PTAP General Terms and Conditions Version 1_1- PTAPTCV1_1.pdf

Procurement Technical Assistance Program General Terms and Conditions

Version 1.1 Issued July 12, 2017

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PREAMBLE

Applicability. These are the Procurement Technical Assistance Program (PTAP) General Terms and Conditions. Your cooperative agreement will refer to these general terms and conditions when they are applicable.

Order of precedence. These general terms and conditions will not take precedence over any Federal statute or Federal regulation published in the Code of Federal Regulations (CFR). The order of precedence of sources of requirements, if applicable to your award, is as follows:

Federal statutes; Federal regulations in the CFR; OMB guidance in the CFR, at 2 CFR Part 200;

award-specific terms and conditions; these general terms and conditions.

Process for improvement. Except for Part 10, “For-Profit Recipients,” these general terms and conditions are designed to conform to OMB guidance, “Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards,” published at 2 CFR Part 200 and implemented by DoD at 2 CFR Part 1103. If a conflict arises between these general terms and conditions and any requirement in Federal statute, Federal regulation in the CFR, or OMB guidance at 2 CFR Part 200, please contact the awarding office so that we may resolve the conflict. As recipients gain operating experience with these general terms and conditions, we may find areas requiring clarification or correction. Your alerting us to potential issues therefore will help us improve both these general terms and conditions and DoD’s regulatory implementation of the OMB guidance at 2 CFR Part 200.

Use of plain language. These general terms and conditions use plain language to communicate requirements, including personal pronouns “you” to denote the recipient and “we” or “us” to denote DLA or another DoD Component.

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TABLE OF CONTENTS

PART 1: DEFINITIONS

PART 2: PROGRAM REQUIREMENTS

PART 3: NATIONAL POLICY REQUIREMENTS (NP Articles) I. Nondiscrimination national policy requirements II. Environmental national policy requirements III. Other national policy requirements PART 4: FINANCIAL AND PROGRAM MANAGEMENT (FMS Articles) I. Financial management system standards II. Payments III. Allowable costs, period of availability of funds, and fee or profit IV. Revision of budget and program plans V. Non-Federal audits VI. Cost sharing or matching VII. Program income PART 5: PROPERTY ADMINISTRATION (PROP Articles) I. Title to property II. Property management system III. Use and disposition of real property IV. Use and disposition of equipment and supplies V. Intangible property PART 6: PROCUREMENT PROCEDURES (PROC Articles) I. Procurement standards for States II. Procurement standards for institutions of higher education, nonprofit organizations, local governments, and Indian tribes III. Contract provisions for recipient procurements PART 7: FINANCIAL, PROGRAMMATIC, AND PROPERTY REPORTING (REP Articles) I. Performance management, monitoring, and reporting II. Financial reporting III. Reporting on property IV. Reporting on subawards and executive compensation

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PART 8: OTHER ADMINISTRATIVE REQUIREMENTS (OAR Articles) I. Submitting and maintaining recipient information II. Records retention and access III. Remedies and termination IV. Claims, disputes and appeals V. Collection of amounts due VI. Closeout VII. Post-closeout adjustments and continuing responsibilities PART 9: REQUIREMENTS RELATED TO SUBAWARDS (SUB Articles) I. Distinguishing subawards and procurements II. Pre-award and time of award responsibilities III. Informational content of subawards IV. Financial and program management requirements for subawards V. Property requirements for subawards VI. Procurement procedures to include in subawards VII. Financial, programmatic, and property reporting requirements for subawards VIII. Other administrative requirements for subawards IX. National policy requirements for subawards X. Subrecipient monitoring and other post-award administration XI. Requirements concerning subrecipients’ lower-tier subawards XII. Fixed-amount subawards PART 10: FOR-PROFIT RECIPIENTS (FPR Articles) I. Definitions II. Program requirements III. National policy requirements IV. Financial and program management V. Property administration VI. Procurement procedures VII. Financial, programmatic, and property reporting VIII. Other administrative requirements IX. Requirements related to subawards Appendix A - DLA Form 1806

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PART 1: DEFINITIONS (May 2016)

Section A. Purpose of this part. This part provides definitions of terms used in these general terms and conditions.

Section B. Precedence of definitions of terms in national policy requirements.

Some portions of these general terms and conditions use a term in relation to compliance with a national policy requirement in a statute, Executive order, or other source that defines the term differently than Section D of this part. For purposes of that particular national policy requirement, the definition of a term provided by the source of the requirement and any regulation specifically implementing it takes precedence over the definition in this part.

