION Project Manager Level 1

UNIT UNIT PRICE MAX AMOUNT

1006 12 Months OPTION Project Engineer

UNIT UNIT PRICE MAX AMOUNT

1007 72 Months OPTION Estimator

UNIT UNIT PRICE MAX AMOUNT

1008 36 Months OPTION Scheduler

UNIT UNIT PRICE MAX AMOUNT

1009 96 Months OPTION QA Inspector

UNIT UNIT PRICE MAX AMOUNT

1010 24 Months OPTION Commissioning Specialist

UNIT UNIT PRICE MAX AMOUNT

2001 12 Months OPTION Contract Manager

UNIT UNIT PRICE MAX AMOUNT

2002 48 Months OPTION Project Manager Level 4

UNIT UNIT PRICE MAX AMOUNT

2003 156 Months OPTION Project Manager Level 3

UNIT UNIT PRICE MAX AMOUNT

2004 168 Months OPTION Project Manager Level 2

UNIT UNIT PRICE MAX AMOUNT

2005 216 Months OPTION Project Manager Level 1

UNIT UNIT PRICE MAX AMOUNT

2006 12 Months OPTION Project Engineer

UNIT UNIT PRICE MAX AMOUNT

2007 72 Months OPTION Estimator

UNIT UNIT PRICE MAX AMOUNT

2008 36 Months OPTION Scheduler

UNIT UNIT PRICE MAX AMOUNT

2009 96 Months OPTION QA Inspector

UNIT UNIT PRICE MAX AMOUNT

2010 24 Months OPTION Commissioning Specialist

UNIT UNIT PRICE MAX AMOUNT

3001 12 Months OPTION Contract Manager

UNIT UNIT PRICE MAX AMOUNT

3002 48 Months OPTION Project Manager Level 4

UNIT UNIT PRICE MAX AMOUNT

3003 156 Months OPTION Project Manager Level 3

UNIT UNIT PRICE MAX AMOUNT

3004 168 Months OPTION Project Manager Level 2

UNIT UNIT PRICE MAX AMOUNT

3005 216 Months OPTION Project Manager Level 1

UNIT UNIT PRICE MAX AMOUNT

3006 12 Months OPTION Project Engineer

UNIT UNIT PRICE MAX AMOUNT

3007 72 Months OPTION Estimator

UNIT UNIT PRICE MAX AMOUNT

3008 36 Months OPTION Scheduler

UNIT UNIT PRICE MAX AMOUNT

3009 96 Months OPTION QA Inspector

UNIT UNIT PRICE MAX AMOUNT

3010 24 Months OPTION Commissioning Specialist

UNIT UNIT PRICE MAX AMOUNT

4001 12 Months OPTION Contract Manager

UNIT UNIT PRICE MAX AMOUNT

4002 48 Months OPTION Project Manager Level 4

UNIT UNIT PRICE MAX AMOUNT

4003 156 Months OPTION Project Manager Level 3

UNIT UNIT PRICE MAX AMOUNT

4004 168 Months OPTION Project Manager Level 2

UNIT UNIT PRICE MAX AMOUNT

4005 216 Months OPTION Project Manager Level 1

UNIT UNIT PRICE MAX AMOUNT

4006 12 Months OPTION Project Engineer

UNIT UNIT PRICE MAX AMOUNT

4007 72 Months OPTION Estimator

UNIT UNIT PRICE MAX AMOUNT

4008 36 Months OPTION Scheduler

UNIT UNIT PRICE MAX AMOUNT

4009 96 Months OPTION QA Inspector

UNIT UNIT PRICE MAX AMOUNT

4010 24 Months OPTION Commissioning Specialist

CONTRACT MINIMUM/MAXIMUM QUANTITY AND CONTRACT VALUE

The minimum quantity and contract value for all orders issued against this contract shall not be less than the minimum quantity and contract value stated in the following table. The maximum quantity and contract value for all orders issued against this contract shall not exceed the maximum quantity and contract value stated in the following table.

MINIMUM

QUANTITY

MINIMUM

AMOUNT

MAXIMUM

QUANTITY

MAXIMUM

AMOUNT

$200,000.00 $60,000,000.00

Section E - Inspection and Acceptance

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

CLIN INSPECT AT INSPECT BY ACCEPT AT ACCEPT BY

0001 Destination Government Destination Government 0002 Destination Government Destination Government 0003 Destination Government Destination Government 0004 Destination Government Destination Government 0005 Destination Government Destination Government 0006 Destination Government Destination Government 0007 Destination Government Destination Government 0008 Destination Government Destination Government 0009 Destination Government Destination Government 0010 Destination Government Destination Government 1001 Destination Government Destination Government 1002 Destination Government Destination Government 1003 Destination Government Destination Government 1004 Destination Government Destination Government 1005 Destination Government Destination Government 1006 Destination Government Destination Government 1007 Destination Government Destination Government 1008 Destination Government Destination Government 1009 Destination Government Destination Government 1010 Destination Government Destination Government 2001 Destination Government Destination Government 2002 Destination Government Destination Government 2003 Destination Government Destination Government 2004 Destination Government Destination Government 2005 Destination Government Destination Government 2006 Destination Government Destination Government 2007 Destination Government Destination Government 2008 Destination Government Destination Government 2009 Destination Government Destination Government 2010 Destination Government Destination Government 3001 Destination Government Destination Government 3002 Destination Government Destination Government 3003 Destination Government Destination Government 3004 Destination Government Destination Government 3005 Destination Government Destination Government 3006 Destination Government Destination Government 3007 Destination Government Destination Government 3008 Destination Government Destination Government 3009 Destination Government Destination Government 3010 Destination Government Destination Government 4001 Destination Government Destination Government 4002 Destination Government Destination Government 4003 Destination Government Destination Government

