M95494-20-Q-0022 Solicitation.docx

M9549420Q0022

Section SF 1449 - CONTINUATION SHEET

Task 1-3 Labor

FFP

Base Period Labor Task 1-3.

FOB: Destination

PSC CD: R408

NET AMT

Travel

COST

Base Travel NTE amount is $10,000. Reimbursed IAW Section 13.0 of the PWS.

ESTIMATED COST

FFP

Option Year 1 Labor Tasks 1-3.

NET AMT

FFP

Option Year 2 Labor Tasks 1-3.

NET AMT

FFP

Option Year 3 Labor Tasks 1-3.

NET AMT

FFP

Option Year 4 Labor Tasks 1-3.

NET AMT

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

DELIVERY INFORMATION

03-SEP-2021

03-SEP-2021

03-SEP-2022

03-SEP-2023

03-SEP-2024

03-SEP-2025

PWS

Performance Work Statement (PWS)

1.0 Background

The Defense Policy Review Initiative (DPRI) is a Department of Defense initiative that is based on International Agreements and encompasses a $14 billion portfolio relocating/redistributing approximately 9,000 personnel from Okinawa to other locations primarily in the Pacific Command (PACOM) Area of Responsibility (AOR). This initiative is overseen by Headquarters Marine Corps, Plans, Policies and Operations (PP&O), and is a multi-year effort, involving multiple stakeholders spanning multiple organizations and time zones.

PP&O serves as the Enterprise Program Manager (EPM), responsible for oversight and strategic alignment of the DPRI program. PP&O, PD leads a governance process, designed to synchronize DPRI stakeholders to ensure the Marine Corps is postured to align DPRI planning and execution to strategic priorities and to manage institutional, policy, and operational risk associated with DPRI.

2.0 Scope/Objectives

The scope of this requirement is to acquire technical, analytical and financial program analysis services, to support Pacific Division, PP&O and its mandated mission. The contractor shall assist government in the planning, design, and implementation of a framework, integrated master program plan and tools that enable governance, risk assessment/management, and integration of program objectives with HQMC processes, policies, and directives.

3.0 Tasks

The contractor must provide qualified personnel to complete each of the following tasks:

0. Task Area 1: Information/Knowledge Management and SharePoint Application Support

0. The Contractor shall design and build an effective Knowledge Management (KM) system that aligns DPRI Enterprise practices to overall Marine Corps Knowledge Management Strategy.

0. The Contractor shall maintain and improve upon the Enterprise Program Management Information System and associated SharePoint sites.

0. The Contractor shall provide SharePoint application support to include working with stakeholders to identify SharePoint requirements, user group and permissions management, developing content management and business rules, creating specifications, developing business workflows and site creation.

0. The contractor shall work with leadership to develop and implement Knowledge Management policy, procedures, and tools.

0. The Contractor shall assess and report on the use and effectiveness of Enterprise Knowledge Management tools.

0. As necessary, the Contractor shall develop processes for capture, storage, validation and retrieval of information both within and outside of the organization.

0. The Contractor shall analyze internal and external information and provide recommendations for process improvement.

0. The Contractor shall assist the Government in the organizing and archiving of institutional knowledge.

0. Task Area 2: Enterprise Program Management Support

1. The Contractor shall develop a Plan of Action and Milestones for the creation and implementation of an Enterprise Integrated Master Plan (IMP). The IMP shall reflect best practices, per Government Accounting Office (GAO) standards, Defense Acquisition University (DAU) and industry standards established by Program Management Institute (PMI).

1. The Contractor shall analyze and integrate project data (events) from multiple sources, to include stakeholder Integrated Master Schedules (IMSs), to design and build an IMP.

1. The Contractor shall identify required data, and recommend and establish data calls and procedures to facilitate inputs from stakeholder plans and IMSs

1. The Contractor shall plan, design, develop, and deliver an Enterprise Integrated Master Plan. The Contractor shall sustain, monitor, maintain, and report on status of the IMP. The Contractor shall employ iterative development approaches to the planning, design and build of the IMP. The IMP will provide the capability to quickly and efficiently react to changes across all levels of the program.

