PWS_Attachment_9_OCI.docx

August 3, 2016

DHA.L.1 ORGANIZATIONAL CONFLICTS OF INTEREST

(a) Definitions.

(1) The term organizational conflict of interest (OCI), as used in this provision, carries the meaning set forth in FAR Part 2.

(2) As used in this provision, the term Offeror encompasses the Offeror itself, its subsidiaries, affiliates (as defined in FAR 2.101), partners, subcontractors, team members, marketing consultants (as defined by FAR Subpart 9.501), and any of its successors or assignees.

(3) Types of OCIs.

(A) Biased Ground Rules – Consists of situations in which an Offeror, as part of its performance of a Government contract, helped (or is in a position to help) set the ground rules for another Government acquisition 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 Offeror may have (or could), whether intentionally or not, establish ground rules that will give it an advantage in competing for that acquisition.

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

(C) Unequal Access to Information – Consists of situations in which an Offeror has access to nonpublic information (including proprietary information and nonpublic source-selection information) as part of its performance of a Government contract and that information may provide the Offeror with an advantage in competing for some future 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 status alone does not confer an Offeror with an unfair competitive advantage.

(4) Means of addressing and resolving OCIs include, but are not limited to, the following:

(A) Avoidance – Government action taken in one acquisition that is intended to prevent an OCI from arising in that acquisition or in a future acquisition.

(B) Mitigation – Contractor action taken on an existing contract to reduce the risk (to a level acceptable to the Contracting Officer) that an OCI will arise on that contract or on a future contract.

(C) Neutralization – Government action taken on an existing contract to restrict the contractor from performing, whether as a prime contractor or as a subcontractor, on future related contracts. This method protects the Government’s interests in cases where there is a risk that the contractor’s work on the current contract could be biased or impaired by virtue of its expectation of future work or when the contractor, as a result of performing the existing contract, would have an unfair advantage in competing for award of the future work.

(b) Notice.

(1) Limitation of Future Contracting. [Delete, if not applicable] As a condition of award, the Offeror’s eligibility for future prime contract or subcontract awards will be restricted as provided in the Limitation of Future Contracting clause provided in this solicitation. The terms of the clause [ ] are [ ] are not subject to negotiation.

(c) Information regarding presently existing OCIs.

(1) The following contractors participated in preparing the statement of work or other requirements documents or cost and budget estimates or otherwise had access to information that would give them an unfair advantage in competing for the contract resulting from this solicitation:

a) Xicon Solutions, LLC

b) IMS Health

c) Unissant

(2) If applicable the Offeror shall provide a statement with its offer which describes, in a concise manner, all relevant facts concerning any past (preceding five (5) years), present, or currently planned interests (e.g., other contracts – government or commercial, business interests, organizational arrangements, or otherwise) that may create (or appear to create) an OCI relating to the work described in this solicitation. The Offeror’s statement should:

(A) Address whether, in its performance of any current or expired government contract (whether as a prime contractor or subcontractor), the Offeror assisted in setting the ground rules for this acquisition or had access to competitively useful information pertinent to this acquisition – such as budget or funding data, the government cost estimate, the acquisition or source selection plan, or the like.

(B) Address whether performing the work described in this solicitation could create conflicts for the Offeror any conflicts relating to work it already is performing under any other government contract or could give the Offeror an opportunity to benefit any of its other business interests.

(C) If applicable discuss what structures it already has established and/or actions it already has taken to address any OCIs that would otherwise exist if the government awarded it the contract resulting from this solicitation. (See paragraph (e) below regarding the separate requirement for Offerors to submit an OCI mitigation plan.)

(D) If applicable disclose all past (preceding five (5) years) and present contracts and subcontracts in support of the Defense Health Agency (DHA), to include those with the former TRICARE Management Activity, held by the Offeror (see definition of Offeror in paragraph (a)(2)) using the table below:

Biased Ground Rules, Impaired Objectivity, or Unequal Access

(3) Based on the information provided and any other information solicited or obtained by or provided to the Contracting Officer, the Contracting Officer will assess whether a significant OCI exists for the Offeror. The Contracting Officer will not award a contract until the Agency has determined that all identified significant OCIs are reasonably addressed or resolved. The Contracting Officer has the sole authority to determine whether a significant OCI exists and to determine whether the OCI has been reasonably addressed or resolved. The Contracting Officer may ultimately determine that an OCI exists which warrants disqualifying an Offeror from award of the contract.

(4) If the successful Offeror was aware, or should have been aware, of an OCI before award of this contract, and the Offeror either misrepresented or failed to fully disclose to the Contracting Officer the facts associated with the OCI, the Government may terminate the resulting contract for default.

(d) Representation. By submission of its offer, the Offeror represents, to the best of its knowledge and belief, that it has disclosed all relevant information regarding any OCIs associated with the work to be performed under the contract resulting from this solicitation.

(e) Mitigation Plans.

(1) If applicable the Offeror shall submit an OCI mitigation plan no later than five business days prior to the proposal due date that explains the actions it intends to take or techniques it intends to employ in order to mitigate any OCIs that may arise during performance of the resulting contract or in connection with future government contracts. Mitigation techniques employed by an Offeror may include (but are not limited to) establishing information firewalls, providing OCI training to employees, restricting personnel re-assignments, or subcontracting work to non-conflicted vendors. The mitigation plan shall include at a minimum the following:

a. Declaration as to whether the plan is an initial submission with its proposal, or a post-award revision

b. Description/Nature of the conflict or potential conflict

c. Rational for its identification

d. Mitigation Strategy for addressing or resolving the conflict

e. Time frame for resolving

f. Plans for monitoring

(2) If the Contracting Officer has not included a Limitation of Future Contracting clause in the solicitation, the Offeror may request inclusion of such a clause in its proposal if it believes a limitation on future contracting is necessary to properly address any potential future OCI.

(3) If an Offeror’s proposed action to mitigate an OCI is not acceptable, the Contracting Officer will notify the Offeror and explain why its proposed resolution is not considered acceptable and will then allow the Offeror a reasonable opportunity to respond before making a final decision regarding the acceptability of the mitigation plan. The Contracting Officer will not award a contract until the Agency determines that the Offeror’s mitigation plan effectively addresses all OCIs. The Government may communicate with an Offeror at any time during the evaluation process concerning its OCI mitigation plan.

(4) An Offeror’s failure to submit a mitigation plan at the time described in paragraph (e)(1) above will result in the Offeror being eliminated from the competition.

(End of Provision)