4004 Destination Government Destination Government 4005 Destination Government Destination Government 4006 Destination Government Destination Government 4007 Destination Government Destination Government 4008 Destination Government Destination Government 4009 Destination Government Destination Government 4010 Destination Government Destination Government

CLAUSES INCORPORATED BY REFERENCE

52.246-4 Inspection Of Services--Fixed Price AUG 1996

Section F - Deliveries or Performance

DELIVERY INFORMATION

CLIN DELIVERY DATE QUANTITY SHIP TO ADDRESS DODAAC /

CAGE

0001 POP 31-JUL-2017 TO

30-JUL-2018

N/A WHS/FSD/ECM/CONSTRUCTION MGMT

DIVISION

GREGORY PARKER

100 BOUNDARY CHANNEL DRIVE

ARLINGTON VA 22202-3712

703-693-8966 FOB: Destination

HQ0050

0002 POP 31-JUL-2017 TO

30-JUL-2018

N/A (SAME AS PREVIOUS LOCATION)

0003 POP 31-JUL-2017 TO

N/A (SAME AS PREVIOUS LOCATION)

0004 POP 31-JUL-2017 TO

N/A (SAME AS PREVIOUS LOCATION)

0005 POP 31-JUL-2017 TO

N/A (SAME AS PREVIOUS LOCATION)

0006 POP 31-JUL-2017 TO

N/A (SAME AS PREVIOUS LOCATION)

0007 POP 31-JUL-2017 TO

N/A (SAME AS PREVIOUS LOCATION)

0008 POP 31-JUL-2017 TO

N/A (SAME AS PREVIOUS LOCATION)

0009 POP 31-JUL-2017 TO

N/A (SAME AS PREVIOUS LOCATION)

0010 POP 31-JUL-2017 TO

N/A (SAME AS PREVIOUS LOCATION)

1001 POP 31-JUL-2018 TO

30-JUL-2019

N/A (SAME AS PREVIOUS LOCATION)

1002 POP 31-JUL-2018 TO

N/A (SAME AS PREVIOUS LOCATION)

1003 POP 31-JUL-2018 TO

N/A (SAME AS PREVIOUS LOCATION)

1004 POP 31-JUL-2018 TO

N/A (SAME AS PREVIOUS LOCATION)

1005 POP 31-JUL-2018 TO

N/A (SAME AS PREVIOUS LOCATION)

1006 POP 31-JUL-2018 TO

N/A (SAME AS PREVIOUS LOCATION)

1007 POP 31-JUL-2018 TO

N/A (SAME AS PREVIOUS LOCATION)

1008 POP 31-JUL-2018 TO

N/A (SAME AS PREVIOUS LOCATION)

1009 POP 31-JUL-2018 TO

N/A (SAME AS PREVIOUS LOCATION)

1010 POP 31-JUL-2018 TO

N/A (SAME AS PREVIOUS LOCATION)

2001 POP 31-JUL-2019 TO

30-JUL-2020

N/A (SAME AS PREVIOUS LOCATION)

2002 POP 31-JUL-2019 TO

N/A (SAME AS PREVIOUS LOCATION)

2003 POP 31-JUL-2019 TO

N/A (SAME AS PREVIOUS LOCATION)

2004 POP 31-JUL-2019 TO

N/A (SAME AS PREVIOUS LOCATION)

2005 POP 31-JUL-2019 TO

N/A (SAME AS PREVIOUS LOCATION)

2006 POP 31-JUL-2019 TO

N/A (SAME AS PREVIOUS LOCATION)

2007 POP 31-JUL-2019 TO

N/A (SAME AS PREVIOUS LOCATION)

2008 POP 31-JUL-2019 TO

N/A (SAME AS PREVIOUS LOCATION)

2009 POP 31-JUL-2019 TO

N/A (SAME AS PREVIOUS LOCATION)

2010 POP 31-JUL-2019 TO

N/A (SAME AS PREVIOUS LOCATION)

3001 POP 31-JUL-2020 TO

30-JUL-2021

N/A (SAME AS PREVIOUS LOCATION)

3002 POP 31-JUL-2020 TO

N/A (SAME AS PREVIOUS LOCATION)

3003 POP 31-JUL-2020 TO

N/A (SAME AS PREVIOUS LOCATION)

3004 POP 31-JUL-2020 TO

N/A (SAME AS PREVIOUS LOCATION)

3005 POP 31-JUL-2020 TO

N/A (SAME AS PREVIOUS LOCATION)

3006 POP 31-JUL-2020 TO

N/A (SAME AS PREVIOUS LOCATION)

3007 POP 31-JUL-2020 TO

N/A (SAME AS PREVIOUS LOCATION)