1. The IMP shall capture all major program milestones and events, showing the order of execution from all lines of DPRI effort.

1. The IMP will provide and enable the client capability to do the following, at minimum:

1. Identify and asses actual progress vs. planned progresses

1. Monitor the program Critical Path and help to identify and develop mitigations to problem areas

1. Assess the status of risk management activities based on the inclusion of program Risk Mitigation events in the IMP

1. Asses the progress on selected metrics, milestones, performance indicators, and performance measures

1. Develop and support “What-ifs” exercises and to identify and assess candidate problems workarounds

1. Regularly and Iteratively update and modify the IMP

1. The Contractor shall assist in development of Enterprise Schedule Work Breakdown Structures.

1. The Contractor shall support program integration efforts by performing gap analysis.

1. The Contractor shall provide risk and change management analysis using information gathered in support of the Enterprise Integrated Master Plan.

1. The Contractor shall lead or support meetings, conferences and workshops, including but not limited to Scenario Development Workshops, Technical Working Groups (TWG), Interim Progress Reviews (IPR), Integrated Product Team (IPT) and Operational Planning Team (OPT).

0. Task Area 3: Financial Management and Analysis Support

2. The Contractor shall assist the client to support and inform the USMC and/or DoN planning, programming, budgeting, and execution cycle associated with the DPRI program. To include scenario development and analysis.

2. The Contractor shall provide financial analysis using information gathered from SABRS, PR Builder, MCFAD, STARS.

2. The Contractor shall crosscheck the accuracy of budget and program data in related budgetary forms, schedules, and reports.

2. The Contractor shall coordinate with stakeholders to analyze budgetary submission information in support of the client.

2. As required, the Contractor shall review financial documents to verify budgetary account codes and dollar amounts.

1. General Requirements.

4.1 Within one week after award, the contractor will schedule, and conduct as later scheduled, an initial orientation meeting. The orientation meeting will be held at a location, date and time mutually agreed upon by both parties. At the meeting the contractor will address its approach to meeting performance requirements to ensure a common understanding of contract requirements.

4.2 The Contractor shall produce Monthly Status Reports (MSRs) to the COR. Reports shall include at a minimum, an executive summary, identify schedule tracking, any issues, and recommendations. The MSR shall provide information on all work completed, all work in progress, all work outstanding, as well as highlighting problems encountered and anticipated.

The MSR shall be submitted five (5) working days following the beginning of each month. The Government shall respond within 5 working days with comments. The Contractor shall incorporate the comments within 5 working days. For final deliverables, the Government shall either accept or reject them within 5 working days of submission.

In the event of rejection, the Government shall notify the Contractor in writing of the reasons for such rejection. Absence of notification will be construed as an acceptance.

4.3 Thirty (30) days before completion of this contract, the contractor shall provide a transition out plan to an incoming contractor/Government personnel. This includes formal coordination with the COR and successor contractor staff or Government personnel to transfer knowledge regarding the following:

· Status of ongoing activities and initiatives

· Location of project documentation, procedures, files, and points of contact.

1. Deliverables

COR

EPM Program Manager

Program Manager

1. Key Personnel / Personnel Requirements

All personnel assigned to this contract under a specific labor category must meet the specific minimum requirements of that category. The personnel specified below are considered to be essential to the work being performed under this contract.

Title: Master Scheduler (MS) (Task 3.2 through 3.2.10)

Minimum Qualifications: BA or BS degree with minimum of 6 years’ experience creating and maintaining program Integrated Master Schedules.

Required/Supplemental Certifications: Project Management Institute-Scheduling Professional.

Title: Knowledge Management Specialist (KMS) (Task 3.1.1, 3.1.4, 3.1.5, 3.1.7 3.1.8)

Minimum Qualifications: BA or BS degree with minimum of 5 years of experience working with design and implementation of Knowledge Management systems.

Title: SharePoint Administrator (SPA) (Task 3.1.2, 3.1.3, 3.1.6)

Minimum Qualifications: BA or BS degree with minimum of 3 years of experience configuring and maintaining Microsoft SharePoint pages, files, libraries.