For the purpose of determining eligibility for an award under the Procurement Technical Assistance Cooperative Agreement Program, the definitions in 10 U.S.C. 2411 take precedence over the definitions in this part.

Section C. Definitions of terms used in the Governmentwide cost principles or single audit requirements.

1. These general terms and conditions incorporate by reference the provisions of:

a. The implementation of the Single Audit Act requirements for audits of recipients and subrecipients that are in Subpart F of OMB guidance in 2 CFR Part 200;

b. The Governmentwide cost principles for institutions of higher education, nonprofit entities, States, local governments, and Indian tribes that are contained in Subpart E of OMB guidance in 2 CFR Part 200; and

c. The cost principles for for-profit entities at subpart 31.2 of the Federal Acquisition

Regulation (FAR) at 48 CFR Part 31, as supplemented by provisions of the Defense Federal Acquisition Regulation Supplement (DFARS) at subpart 231.2 of 48 CFR Part 231.

2. This part includes the definition of a term used in any of the issuances listed in paragraph

1 of this Section only if these terms and conditions use that term directly. If the only usage is indirect--i.e., through an issuance incorporated by reference--then this part will not include a definition and you should consult definitions in:

a. Subpart A of the OMB guidance in 2 CFR Part 200 for terms used in Subparts E and

F of that Part; and

b. FAR Part 2 (48 CFR Part 2) for terms used in the cost principles at 48 CFR Part 31.

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Section D. Definitions.

1. Acquire.

Acquire means to:

a. When the term is used in connection with a DoD Component action at the prime tier, obtain property or services by purchase, lease, or barter for the direct benefit or use of the United States Government.

b. When the term is used in connection with a recipient action or a subrecipient action at a tier under a DoD Component’s award:

i. Purchase services;

ii. Obtain property under the award by:

A. Purchase;

B. Construction;

C. Fabrication;

D. Development;

E. The recipient or subrecipient entity’s donation of the property to the project or program under the award to meet cost sharing or matching requirements (i.e., including within the entity’s share of the award’s project costs the value of the remaining life of the property or its fair market value, rather than charging depreciation); or

F. Otherwise.

2. Acquisition.

Acquisition means the process of acquiring as described in the definition of

“acquire”.

3. Acquisition cost.

Acquisition cost means the cost of an asset to a recipient or subrecipient, including the cost to ready the asset for its intended use.

a. For example, when used in conjunction with:

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i. The purchase of equipment, the term means the net invoice price of the equipment, including the cost of any modifications, attachments, accessories, or auxiliary apparatus necessary to make it usable for the purpose for which it is acquired.

ii. Equipment that a recipient or subrecipient constructs or fabricates--or software that it develops--under an award, the term includes, when capitalized in accordance with generally accepted accounting principles (GAAP):

A. The construction and fabrication costs of that equipment; and

B. The development costs of that software.

b. Ancillary charges, such as taxes, duty, protective in-transit insurance, freight, and installation may be included in, or excluded from, the acquisition cost in accordance with the recipient’s or subrecipient’s regular accounting practices.

4. Administrative offset.

Administrative offset means an action whereby money payable by the United

States Government to, or held by the Government for, a recipient is withheld to satisfy a delinquent debt the recipient owes the Government.

5. Advance payment.

Advance payment means a payment that DoD or a recipient or subrecipient makes by any appropriate payment mechanism, including a predetermined payment schedule, before the recipient or subrecipient disburses the funds for project or program purposes.

6. Approved budget.

Approved budget means, in conjunction with a DoD Component award to a recipient, the most recent version of the budget the recipient submitted and the DoD Component approved (either at the time of the initial award or subsequently), to summarize planned expenditures for the project or program under the award. It includes:

a. All Federal funding made available to the recipient under the award to use for project or program purposes.

b. Any cost sharing or matching that the recipient is required to provide under the award.

c. Any options that have been exercised but not any options that have not been exercised.

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7. Assistance.

Assistance means the transfer of a thing of value to a recipient to carry out a public purpose of support or stimulation authorized by a law of the United States (see 31 U.S.C. 6101(3)). Grants, cooperative agreements, and technology investment agreements are examples of legal instruments that DoD Components use to provide assistance.