3008 POP 31-JUL-2020 TO

N/A (SAME AS PREVIOUS LOCATION)

3009 POP 31-JUL-2020 TO

N/A (SAME AS PREVIOUS LOCATION)

3010 POP 31-JUL-2020 TO

N/A (SAME AS PREVIOUS LOCATION)

4001 POP 31-JUL-2021 TO

30-JUL-2022

N/A (SAME AS PREVIOUS LOCATION)

4002 POP 31-JUL-2021 TO

N/A (SAME AS PREVIOUS LOCATION)

4003 POP 31-JUL-2021 TO

N/A (SAME AS PREVIOUS LOCATION)

4004 POP 31-JUL-2021 TO

N/A (SAME AS PREVIOUS LOCATION)

4005 POP 31-JUL-2021 TO

N/A (SAME AS PREVIOUS LOCATION)

4006 POP 31-JUL-2021 TO

N/A (SAME AS PREVIOUS LOCATION)

4007 POP 31-JUL-2021 TO

N/A (SAME AS PREVIOUS LOCATION)

4008 POP 31-JUL-2021 TO

N/A (SAME AS PREVIOUS LOCATION)

4009 POP 31-JUL-2021 TO

N/A (SAME AS PREVIOUS LOCATION)

4010 POP 31-JUL-2021 TO

N/A (SAME AS PREVIOUS LOCATION)

52.242-15 Stop-Work Order AUG 1989

Section H - Special Contract Requirements

CLAUSES INCORPORATED BY FULL TEXT

H-1 DOD BUILDING PASS ISSUANCE

a. All personnel employed by a civilian commercial firm to perform work whose activity at any time requires passage into Government-occupied portions of the Pentagon or any other DoD facility on or off the Pentagon Reservation, shall be required to obtain a Temporary Department of Defense (DoD) Building Pass/Access Card.

b. The Contractor shall be responsible for having each employee requiring a Temporary DoD Building Pass/Access Card prepare the necessary applications, advising personnel of their obligations, filing the applications with the Contracting Officer (CO), maintaining personnel files and re-filing applications for personnel in the event that clearances must later be extended. Personnel requiring a Temporary DOD Building Pass/Access Card must be either a citizen of the United States of America (USA) or a foreign national authorized to work in the USA under federal immigration and naturalization laws.

c. The Government will issue DoD building passes to eligible persons upon the completion of a National Criminal Information Check (NCIC) or National Agency Check (NAC). This is a search of the nationwide computerized information system established as a service to all criminal justice agencies. Processing of completed applications for initial pass issuance or renewal of existing passes will require three to five working days.

H-2 CONTRACTOR ACCESS TO DOD INFORMATION TECHNOLOGY SYSTEMS

a. Prime and Sub-Contactor personnel that require access to DOD Information Technology Systems shall be required to obtain DOD Common Access Card (CAC) which will be provided by the Government only after a DOD Building Pass has been issued.

b. The Prime Contractor, through the Contracting Officer Representative (COR), shall submit each individual that requires a CAC on the application form to be provided by the Security Office. Upon receipt of the application, a Contractor Verification System (CVS) account will be established for the individual. The individual will receive a User Name and Temporary Password from the Security Office, at which time they have 5 calendar days to log into the CVS and complete the application. Upon submission of the completed application, the Security Office will approve, and the individual will be notified and the badge may be issued at the Pentagon Force Protection Agency Access Control Office, located at the Metro Entrance Facility, the Pentagon.

H-3 CONTRACTOR PARKING ON THE PENTAGON RESERVATION

a. Parking on the Pentagon Reservation & Mark Center is by permit only, and illegally parked and/or unregistered vehicles shall be towed at the owner’s expense. Except as specifically authorized by the COR, contractor and subcontractor personnel may not be issued parking permits. However, the Government will use its best efforts to provide parking for a percentage of contractor employees that drive.

b. Specific personal and commercial vehicle/truck parking for facilities other than Pentagon Reservation shall be defined per task order.

H-4 COMMUNICATIONS MONITORING

a. All communications with DOD organizations are subject to communications security (COMSEC) review.

Contractor personnel will be aware telephone communications networks are continually subject to intercept by unfriendly intelligence organizations. The DOD has authorized the military departments to conduct COMSEC monitoring and recording of telephone calls originating from, or terminating at, DOD organizations. Therefore, civilian contractor personnel are advised any time they place a call to, or receive a call from, a DOD organization, they are subject to COMSEC procedures. The contractor will assume the responsibility for ensuring wide and frequent dissemination of the above information to all employees dealing with DOD information.

H-5 COMPLIANCE WITH PENTAGON REGULATIONS-Contractor and Subcontractor Conduct The site of the work is on a Federal Reservation Complex and the Contractor shall observe rules and regulations issued by the Director, Washington Headquarters Service (WHS) covering general safety, security, sanitary requirements, pollution and noise control, traffic regulations and parking. Information regarding requirements may be obtained by contacting the CO, who will provide such information or assist in obtaining it from the appropriate authorities.