Title: Finance Analyst (FA) (Task 3.3 through 3.3.5)

Minimum Qualifications: BA or BS degree with minimum of 5 years of experience working with DoD or DoN Planning, Programming, and Budgeting Execution.

6.1 Key Personnel Substitution

6.1.1 General Provision – The Contractor must assign to this contract those persons identified as key personnel whose resumes were submitted with the proposal and who are necessary to fulfill the requirements of this contract. No substitutions of key personnel shall be made except in accordance with this clause.

6.1.2 Guidance on Substitutions – During the first ninety (90) days of the contract performance period, no personnel substitutions by the Contractor will be made unless substitutions are necessitated by an individual’s sudden illness, death, or termination of employment. In any of these events, the Contractor shall promptly notify the Contracting Officer and provide the information required by Section 6.1.3 below. After the initial ninety (90) day period, all proposed substitutions must be submitted, in writing, at least ten (10) days in advance of the proposed substitutions to the Contracting Officer and provide information required by Section 6.1.3 below.

6.1.3 Request for Substitution – All requests for substitutions must provide a detailed explanation of the circumstances necessitating the proposed substitution, a resume for the proposed substitute, and any other information requested by the Contracting Officer. All proposed substitutes must have qualifications equal to or higher than the qualifications stated in the PWS and the personnel being substituted. The Contracting Officer or his/her authorized representative will evaluate such requests and promptly notify the Contractor of his/her approval or disapproval thereof.

1. Place of Performance and Hours of Operation:

3. Place of Performance: The work under this contract will be performed at HQMC Pentagon located in Arlington, VA.

7.2 Hours of Operation. The contractor is responsible for conducting business Monday thru Friday except Federal holidays, unless otherwise directed by the Contracting Officer’s Representative or when the Government facility is closed due to weather conditions, and local or national emergencies. For purposes of scheduling personnel, the Contractor is advised that the Government installation will observe the following holidays and access to the Government installation may be restricted on these holidays:

Core hours are between 0800–1700. The Contractor must at all times maintain an adequate workforce for the uninterrupted performance of all tasks defined within this PWS when the Government facility is not closed for the above reasons.

1. Period of Performance:

The period of performance will include a one (1) year Base Period and four (4), one year Option Periods.

1. Equipment available for contractor use

The Government will provide access to a work area including a desk, computer equipment, phone, and access to office supplies in support of this contract. However, the Contractor may need to provide an alternate workspace for their personnel if the Government space is no longer available during performance.The Government networks are not authorized to load software that has not been approved. The approved software package provided on the Government computers are standard office software such as Microsoft Office Word, Excel, PowerPoint, Outlook, Roxio Digital Media, and Adobe.

Local and long distance telephone service for official business only.

Internet access, network access, and access to web-based applications and databases used routinely in the performance of the position.

10.0 On-Site Performance

Contractor personnel working on-site shall follow procedures established at each site for ensuring the security of the building, equipment, materials and personnel who are working in and around facilities. During duty hours, Contractor personnel shall keep doors to the outside of facilities secured. When securing facilities at the end of the duty day or after hours, Contractor personnel shall follow established procedures. The Contractor and its employees shall be subject to all traffic, security, and registration regulations for personnel and vehicles.

11.0 Contractor Identification

Contractor employees must be clearly identifiable while on Government property by wearing appropriate badges. Badges must be clearly visible at all times while on Government property and presented for examination upon request from the Contracting Officer, COR, Military Police, or any other Government Official with a need to see the badge. Contractor personnel and their subcontractors must identify themselves as Contractors or subcontractors during meetings, telephone conversations, in electronic messages, or correspondence related to this Contract. In email correspondence with the Government, is should be clear that the employee is a Contractor employee (i.e., annotate in signature block). Contractor-occupied facilities (on Department of the Navy or other Government installations) such as offices, separate rooms, or cubicles must be clearly identified with Contractor supplied signs, name plates or other identification, showing that these are work areas for Contractor or subcontractor personnel.

12.0 Security Requirements

Security requirements applicable to this contract are described in the Department of Defense Contract Security Classification Specification DD254 form. Access to classified data/information up to and including SECRET will be required in the performance of this work. The Contractor must hold an active SECRET Facility Clearance. Clearance is to be granted by the Defense Security Service. All personnel directly supporting this Contract shall have a minimum SECRET security clearance and be ready to perform at contract award.