8. Award.

Award means a grant, cooperative agreement, technology investment agreement, or other nonprocurement instrument subject to one or more parts of the DoDGARs.

Within each part of the regulations, the term includes only the types of instruments subject to that part.

9. Award administration office.

Award administration office means a DoD Component office that performs assigned post-award functions related to the administration of grants, cooperative agreements, technology investment agreements, or other nonprocurement instruments subject to one or more parts of the DoDGARs.

10. Award-specific terms and conditions.

Award-specific terms and conditions means requirements that are included in an individual award and pertain to that particular award specifically. Award-specific terms and conditions may be used to modify or supplement general terms and conditions.

11. Capital asset.

Capital asset means a tangible or intangible asset used in operations having a useful life of more than one year which is capitalized in accordance with GAAP. Capital assets include:

a. Land, buildings (facilities), equipment, and intellectual property (including software) whether acquired by purchase, construction, manufacture, lease-purchase, exchange, or through capital leases; and

b. Additions, improvements, modifications, replacements, rearrangements, reinstallations, renovations or alterations to capital assets that materially increase their value or useful life (not ordinary repairs and maintenance).

12. Claim.

Claim means a written demand or written assertion by one of the parties to an award seeking as a matter of right, the payment of money in a sum certain, the adjustment

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13. Cognizant agency for indirect costs.

Cognizant agency for indirect costs means the Federal agency responsible for reviewing, negotiating, and approving cost allocation plans and indirect cost proposals on behalf of all Federal agencies. The cognizant agency for indirect costs for a particular entity may be different than the cognizant agency for audit. The cognizant agency for indirect costs:

a. For an institution of higher education, nonprofit organization, State, or local government is assigned as described in the appendices to OMB guidance in 2 CFR Part 200. See 2 CFR 200.19 for specific citations to those appendices.

b. For a for-profit entity, normally will be the agency with the largest dollar amount of pertinent business, as described in the FAR at 48 CFR 42.003.

14. Contract.

Contract means a procurement transaction, as that term is defined in this part. A contract is a transaction into which a recipient or subrecipient enters. It is therefore distinct from the term “procurement contract,” which is a transaction that a DoD Component awards at the prime tier.

15. Contractor.

Contractor means an entity to which a recipient or subrecipient awards a procurement transaction (also known as a contract).

16. Cooperative agreement.

Cooperative agreement means a legal instrument which, consistent with 31 U.S.C. 6305, is used to enter into the same kind of relationship as a grant (see definition of “grant” in this part), except that substantial involvement is expected between the Department of Defense (DoD) and the recipient when carrying out the activity contemplated by the cooperative agreement. The term does not include “cooperative research and development agreements” as defined in 15 U.S.C. 3710a.

17. Cost allocation plan.

Cost allocation plan means either a:

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a. Central service cost allocation plan, as defined at 2 CFR 200.9 and described in Appendix V to OMB guidance in 2 CFR Part 200; or

b. Public assistance cost allocation plan as described in Appendix VI to 2 CFR Part 200.

18. Cost sharing or matching.

Cost sharing or matching means the portion of project costs not borne by the

Federal Government, unless a Federal statute authorizes use of any Federal funds for cost sharing or matching.

19. Cost-type contract.

Cost-type contract means a procurement transaction awarded by a recipient or a subrecipient at any tier under a DoD Component’s grant or cooperative agreement that provides for the contractor to be paid on the basis of the actual, allowable costs it incurs (plus any fee or profit for which the contract provides).

20. Cost-type subaward

Cost-type subaward means a subaward that:

a. A recipient or subrecipient makes to another entity at the next lower tier; and

b. Provides for payments to the entity that receives the cost-type subaward based on the actual, allowable costs it incurs in carrying out the subaward.

21. Debarment.

Debarment means an action taken by a Federal agency debarring official to exclude a person or entity from participating in covered Federal transactions, in accordance with debarment and suspension policies and procedures for:

a. Nonprocurement instruments, which are in OMB guidance at 2 CFR Part 180, as implemented by the DoD at 2 CFR Part 1125; or

b. Procurement contracts, which are in the FAR at 48 CFR 9.4.

22. Debt.

Debt means any amount of money or any property owed to a Federal agency by any person, organization, or entity except another United States Federal agency. Debts include any amounts due from insured or guaranteed loans, fees, leases, rents, royalties, services, sales of real or personal property, or overpayments, penalties, damages, interest, fines and forfeitures, and all other claims and similar sources.