All contractor personnel must adhere to highest standards of personal conduct including, but not limited to, the standards of conduct for the Pentagon Reservation in 32 CFR Part 234. The contractor is responsible for maintaining satisfactory standards of employee competency, conduct, and integrity and shall be responsible for taking such disciplinary action with respect to its employees as may be necessary to ensure satisfactory contract performance and the highest standards of personal conduct. In the event the contractor fails to remove any employee from the contract work whom the CO or the CO’s designated representative deems incompetent, careless, insubordinate, unfit, objectionable or whose continued employment on the work is deemed by the Government to be inimical to the Government’s mission, the CO or the CO’s designated representative may, in writing, require the contractor to remove the employee from work under this contract.

This contract incorporates 32 CFR 234, "Conduct on the Pentagon Reservation." Any contractor employee that violates the standards of conduct proscribed by 32 CFR 234 shall be deemed unfit and otherwise objectionable under paragraph (a) of this provision and may be subject to removal from the contract work.

This provision applies to all subcontractors or vendors of any tier utilized by contractor to perform the work. The contractor is responsible for incorporating this provision in all subcontracts or other contracts awarded by contractor to perform the work. For purposes of this provision, the terms "employee" or "contractor employee" includes all contractor, subcontractor or vendor employees of any tier utilized by contractor to perform the work.

H-6 UTILITY SERVICES

a. Utility Services furnished to the Contractor by the Government from the Government’s existing system outlets and/or supplies will be at no cost to the contractor. (See FAR Clause 52-236-14, Availability and Use of Utility Services.)

b. The Contractor shall make his/her own arrangements for services and coordinate with the Inspector any requirements that would cause a disruption in the electrical or water supply. NOTE: all disruption of services concerning electrical or water supply must be coordinated with the inspector and scheduled by the inspector prior to disconnection.

H-7 IDENTIFICATION OF EMPLOYEES & IDENTIFICATION OF WRITTEN MATERIAL

All contractor and subcontractor personnel attending meetings, answering Government telephones, and/or working in the field shall identify themselves as such to avoid creating an impression that they are Government officials.

Additionally, contractor and subcontractor personnel shall appropriately identify themselves as contractor employees in formal and informal written correspondence.

H-8 SUBSTITUTION OF KEY PERSONNEL

a. A requirement of this contract is to maintain stability of personnel proposed in order to provide quality services.

The contractor agrees to assign only those key personnel whose resumes were submitted and approved and who are necessary to fulfill the requirements of the contract. No changes in key personnel, including but not limited to the substitution of key personnel, shall be made except in accordance with this clause.

b. If personnel become unavailable for work under the contract for whatever reason for a continuous period exceeding twenty-one (21) working days, or are expected to devote substantially less effort to the work than indicated in the task order, the contractor shall propose a substitution for such personnel in accordance with paragraph (d) below.

c. The contractor agrees that changes in key personnel will not be made unless necessitated by compelling reasons.

Compelling reasons include, but are not limited to, serious illness, death, termination of employment, declination of an offer of employment (for those individuals proposed as contingent hires), and family friendly / maternity leave.

When the contractor determines that compelling reason to change key personnel exists, the contractor shall submit a request in accordance with subparagraph (d) below to the CO and obtain CO approval prior to changing key personnel.

d. All proposals to change personnel shall be submitted, in writing, to the CO not less than fifteen (15) days prior to the date of the proposed substitution/addition. In those situations where a security clearance is required, the request must be submitted not less than thirty (30) days prior to the date of the proposed substitution/addition. Each proposal or request shall provide a detailed explanation of the circumstances necessitating the proposed change, the resume of the individual proposed for substitution or addition, information regarding the financial impact of the change, and any other relevant information. All proposed substitutes (no matter when they are proposed during the performance period) shall have qualifications that are equal to or higher than the qualifications of the person being replaced.

e. The CO shall evaluate requests to change key personnel and change of personnel in task orders will approve/disapprove the request in writing and so notify the contractor.

f. If the CO determines that the suitable and timely replacement of personnel who have been reassigned, terminated, or have otherwise become unavailable to perform under the contract is not reasonably forthcoming, or that the resultant reduction of productive effort would impair the successful completion of the contract, the contract may be terminated for default or for the convenience of the Government, as appropriate. Alternatively, at the CO’s discretion, if the CO finds the Contractor to be at fault for the condition, the CO may adjust the contract price downward to compensate the Government for any delay, loss, or damage as a result of the Contractor’s action.

g. Noncompliance with the provisions of this clause will be considered a material breach of the terms and conditions of this contract for which the Government may seek any and all appropriate remedies including Termination for Cause pursuant to FAR Clause 52.212-4.

H-9 WORK STOPPAGES FOR OFFICIAL CEREMONIES

a. The Contractor shall provide for work stoppages as required for official ceremonies. A schedule of known ceremonies can be obtained from the COR. The Contractor shall provide for lost time equivalent to a total of 4 days per contract year (8 hour days or 32 total hours) of work stoppages at no additional cost to the Government due to this requirement.

b. The contractor must notify the CO and COR in writing, within 48 hours of event, each time it believes its work has been stopped for official ceremonies, the reasons for stopping the work, the specific work that was stopped and the length of the stoppage. Contractor waives any rights for the stoppage if it fails to give the required notice.