Common Access Cards (CAC): All personnel performing tasks under this contract must be eligible for, and obtain, a DoD Common Access Card (CAC) and associated DoD Public Key Infrastructure (PKI) certificates for identity verification and encryption of transmitted correspondence.

Requirements for Issuance of a CAC. The following conditions must be met prior to issuance of a CAC to any contractor employees for limited privilege/non-privileged access:

1. The Contractor shall be registered in the Contractor Verification System (CVS) with a valid record of security clearance (background check) on Joint Personnel Adjudication System (JPAS).

1. All Contractor Employees will have an active current Secret clearance prior to commencing support.

1. The Contractor shall obtain proof of security clearance (background check) on JPAS.

1. When applying for a CAC, the Contractor shall show two original forms of Identification and submit 1) contract document, 2) letter of employment, 3) letter of authorization from the Contracting Officer [as applicable], and 4) a valid record of JPAS (proof of background check).

Note: Prior to applying for CVS, the Contractor’s personnel must initiate a background check on JPAS at the Security Management Office and a record of JPAS enrollment verification (e-mail) must be submitted to a Trusted Agent (TA).

13.0 Travel Reimbursement

Travel reimbursement is limited to travel DURING performance of the contract. Travel reimbursement does NOT include relocation expenses for Contractor employees prior to their start of performance on this contract/task orders.

Local travel (50 miles radius from assigned place of performance) will not be covered under this contract as a travel cost transaction.

The Contractor may be required to travel in the performance of this contract and shall be responsible for making all necessary arrangements for its personnel. These include but are not limited to: medical examinations, immunizations, passports/visas/etc., and security clearances.

Contractor Request and Approval of Travel:

The Contractor will coordinate travel arrangements with the Contracting Officer's Representative (COR). Any travel under this contract must be specifically requested in writing by the Contractor and approved by the Contracting Officer’s Representative (COR), prior to incurring any travel expense. The Contractor shall submit the written request to the COR at least five (5) days in advance. The travel request shall include as a minimum, the following:

· Contract number

· Date, time, and place of proposed travel

· Purpose of travel and how it relates to the contract

· Contractor’s estimated cost of travel with a breakdown of the estimated costs of transportation, lodging, meals, and incidentals; and

· Name(s) of individual(s) traveling.

If the contractor is proposing to purchase re-fundable airfare, a justification must be included in the contractor request for travel and the COR must approve it prior to purchase.

The COR shall review and approve/disapprove (as appropriate) all travel requests submitted giving written notice of such approval or disapproval to the Contractor.

Travel Reimbursement: Travel will be paid on a cost reimbursable basis. The Contractor shall adhere to the following travel regulations (see FAR 31.205-46):

· Federal Travel Regulations (FTR) – Prescribed by the General Services Administration, for travel in the contiguous United States.

· Joint Travel Regulations (JTR), Volume 2, DoD Civilian Personnel, Appendix A. Prescribed by the Department of Defense for travel in Alaska, Hawaii, and outlying areas of the United States.

· Department of State Standardized Regulations (DSSR) (Government Civilians, Foreign Areas), Section 925, "Maximum Travel Per Diem Allowances for Foreign Areas," prescribed by the Department of State for travel in areas not covered in the FTR or JTR.

The Contractor will not be reimbursed for travel expenses unless audited records for transportation contain evidence, such as original receipts, substantiating actual expenses incurred for travel.

Labor costs/wages of personnel on travel outside of normal business hours will not be covered under the reimbursable travel CLIN.

The contract includes a not-to-exceed funding limitation for travel costs. When the Contractor expects total funding expended for reimbursable travel to reach 85 percent of the total funds available on the travel CLIN, the Contractor shall notify the Contracting Officer and the COR and any other Government official identified by the Contracting Officer. The notice shall state the estimated amount of additional funds required to continue performance for the period specified in the task order. The Contractor shall not exceed or incur costs that exceed the amount of funding stated on the reimbursable travel CLIN. The Government is not obligated to reimburse the Contractor for otherwise reimbursable travel in excess of the funded amount stated on the reimbursable travel CLIN.