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23. Delinquent debt.

Delinquent debt means a debt:

a. That the debtor fails to pay by the date specified in the initial written notice from the agency owed the debt, normally within 30 calendar days, unless the debtor makes satisfactory payment arrangements with the agency by that date; and

b. With respect to which the debtor has elected not to exercise any available appeals or has exhausted all agency appeal processes.

24. Direct costs.

Direct costs means any costs that are identified specifically with a particular final cost objective, such as an award, in accordance with the applicable cost principles.

25. DoD Components.

DoD Components means the Office of the Secretary of Defense; the Military

Departments; the National Guard Bureau (NGB); and all Defense Agencies, DoD Field Activities, and other organizational entities within the DoD that are authorized to award or administer grants, cooperative agreements, and other non-procurement instruments subject to the DoDGARs.

26. Equipment.

Equipment means tangible personal property (including information technology systems) having a useful life of more than one year and a per-unit acquisition cost which equals or exceeds the lesser of:

a. $5,000; or

b. The recipient’s or subrecipient’s capitalization threshold for financial statement purposes.

27. Expenditures.

Expenditures mean charges made by a recipient or subrecipient to a project or program under an award.

a. The charges may be reported on a cash or accrual basis, as long as the methodology is disclosed and is consistently applied.

b. For reports prepared on a cash basis, expenditures are the sum of:

i. Cash disbursements for direct charges for property and services;

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ii. The amount of indirect expense charged;

iii. The value of third-party in-kind contributions applied; and

iv. The amount of cash advance payments and payments made to subrecipients.

c. For reports prepared on an accrual basis, expenditures are the sum of:

i. Cash disbursements for direct charges for property and services;

ii. The amount of indirect expense incurred;

iii. The value of third-party in-kind contributions applied; and

iv. The net increase or decrease in the amounts owed by the recipient or subrecipient for:

A. Goods and other property received;

B. Services performed by employees, contractors, subrecipients, and other payees; and

C. Programs for which no current services or performance are required, such as annuities, insurance claims, or other benefit payments.

28. Federal interest.

Federal interest means, in relation to real property, equipment, or supplies acquired or improved under an award or subaward, the dollar amount that is the product of the:

a. Federal share of total project costs; and

b. Current fair market value of the property, improvements, or both, to the extent the costs of acquiring or improving the property were included as project costs.

29. Federal share.

Federal share means the portion of the project costs under an award that is paid by Federal funds.

30. Fixed-amount subaward.

Fixed-amount subaward means a subaward:

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a. That a recipient or subrecipient makes to another entity at the next lower tier; and

b. Under which the total amount to be paid to the other entity is based on performance and results, and not on the actual, allowable costs that entity incurs.

31. General terms and conditions.

General terms and conditions mean requirements that apply broadly to a class of awards rather than specifically to a particular award. For example, these are general terms and conditions because they apply, except as modified or supplemented by award-specific terms and conditions, to all applicable awards under the PTAP.

32. Grant.

Grant means a legal instrument which, consistent with 31 U.S.C. 6304, is used to enter into a relationship:

a. Of which the principal purpose is to transfer a thing of value to the recipient to carry out a public purpose of support or stimulation authorized by a law of the United States, rather than to acquire property or services for the DoD’s direct benefit or use.

b. In which substantial involvement is not expected between the DoD and the recipient when carrying out the activity contemplated by the grant.

33. Grants officer.

Grants officer means a DoD official with the authority to enter into, administer, and/or terminate grants or cooperative agreements.

34. Indian tribe.

Indian tribe means any Indian tribe, band, nation, or other organized group or community, including any Alaska Native village or regional or village corporation as defined in or established pursuant to the Alaska Native Claims Settlement Act (43 U.S.C.

Chapter 33), which is recognized as eligible for the special programs and services provided by the United States to Indians because of their status as Indians (25 U.S.C.

450b(e)). See the annually published Bureau of Indian Affairs list of Indian Entities Recognized and Eligible to Receive Services.

35. Indirect costs (also known as “Facilities and Administrative,” or F&A, costs).

Indirect costs means those costs incurred for a common or joint purpose benefitting more than one cost objective, and not readily assignable to the cost objectives specifically benefitted, without effort disproportionate to the results achieved.

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36. Institution of higher education.

Institution of higher education has the meaning specified at 20 U.S.C. 1001.