H-10 DELIVERIES

a. All deliveries, if needed, are required to be scheduled by the contractor shall be processed through the Pentagon Remote Delivery Facility (RDF) site through coordination with the CO and COR. The following information must be submitted to the COR or designated security representative 72 hours minimum prior to scheduled delivery:

(1) Name of driver & passenger (if any)

(2) Name of company

(3) State of vehicle registration and license number

(4) Contents of delivery

b. Security personnel staff the RDF from 5:00 AM until 5:00 PM (M-F). Arrangements can be made for deliveries outside of the hours by coordinating with the COR.

H-11 WORK BY OTHER CONTRACTORS

The Government has awarded and will award other contracts for similar and specialized work, which is outside the scope of this contract or outside the scope of the awarded options. These contracts will involve additional work at or near the site of the work under this contract. The contractor shall fully coordinate its work with the work of other Government contractors (hereafter called OGCs) and with the COR. The Contractor shall carefully adapt its schedule and performance of the work under this contract to accommodate the work of the OGCs, and shall take coordination direction from the COR. The OGCs will be placed under similar contracting conditions regarding coordination. The Contractor shall make every reasonable effort to avoid interference with the performance of work by the OGCs, as scheduled by the OGCs or the COR. Disputes will be resolved under the terms of the contract and settled by the CO. The Government will provide as much advanced notification as possible.

H-12 LOCAL INSURANCE

a. In accordance with the contract clause entitled “Insurance—Work on a Government Installation”, FAR 52.228-5, the Contractor shall procure and maintain during the entire period of its performance under this contract, as a minimum, the following insurance:

Type Amount Comprehensive General Liability Bodily Injury or Death $500,000.00 per occurrence

Motor Vehicle Liability (for each vehicle): Bodily Injury or Death

$200,000.00 per person / $500,000.00 per occurrence

Property Damage/ Worker’s Compensation & Employer’s Liability

$20,000.00 per occurrence/ $100,000.00 per person

b. Worker’s Compensation and Employer’s Liability: Contractors are required to comply with applicable Federal and State workers’ compensation and occupational disease statutes. If occupational diseases are not compensable under those statutes, they shall be covered under the employer’s liability section of the insurance policy, except when contract operations are so co-mingled with a contractor’s commercial operations that it would not be practical to require this coverage. Employer’s liability coverage of at least $100,000 shall be required, except in States with exclusive or monopolistic funds that do not permit workers’ compensation to be written by private carriers.

c. Prior to the commencement of work hereunder, the Contractor shall furnish to the CO a certificate of written statement of the above required insurance. The policies evidencing required insurance shall contain an endorsement to the effect that cancellation, or any material change in policies adversely affecting the interests of the Government in such insurance, shall not be effective for such period as may be prescribed by the laws of the State in which this contract is to be performed and in no event less than thirty (30) days after written notice thereof to the CO. The Contractor agrees to insert the substance of this clause, including this paragraph, in all subcontracts hereunder.

H-13 ORGANIZATIONAL CONFLICT OF INTEREST (OCI) DISCLOSURE

(a) Purpose. This clause applies to the Contractor and its affiliates, consultants and subcontractors of any tier (collectively referred to as “Contractor”). This clause must be included in all subcontracts and other agreements executed by the prime contractor in connection with submitting the prime contractor’s proposal or performing the work. Attention also is directed to FAR Subpart 9.5 and the provisions which follow.

(b) Government Contractor Participation in Solicitation/Statement of Work, Award or Administration. The following Government contractor may participate in the preparation of the Statement of Work/Solicitation or assist in the award and administration of the contract: Integrated Financial Accounting Services (IFAS), LLC or newly awarded acquisition support contract executed after expiration of aforesaid support contract.

(c) Scope-Actual or Potential Conflicts of Interest. This clause is intended to ensure that the Contractor (1) does not obtain or appear to obtain an unfair competitive advantage over other parties by virtue of actual or potential unauthorized use or disclosure of proprietary or procurement-related information, (2) does not obtain or appear to obtain an unfair competitive advantage over other parties by virtue of any relationship (social, familial, financial, et cetera) between the Contractor or Contractor’s employees and any Government employee, Government contractor or Government contractor employee involved in the procurement process or the administration of the contract whether or not specifically identified in this solicitation, (3) is not biased or potentially biased or its ability to render impartial advice to the Government impaired or potentially impaired due to Contractor’s current or planned interests (financial, contractual, organizational or otherwise) that relate to the services performed or products to be delivered under this solicitation, or (4) any other potential conflict of interest identified or within the scope of FAR 9.5. Parts (1), (2) and (3) above are examples of potential conflicts of interest governed by this clause.

(d) Contractor Representation. The Contractor represents by submission of its offer that, to the best of its knowledge and belief, Contractor has no actual or potential conflict of interest or, pursuant to paragraph (e), has disclosed to the CO in writing all relevant information regarding any actual or potential conflict of interest.

(e) Contractor Disclosure of Actual or Potential Conflicts of Interest Before and After Award. If, before or after award, an actual or potential conflict of interest is identified by the Government or discovered by the Contractor, the Contractor shall immediately make a full disclosure in writing to the CO. The Contractor further recognizes that during the term of this contract, conditions may change which may give rise to a newly recognized actual or potential conflict of interest. In the event that the Government identifies or the Contractor discovers an actual or potential conflict of interest before or after award, the Contractor shall, at a minimum, immediately provide the following information:

(1) a description of the actual or potential conflict of interest and identify the parties involved;

(2) a description of the work affected by the actual or potential conflict of interest; and

(3) a mitigation plan as described in section (f).