The Contractor is not obligated to continue performance of any reimbursable work under this Contract or otherwise incur costs for reimbursable travel in excess of the funded amount stated on the reimbursable travel CLIN unless the Contracting Officer notifies the Contractor in writing that the funded amount stated under the applicable reimbursable travel CLIN has been increased. In the event notification is made orally, such notification shall be followed up in writing within two working days.

No notice, communication, or representation from any person other than the Contracting Officer shall affect the Government’s obligation to reimburse the Contractor.

Change orders shall not be considered an authorization to exceed the funded amount stated under the reimbursable travel CLIN unless they contain a statement expressly increasing the funded amount of that reimbursable CLIN by a sufficient amount to cover the change order.

14.0 Data, Software And Intellectual Property Rights

All data, regardless of format, created, generated, produced or provided under, or as a result of, this contract shall become the property of the U.S. Government/Marine Corps, not the contractor, subcontractor, or individual author or researcher. This data includes reports, materials, data, information, and all electronic/digital files and other PWS related items. The items described herein, and any other items, are hereinafter referred to individually or collectively as the work or works. The Marine Corps shall have the irrevocable, worldwide, royalty-free right to use, modify, reproduce, perform, display, release, or disclose such research, reports, materials and information, and associated intellectual property, in whole or in part, in any manner, and for any purpose whatsoever, and to have or authorize others to do so. The U.S. Government/Marine Corps shall be the owner of all of these works and all intellectual property rights in or to these works. Therefore, any restricted data rights, information, software, materials and/or other items, including the contractor’s or a third-party’s proprietary data, information, software, materials and/or items must not be used under this contract without the specific written approval by the Contracting Officer prior to start of any work.

15.0 Use of Works

Without the prior written permission of the Contracting Officer, no data, materials, information, or other items (hereinafter singularly or collectively “Items”) created or provided expressly for this contract/PWS shall be used by the contractor for any purpose other than those that are in support of, or for performance under, this PWS. The contractor (including its employees and subcontractors) are obligated to protect from unauthorized use or disclosure all Government confidential or classified material and/or Government-owned proprietary, and/or Personally Identifiable Information or Personal Privacy Items obtained in the course of performance under the Government contract, as long as such data remains proprietary, confidential, sensitive, or classified. Any information obtained in the course of duties, or the performance of services, under this contract including, but not limited to, information that may be made available for use that relates to the technical data, trade secrets, processes, operations, style of work, or apparatus, or to the technical data, statistical data, amount or source of any income, profits, losses, or expenditures of any person, firm, partnership, corporation, or association is included in this clause (and with “Items”). Contract personnel shall not publish, divulge, disclose, or make known Items in any manner, or to any extent not authorized by the Contracting Officer. When the contractor’s need for such Items ends, the Items shall be returned promptly (within ten (10) business days) to the appropriate government program personnel. However, the obligation not to discuss, disclose, release, reproduce or otherwise provide or make available such Items, or any portion thereof, shall continue, even after completion of this contract/order. Any actual or suspected unauthorized use, disclosure, release, or reproduction of any Items or violation of this agreement, of which the company or any employee is or may become aware, will be reported promptly (within one business day) to the contractor’s program manager, who will inform the Contracting Officer within five (5) business days of receiving such report.

16.0 ENTERPRISE CONTRACTOR MANPOWER REPORTING APPLICATION (ECMRA):

The contractor shall report contractor labor hours (including subcontractor labor hours) required for performance of services provided under this contract for the PP&O DPRI Support via a secure data collection site. Contracted services excluded from reporting are based on Product Service Codes (PSCs). The excluded PSCs are:

1. W, Lease/Rental of Equipment

1. X, Lease/Rental of Facilities

1. Y, Construction of Structures and Facilities

1. S, Utilities ONLY

1. V, Freight and Shipping ONLY

The contractor is required to completely fill in all required data fields using the following web address https://doncmra.nmci.navy.mil.