37. Intangible property.

Intangible property means:

a. Property having no physical existence, such as trademarks, copyrights, patents and patent applications; and

b. Property such as loans, notes and other debt instruments, lease agreements, stock and other instruments of property ownership, whether the property is considered tangible or intangible.

38. Local government.

Local government means any unit of government within a State, including a:

a. County;

b. Borough;

c. Municipality;

d. City;

e. Town;

f. Township;

g. Parish;

h. Local public authority, including any public housing agency under the United States

Housing Act of 1937;

i. Special district;

j. School district;

k. Intrastate district;

l. Council of governments, whether or not incorporated as a nonprofit corporation under State law; and

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m. Any other agency or instrumentality of a multi-, regional, or intra-state or local government.

39. Management decision.

Management decision means a written decision issued to an audited entity by a

DoD Component, another Federal agency that has audit or indirect cost cognizance or oversight responsibilities for the audited entity, or a recipient or subrecipient from which the audited entity received an award or subaward. The DoD Component, cognizant or oversight agency, recipient, or subrecipient issues the management decision to specify the corrective actions that are necessary after evaluating the audit findings and the audited entity’s corrective action plan.

40. Nonprocurement instrument.

Nonprocurement instrument means a legal instrument other than a procurement contract that a DoD Component may award. Examples include an instrument of financial assistance, such as a grant or cooperative agreement, or an instrument of technical assistance, which provides services in lieu of money.

41. Nonprofit organization.

Nonprofit organization means any corporation, trust, association, cooperative, or other organization, not including an institution of higher education, that:

a. Is operated primarily for scientific, educational, service, charitable, or similar purposes in the public interest;

b. Is not organized primarily for profit; and

c. Uses net proceeds to maintain, improve, or expand the operations of the organization.

42. Obligation.

Obligation means:

a. When used in conjunction with a DoD Component’s action, a legally binding agreement that will result in outlays, either immediately or in the future. Examples of actions through which a DoD Component incurs an obligation include the signature of a grant, cooperative agreement, or technology investment agreement authorizing the recipient to use funds under the award.

b. When used in conjunction with a recipient’s or subrecipient’s use of funds under an award or subaward, an order placed for property and services, a contract or subaward made, or a similar transaction during a given period that requires payment during the same or a future period.

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43. Office of Management and Budget.

Office of Management and Budget means the Executive Office of the President, United States Office of Management and Budget.

44. Outlays.

Outlays means “expenditures,” as defined in this part.

45. Participant support costs.

Participant support costs means direct costs for items such as stipends or subsistence allowances, travel allowances, and registration fees paid to or on behalf of participants or trainees (but not employees) in connection with conferences, or training projects.

46. Period of performance.

Period of performance means the time during which a recipient or subrecipient may incur new obligations to carry out the work authorized under an award or subaward, respectively.

47. Personal property.

Personal property means property other than real property. It may be tangible, having physical existence, or intangible, such as copyrights, patents, and securities.

48. Procurement contract.

Procurement contract means a legal instrument which, consistent with 31 U.S.C.

6303, reflects a relationship between the Federal Government and a State, a local government, or other recipient when the principal purpose of the instrument is to acquire property or services for the direct benefit or use of the Federal Government. A procurement contract is a prime tier transaction and therefore distinct from a recipient’s or subrecipient’s “procurement transaction” or “contract” as defined in this part.

49. Procurement transaction.

Procurement transaction means a legal instrument by which a recipient or subrecipient purchases property or services it needs to carry out the project or program under its prime award or subaward, respectively. A procurement transaction is distinct both from “subaward” and “procurement contract,” as those terms are defined in this part.

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50. Program income.

Program income means gross income earned by a recipient or subrecipient that is directly generated by a supported activity or earned as a result of an award or subaward (during the period of performance unless the award or subaward specifies continuing requirements concerning disposition of program income after the end of that period).

a. Program income includes, but is not limited to, income from:

i. Fees for services performed;

ii. The use or rental of real or personal property for which the recipient or subrecipient is accountable under the award or subaward (whether acquired under the award or subaward, or other Federal awards from which accountability for the property was transferred);

iii. The sale of commodities or items fabricated under the award or subaward; and

iv. License fees and royalties on patents and copyrights.

b. Program income does not include:

i. Interest earned on advances of Federal funds;

ii. Proceeds from the sale of real property or equipment under the award; or

iii. Unless otherwise specified in Federal statute or regulation, or the terms and conditions of the award or subaward:

A. Rebates, credits, discounts, and interest earned on any of them; or

B. Governmental revenues, taxes, special assessments, levies, fines, and similar revenues raised by the recipient or subrecipient.