(f) Mitigation Plan. To the extent that the Contractor or the Government has at any time before or after award identified an actual or potential conflict of interest, the Contractor shall propose a mitigation plan which concisely describes all relevant facts concerning any potential conflict of interest including any past, present, or currently planned interest (financial, contractual, organizational, or otherwise) relating to the services performed or product to be delivered under this solicitation. The mitigation plan shall describe the actions or planned actions the Contractor has taken or proposes to take, to avoid, mitigate, or neutralize the conflict of interest. If accepted by the CO, the mitigation plan will become part of the contract.

(g) Final Authority. The CO is the final authority in determining whether a conflict of interest exists and whether the conflict of interest has been adequately mitigated, neutralized or avoided.

(h) Remedies. The presence of an actual or potential conflict of interest that, in the CO’s discretion, cannot be avoided, mitigated or neutralized, may preclude the Contractor from competing for the award or, if the conflict is discovered after award and cannot, in the CO’s discretion, be neutralized, mitigated or avoided, may result in termination of the contract. If the conflict of interest results from conflicting financial or other interests involving Contractor personnel performing under this agreement, the CO may require the Contractor to remove such personnel from performance of work under the contract as a means to avoid, neutralize or mitigate the conflict of interest. If the Contractor was or, with reasonable diligence, should have been aware of a potential conflict of interest before award, or discovers or with reasonable diligence should have discovered an actual or potential conflict after award and does not disclose or misrepresents relevant information to the CO, it will be deemed a material breach of the agreement/solicitation. In that event, the Government may elect to terminate the contract for default. Nothing herein shall prevent the Government from electing any other appropriate remedies afforded by other provisions of this agreement, or statute or regulation.

(i) The Contractor may not compete for any requirement that incorporates, involves or relates to any work performed by contractor under this solicitation unless otherwise authorized in writing by the CO.

H-14 GOVERNMENT RIGHTS IN DATA

The contractor transfers to the Government sole ownership of all rights to any work product or deliverable, including, without limitation, designs, reports, analyses or processes (collectively "work product") produced or prepared by the contractor or its subcontractors in performance of the contractor's responsibilities under this contract. This includes the unlimited right, without additional compensation to contractor, to use, disclose, reproduce, prepare derivative works, or distribute copies of the work product to the public, other contractors or Government agencies, and perform and display publicly, in any manner and for any purpose, and to have or permit others to do so. Examples of permissible uses include: providing the work product to another contractor or government agency, distributing the work product to the general public, or posting work product to a public web site. The contractor shall incorporate this provision in all subcontracts issued by contractor to perform work under this contract.

H-15 ORDERING/FTE LEVEL AUTHORIZATION

The CO will notify the Contractor, through a task order, of the required FTE level of effort during the contract period of performance. The contractor will be provided not less than 30 calendar days’ notice for an increase in FTE level. The contractor will acknowledge and provide confirmation of the issued task order and the changes to the CO.

The contractor shall provide a resume for each selection to be reviewed by the program office and accepted by the contracting office. Each resume, per LCAT, shall reflect both the educational requirements and experience requirements or if no education then equivalency per listed Exhibit 3 Labor Descriptions.

H-16 TASK ORDER PROCEDURES

The following information provides the process that will be used to issue task orders under this contract. The contractor is reminded that only the CO is authorized to request proposals and to task the contractor.

STEP 1 – Issuance of Request for Proposal (RFP) The CO will submit an RFP to the contractor via email. At a minimum, the RFP will consist of a Performance Work Statement (PWS). The PWS will contain:

1) Generic Scope of Work

2) Assumed Level of Effort

3) Stated Period of Performance

4) Innovation Efforts, if required

5) Performance objectives, i.e., required results

6) Any operating constraints and/or deliverables

7) Points of contact for the CO and the Contracting Officer’s Representative (COR).

As part of the RFP package, the Government may also provide any of the following information on an as-needed basis: diagrams, charts, pictures, required material specifications, et cetera.

STEP 2 – Contractor submits task order proposal Price Proposal: The price proposal shall utilize the contractor’s approved labor categories and rates to form the basis of a firm fixed price. For labor, material, equipment, innovation, etc. that is not represented by the approved labor categories and rates (hereafter referred to as non-prepriced items, or NPIs), the contractor shall follow these procedures:

1) The contractor shall justify the use of NPIs.

2) When NPIs are proposed, the contractor shall consider solicitation of at least three (3) sources to promote competition to the maximum extent practicable.

3) In the event where obtaining three competitive quotes is not practicable (i.e. market availability, sole source environment, NPI total price is equal to or less than $3,500), request quotes or offers from two sources not included in the previous solicitation for same/similar item. In addition, submit explanation as to why three quotes were unobtainable.

4) Although NPIs will be negotiated, this shall NOT be construed to include elements of work which are incidental to or customarily required for performance of a priced item of work.

STEP 3 – Government reviews proposal The Government will review the contractor’s proposal package. This step may involve communication and/or clarification between the Government and the contractor.