Reporting inputs will be for the labor executed during the period of performance during each Government fiscal year (FY), which runs October 1 through September 30. While inputs may be reported any time during the FY, all data shall be reported no later than October 31 of each calendar year. Contractors may direct questions to the help desk, linked at https://doncmra.nmci.navy.mil.

PRS

Performance Requirements Summary (PRS):

CPARS ratings

CPARS ratings

requirements and effective balancing of resources to accomplish work requirements without sacrificing priorities, or creating unstable performance.

Meets all requirements.

Problems encountered are minor and resolved in a satisfactory manner Customer input/ random sampling/

COR

review

CPARS ratings; Option Exercise

CPARS ratings

Invoice reductions for missing key personnel

*Note: Deliverables are not counted as late when, on a case by case basis, the COR approves later deliverable submission. The COR’s approval of a late deliverable submission or failure to strictly enforce delivery requirements will not be deemed a waiver of the applicable delivery requirements for future deliverables.

ATTACHMENTS

Attachment A- DD254 Attachment B- Pricing Template Attachment C- Past Performance Questionnaire

CONTRACT ADMINISTRATION

DESIGNATION OF CONTRACTING OFFICER REPRESENTATIVE (COR):

The Contracting Officer has designated the person named below as the authorized COR for this Contract:

The COR will represent the Contracting Officer in the administration of technical details within the scope of this contract and will perform inspection and acceptance of all deliverables. The COR is not otherwise authorized to make any representations or commitments of any kind on behalf of the Contracting Officer or the Government. The COR does not have the authority to alter the Contractor's obligations or change the specifications in the contract. If, as a result of technical discussions, it is desirable to alter contract obligations or statements of work, a modification must be issued in writing and signed by the Contracting Officer. The COR is responsible for reviewing the invoices submitted by the Contractor and informing the Contracting Officer of areas where exceptions are to be taken. The COR authority is non-delegable. The COR may be personally liable for unauthorized acts.

AUTHORIZED CHANGES ONLY BY THE CONTRACTING OFFICER:

Except as specified in paragraph (b) below, no order, statement, or conduct of Government personnel who visit the Contractor’s facilities or in any other manner communicates with Contractor personnel during the performance of this contract shall constitute a change under the Changes clause of this contract.

(a) The Contractor shall not comply with any order, direction or request of Government personnel unless it is issued in writing and signed by the Contracting Officer, or is pursuant to specific authority otherwise included as a part of this contract.

(b) The Contracting Officer is the only person authorized to approve changes in any of the requirements of this contract and notwithstanding provisions contained elsewhere in this contract, said authority remains solely the Contracting Officer’s. In the event the Contractor effects any change at the direction of any person other than the Contracting Officer, the change will be considered to have been made without authority and no adjustment will be made in the contract price to cover any increase incurred as a result thereof. The address and telephone number of the Contracting Officers are:

NAME: TO BE COMPLETED AT AWARD

TELEPHONE:

EMAIL:

CLAUSES INCORPORATED BY FULL TEXT

52.252-1 SOLICITATION PROVISIONS INCORPORATED BY REFERENCE (FEB 1998)

This solicitation incorporates one or more solicitation provisions 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. The offeror is cautioned that the listed provisions may include blocks that must be completed by the offeror and submitted with its quotation or offer. In lieu of submitting the full text of those provisions, the offeror may identify the provision by paragraph identifier and provide the appropriate information with its quotation or offer. Also, the full text of a solicitation provision may be accessed electronically at this/these address(es):

FAR: www.acquisition.gov/far DFARS: http://www.acq.osd.mil/dpap/dars/dfarspgi/current/

(End of provision)

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/these address(es):

FAR: www.acquisition.gov/far DFARS: http://www.acq.osd.mil/dpap/dars/dfarspgi/current/

(End of clause)

CLAUSES INCORPORATED BY REFERENCE

CLAUSES INCORPORATED BY FULL TEXT

52.209-2 PROHIBITION ON CONTRACTING WITH INVERTED DOMESTIC CORPORATIONS--REPRESENTATION (NOV 2015)

(a) Definitions. Inverted domestic corporation and subsidiary have the meaning given in the clause of this contract entitled Prohibition on Contracting with Inverted Domestic Corporations (52.209-10).