If the Government accepts the contractor’s proposal: The CO will issue a task order for the contractor’s review and signature. If the contractor discovers ambiguities, mistakes, or inconsistencies made by the Government, the contractor shall notify CO immediately and request any applicable changes. In the absence of such request, the contractor signs the task order, indicating the signatory’s acceptance of all terms and conditions of the task order. Once the contractor submits the signed copy of the task order, the CO will then sign the task order, thereby legally binding the Government into a contractual relationship with the contractor under the terms and conditions of the contract.

If the Government does NOT accept the Contractor’s Proposal: The CO will submit its comments and/or requested changes to the proposal for the contractor’s review. Proceed to Step 4.

STEP 4 – Contractor reviews the Government’s comments and/or requested changes.

STEP 5 – Contractor submits revised proposal If the contractor accepts all or some of the requested changes, the contractor shall submit a revised proposal reflecting those changes. For requested changes not accepted by the contractor, the contractor shall indicate the reason why those changes were not accepted in its revised proposal.

STEP 6 – Government reviews revised proposal If the Government accepts the contractor’s proposal, the CO will issue a task order utilizing the procedures under Step 5, above.

STEP 7 – Negotiation through discussions The purpose of this step is to establish concurrence between the Government and the contractor regarding issues could not be resolved in the prior steps. The CO will establish a time, location, and the method of the discussion meeting. The CO will determine the required participants for the Government and the contractor. The contractor may request additional or substitute attendees for the meeting, subject to the approval of the CO. If consensus is achieved through discussions: The CO will issue a task order utilizing the procedures under Step 5, above.

If consensus is NOT achieved through discussions: The Government will reject the Contractor’s proposal.

At this point, the Government may either procure the required services through other sources/methods or unilaterally issue a task order to the contractor for performance.

Undefinitized contract action tracking. In the event of an emergency, direction from the Government may be given to perform work prior to the negotiation of a task order. The contractor agrees to follow the Government’s direction to perform without an order in place. During the period after an emergency authorization to begin work and prior to the establishment of a task order for the work the following requirements apply:

- A daily accounting of all labor, equipment and materials, shall be maintained and presented to the COR or Alternate COR (ACOR) for “Acceptance” on a daily basis.

- The information presented is subject to 100 percent verification by the COR/ACOR.

- Any invoicing that does not include documented acceptance will not be paid by the Government.

H-17 INVOICING INSTRUCTIONS – SUPPLEMENTARY

a. Concurrent with submission of each monthly invoice and Workload Management Report, the contractor shall provide a summary of total monthly labor hours expended, total time off (to include time off due to Federal holidays, PTO, and other office closures (e.g., snow day) by each full-time equivalent. Prior to payment, the contractor shall certify the accuracy of the information and the CO & COR will inspect and approve that invoice submission. An invoice shall not be considered complete and eligible for payment until such certification is provided. Discrepancies of invoicing will be submitted to the contractor by the CO/COR. The Government will review, approve or reject report by three (3) business days after submission, prior to WAWF uploading.

b. Workload Management Report:

- A monthly report shall be provided consisting of the following information:

- Listing of all completed and work-in-progress assignments, including current status.

- Invoicing information - to include the contract price, invoiced costs for period submitted, amount invoiced to date, amount remaining, any decrements taken from the billing price, and innovation goals and achievements

- Scheduling of Employees - reporting all absences that include vacation, sick leave, turnovers, gaps and replacements. Challenges contractor encountered in performing contract requirements what actions were taken, and the results of the actions; issues; concerns.

- The report shall be submitted electronically either as a word doc file or a .PDF file to the COR within five (5) calendar days following the end of each month as an input to monthly meetings with the COR. The COR or a designated Task Monitor will identify work products/activities to be delivered, and accept or reject each product as indicated on the Workload Management Report.

c. The contractor shall invoice monthly via Wide Area Work Flow (WAWF) and payments will be made on a monthly basis. The total hours assumed per month are 156 hours per FTE with a total of 1880 hours annually. The contractor shall submit electronically attached to the invoice, a monthly Workload Management Report as described below. Particular FTE levels and labor categories will be specified by the issued task order.

d. A complete billable month shall consist of the full monthly rate, as specified on the approved labor-rate, for each Labor Category (LCAT) issued under the specific task order that works a full month.

e. For purposes of partial billing/payment, e.g. a lapse in contract coverage or a decrement arising from a rejected work product, a partial billable month shall include deductions for each LCAT where support was not provided.

For example: A Program Manager Level 2 is making $60.00/hr has taken a 2 week leave period, the contractor shall deduct the billable rate 80 hours * $60.00/hr = $4,800.00 less than the full monthly rate.

f. For the purposes of mobilization, e.g. ramp-up for new task orders or replacement personnel, the monthly invoice shall reflect each LCAT that are CAC-enabled and are on-site working. Invoices for this period will not be approved in full. Mobilization of all LCAT personnel shall not exceed 60 days from date of task order issuance or notice of loss-of service.

For example: A Program Manager Level 2 (making $60.00/hr) is out on medical leave for a period of 2 weeks (80 hours). The contractor has been able to provide a PM2, in that branch, who is willing to work an additional 10 hours a week for 2 weeks (20 hours total). The contractor may reduce the monthly bill rate by $3,600.00 in lieu of total deduction of $4,800.00.