(b) Government agencies are not permitted to use appropriated (or otherwise made available) funds for contracts with either an inverted domestic corporation, or a subsidiary of an inverted domestic corporation, unless the exception at 9.108-2(b) applies or the requirement is waived in accordance with the procedures at 9.108-4.

(c) Representation. The Offeror represents that--

(1) It [ ___ ] is, [ ___ ] is not an inverted domestic corporation; and

(2) It [ ___ ] is, [ ___ ] is not a subsidiary of an inverted domestic corporation.

52.209-7 INFORMATION REGARDING RESPONSIBILITY MATTERS (OCT 2018)

(a) Definitions. As used in this provision--

Administrative proceeding means a non-judicial process that is adjudicatory in nature in order to make a determination of fault or liability (e.g., Securities and Exchange Commission Administrative Proceedings, Civilian Board of Contract Appeals Proceedings, and Armed Services Board of Contract Appeals Proceedings). This includes administrative proceedings at the Federal and State level but only in connection with performance of a Federal contract or grant. It does not include agency actions such as contract audits, site visits, corrective plans, or inspection of deliverables.

Federal contracts and grants with total value greater than $10,000,000 means--

(1) The total value of all current, active contracts and grants, including all priced options; and

(2) The total value of all current, active orders including all priced options under indefinite-delivery, indefinite-quantity, 8(a), or requirements contracts (including task and delivery and multiple-award Schedules).

Principal 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).

(b) The offeror ( ) has ( ) does not have current active Federal contracts and grants with total value greater than $10,000,000.

(c) If the offeror checked “has” in paragraph (b) of this provision, the offeror represents, by submission of this offer, that the information it has entered in the Federal Awardee Performance and Integrity Information System (FAPIIS) is current, accurate, and complete as of the date of submission of this offer with regard to the following information:

(1) Whether the offeror, and/or any of its principals, has or has not, within the last five years, in connection with the award to or performance by the offeror of a Federal contract or grant, been the subject of a proceeding, at the Federal or State level that resulted in any of the following dispositions:

(i) In a criminal proceeding, a conviction.

(ii) In a civil proceeding, a finding of fault and liability that results in the payment of a monetary fine, penalty, reimbursement, restitution, or damages of $5,000 or more.

(iii) In an administrative proceeding, a finding of fault and liability that results in--

(A) The payment of a monetary fine or penalty of $5,000 or more; or

(B) The payment of a reimbursement, restitution, or damages in excess of $100,000.

(iv) In a criminal, civil, or administrative proceeding, a disposition of the matter by consent or compromise with an acknowledgment of fault by the Contractor if the proceeding could have led to any of the outcomes specified in paragraphs (c)(1)(i), (c)(1)(ii), or (c)(1)(iii) of this provision.

(2) If the offeror has been involved in the last five years in any of the occurrences listed in (c)(1) of this provision, whether the offeror has provided the requested information with regard to each occurrence.

(d) The offeror shall post the information in paragraphs (c)(1)(i) through (c)(1)(iv) of this provision in FAPIIS as required through maintaining an active registration in the System for Award Management, which can be accessed via https://www.sam.gov (see 52.204-7).

52.209-11 REPRESENTATION BY CORPORATIONS REGARDING DELINQUENT TAX LIABILITY OR A

FELONY CONVICTION UNDER ANY FEDERAL LAW (FEB 2016)

(a) As required by sections 744 and 745 of Division E of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235), and similar provisions, if contained in subsequent appropriations acts, the Government will not enter into a contract with any corporation that--

(1) Has any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability, where the awarding agency is aware of the unpaid tax liability, unless an agency has considered suspension or debarment of the corporation and made a determination that suspension or debarment is not necessary to protect the interests of the Government; or

(2) Was convicted of a felony criminal violation under any Federal law within the preceding 24 months, where the awarding agency is aware of the conviction, unless an agency has considered suspension or debarment of the corporation and made a determination that this action is not necessary to protect the interests of the Government.

(b) The Offeror represents that--

(1) It is [ ] is not [ ] a corporation that has any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability; and

(2) It is [ ] is not [ ] a corporation that was convicted of a felony criminal violation under a Federal law within the preceding 24 months.