Full Deduction Backfilling Deduction

PM Level 2 @ $60.00/hr Absent for 2 Weeks (-80 hours)

$60.00/hr * 80hours = $4,800.00 Deduction

PM Level 2 @ $60.00/hr Absent for 2 Weeks (-80 hours)

(Backfill) PM Level 2 $ 60.00/hr Provides 10 additional hours/week for 2 weeks Total hours compensated (+20 hours)

($60.00/hr*80hours) – ($60.00/hr*20hours) = $3,600.00 Deduction

*This is an example and does not represent actual hours or actual hourly cost*

h. Effort performed in fulfilling the requirements of this contract shall only include effort performed in direct support of this contract and shall not include time and effort expended on such things as local travel to and from an employee's usual work location, traveling to and from a temporary duty location, truncated lunch periods, or telework not authorized by the COR. The fully-burdened monthly rate for each LCAT are to be inclusive of federal holidays and authorized paid time off (PTO).

i. If any of the services do not conform to contract requirements, the Government may, in addition to any other remedies available, e.g. remedies under FAR 52.212-4 or any other clause of this contract, the Government may decrement the associated invoice by an amount commensurate with the hours expended on that specific rejected task as indicated on the Workload Management Report.

Section I - Contract Clauses

52.202-1 Definitions NOV 2013 52.203-3 Gratuities APR 1984 52.203-5 Covenant Against Contingent Fees MAY 2014 52.203-7 Anti-Kickback Procedures MAY 2014 52.203-8 Cancellation, Rescission, and Recovery of Funds for Illegal or

Improper Activity

MAY 2014

52.203-10 Price Or Fee Adjustment For Illegal Or Improper Activity MAY 2014 52.203-12 Limitation On Payments To Influence Certain Federal

Transactions

OCT 2010

52.203-16 Preventing Personal Conflicts of Interest DEC 2011 52.204-2 Security Requirements AUG 1996 52.204-4 Printed or Copied Double-Sided on Postconsumer Fiber

Content Paper

MAY 2011

52.204-9 Personal Identity Verification of Contractor Personnel JAN 2011 52.204-13 System for Award Management Maintenance OCT 2016 52.212-4 Contract Terms and Conditions--Commercial Items MAY 2015 52.213-1 Fast Payment Procedure MAY 2006 52.215-8 Order of Precedence--Uniform Contract Format OCT 1997 52.215-23 Limitations on Pass-Through Charges OCT 2009 52.222-1 Notice To The Government Of Labor Disputes FEB 1997 52.222-8 Payrolls and Basic Records MAY 2014 52.222-11 Subcontracts (Labor Standards) MAY 2014 52.222-12 Contract Termination-Debarment MAY 2014 52.227-14 Rights in Data--General MAY 2014 52.228-5 Insurance - Work On A Government Installation JAN 1997 52.232-17 Interest MAY 2014 52.232-23 Assignment Of Claims MAY 2014 52.232-39 Unenforceability of Unauthorized Obligations JUN 2013 52.232-40 Providing Accelerated Payments to Small Business

Subcontractors

DEC 2013

52.237-3 Continuity Of Services JAN 1991 52.242-13 Bankruptcy JUL 1995 52.244-5 Competition In Subcontracting DEC 1996 52.245-9 Use And Charges APR 2012 52.246-25 Limitation Of Liability--Services FEB 1997 52.249-8 Default (Fixed-Price Supply & Service) APR 1984 252.203-7002 Requirement to Inform Employees of Whistleblower Rights SEP 2013 252.203-7005 Representation Relating to Compensation of Former DoD

Officials

NOV 2011

252.204-7003 Control Of Government Personnel Work Product APR 1992 252.204-7012 Safeguarding Covered Defense Information and Cyber

Incident Reporting

OCT 2016

252.205-7000 Provision Of Information To Cooperative Agreement Holders DEC 1991 252.209-7004 Subcontracting With Firms That Are Owned or Controlled By

The Government of a Country that is a State Sponsor of Terrorism

OCT 2015

252.219-7003 Small Business Subcontracting Plan (DOD Contracts)--Basic MAR 2016 252.219-7003 (Dev) Small Business Subcontracting Plan (DOD Contracts)--Basic

(Deviation 2016-O0009)

AUG 2016

252.223-7004 Drug Free Work Force SEP 1988

252.232-7007 Limitation Of Government's Obligation APR 2014 252.232-7010 Levies on Contract Payments DEC 2006 252.239-7001 Information Assurance Contractor Training and Certification JAN 2008 252.243-7001 Pricing Of Contract Modifications DEC 1991 252.243-7002 Requests for Equitable Adjustment DEC 2012 252.244-7000 Subcontracts for Commercial Items JUN 2013 252.245-7002 Reporting Loss of Government Property APR 2012 252.247-7007 Liability and Insurance DEC 1991

52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR

EXECUTIVE ORDERS--COMMERCIAL ITEMS (NOV 2016)

(a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

(1) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (Nov 2015).

(2) 52.233-3, Protest After Award (AUG 1996) (31 U.S.C. 3553).

(3) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) (Public Laws 108-77 and 108-78 (19 U.S.C. 3805 note)).

(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to…