52.204-13 SYSTEM FOR AWARD MANAGEMENT MAINTENANCE (OCT 2018)

(a) Definitions. As used in this clause--

Electronic Funds Transfer (EFT) indicator means a four-character suffix to the unique entity identifier. The suffix is assigned at the discretion of the commercial, nonprofit, or Government entity to establish additional System for Award Management (SAM) records for identifying alternative EFT accounts (see subpart 32.11) for the same entity.

Registered in the System for Award Management (SAM) means that--

(1) The Contractor has entered all mandatory information, including the unique entity identifier and the EFT indicator (if applicable), the Commercial and Government Entity (CAGE) code, as well as data required by the Federal Funding Accountability and Transparency Act of 2006 (see subpart 4.14), into SAM;

(2) The Contractor has completed the Core, Assertions, Representations and Certifications, and Points of Contact sections of the registration in SAM;

(3) The Government has validated all mandatory data fields, to include validation of the Taxpayer Identification Number (TIN) with the Internal Revenue Service (IRS). The Contractor will be required to provide consent for TIN validation to the Government as a part of the SAM registration process; and

(4) The Government has marked the record ``Active''.

System for Award Management (SAM) means the primary Government repository for prospective Federal awardee and Federal awardee information and the centralized Government system for certain contracting, grants, and other assistance-related processes. It includes—

(1) Data collected from prospective Federal awardees required for the conduct of business with the Government;

(2) Prospective contractor-submitted annual representations and certifications in accordance with FAR subpart 4.12; and

(3) Identification of those parties excluded from receiving Federal contracts, certain subcontracts, and certain types of Federal financial and non-financial assistance and benefits.

Unique entity identifier means a number or other identifier used to identify a specific commercial, nonprofit, or Government entity. See www.sam.gov for the designated entity for establishing unique entity identifiers.

(b) If the solicitation for this contract contained the provision 52.204-7 with its Alternate I, and the Contractor was unable to register prior to award, the Contractor shall be registered in SAM within 30 days after award or before three days prior to submission of the first invoice, whichever occurs first.

(c) The Contractor shall maintain registration in SAM during contract performance and through final payment of any contract, basic agreement, basic ordering agreement, or blanket purchasing agreement. The Contractor is responsible for the currency, accuracy and completeness of the data within SAM, and for any liability resulting from the Government's reliance on inaccurate or incomplete data. To remain registered in SAM after the initial registration, the Contractor is required to review and update on an annual basis, from the date of initial registration or subsequent updates, its information in SAM to ensure it is current, accurate and complete. Updating information in SAM does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document.

(d)(1)(i) If a Contractor has legally changed its business name or ``doing business as'' name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day's written notification of its intention to--

(A) Change the name in SAM;

(B) Comply with the requirements of subpart 42.12 of the FAR; and

(C) Agree in writing to the timeline and procedures specified by the responsible Contracting Officer. The Contractor shall provide with the notification sufficient documentation to support the legally changed name.

(ii) If the Contractor fails to comply with the requirements of paragraph (d)(1)(i) of this clause, or fails to perform the agreement at paragraph (d)(1)(i)(C) of this clause, and, in the absence of a properly executed novation or change-of-name agreement, the SAM information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the meaning of the ``Suspension of Payment'' paragraph of the electronic funds transfer (EFT) clause of this contract.

(2) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in the SAM record to reflect an assignee for the purpose of assignment of claims (see FAR subpart 32.8, Assignment of Claims). Assignees shall be separately registered in SAM. Information provided to the Contractor's SAM record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the ``Suspension of Payment'' paragraph of the EFT clause of this contract.

(3) The Contractor shall ensure that the unique entity identifier is maintained with the entity designated at www.sam.gov for establishment of the unique entity identifier throughout the life of the contract. The Contractor shall communicate any change to the unique entity identifier to the Contracting Officer within 30 days after the change, so an appropriate modification can be issued to update the data on the contract. A change in the unique entity identifier does not necessarily require a novation be accomplished.

(e) Contractors may obtain additional information on registration and annual confirmation requirements at https://www.sam.gov.

52.212-5 CONTRACT TERMS AND…