51. Project costs.

Project costs means the total of:

a. Allowable costs incurred under an award by the recipient, including costs of any subawards and contracts under the award; and

b. Cost sharing or matching contributions that are required under the award, which includes voluntary committed (but not voluntary uncommitted) contributions and the value of any third-party in-kind contributions.

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52. Property.

Property means real property and personal property (equipment, supplies, intangible property, and debt instruments), unless stated otherwise.

53. Real property.

Real property means land, including land improvements, structures and appurtenances thereto, but excluding moveable machinery and equipment.

54. Recipient.

Recipient means an entity that receives an award directly from a DoD Component. The term does not include subrecipients.

55. Research.

Research means basic, applied, and advanced research.

56. Simplified acquisition threshold.

Simplified acquisition threshold means the dollar amount set by the FAR at 48

CFR Subpart 2.1, which is adjusted periodically for inflation in accordance with 41 U.S.C. 1908.

57. State.

State means any State of the United States, the District of Columbia, the

Commonwealth of Puerto Rico, the U.S. Virgin Islands, Guam, American Samoa, the Commonwealth of the Northern Mariana Islands, and any agency or instrumentality thereof exclusive of local governments.

58. Subaward.

Subaward means a legal instrument by which a recipient or subrecipient at any tier below a DoD Component prime award, transfers--for performance by an entity at the next lower tier--a portion of the substantive program for which the DoD Component’s prime award provided financial assistance. A subaward is either a cost-type or a fixed-amount subaward.

59. Subrecipient.

Subrecipient means an entity that receives a subaward.

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60. Supplies.

Supplies means all tangible personal property, including a computing device, acquired under an award that does not meet the definition of equipment in this part.

61. Suspension.

Suspension means either:

a. When used in the context of a specific award or subaward to an entity, the temporary withdrawal of authority for that entity to obligate funds under the award or subaward, pending its taking corrective action or a decision to terminate the award or subaward.

b. When used in the context of an entity, an action by a DoD Component’s suspending official under 2 CFR Part 1125, DoD’s regulation implementing OMB guidance on nonprocurement debarment and suspension in 2 CFR Part 180, to immediately exclude the entity from participating in covered Federal Government transactions, pending completion of an investigation and any legal or debarment proceedings that ensue.

62. Technology Investment Agreement.

Technology investment agreement means one of a special class of assistance instruments used to increase involvement of commercial firms in defense research programs and for other purposes related to integration of the commercial and defense sectors of the nation's technology and industrial base. Technology investment agreements include one kind of cooperative agreement with provisions tailored for involving commercial firms, as well as one kind of assistance transaction other than a grant or cooperative agreement. Technology investment agreements are subject to, and described more fully in, 32 CFR Part 37.

63. Termination.

Termination means the ending of an award or subaward, in whole or in part, at any time prior to the planned end of period of performance.

64. Third-party in-kind contribution.

Third-party in-kind contribution means the value of a non-cash contribution (i.e., property or services) that:

a. A non-Federal third party contributes, without charge, either to a recipient or subrecipient at any tier under a DoD Component’s award; and

b. Is identified, and included in the approved budget of the DoD Component’s award, as a contribution being used toward meeting the award’s cost sharing or matching

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65. Unique entity identifier.

Unique entity identifier means the identifier required for System for Award

Management registration to uniquely identify entities with which the Federal Government does business (currently the Dun and Bradstreet Data Universal Numbering System, or DUNS, number).

66. Unobligated balance.

Unobligated balance means the amount of funds under an award or subaward that the recipient or subrecipient has not obligated. The amount is computed by subtracting the cumulative amount of the recipient’s or subrecipient’s unliquidated obligations and expenditures of funds from the cumulative amount of funds that it was authorized to obligate under the award or subaward.

67. Voluntary (committed or uncommitted) cost sharing.

a. Voluntary cost sharing means cost sharing that an entity pledges voluntarily in its application or proposal (i.e., not due to a stated cost sharing requirement in the program announcement to which the entity’s application or proposal responds).

b. Voluntary committed cost sharing means voluntary cost sharing that a DoD

Component accepts through inclusion in the approved budget for the project or program and as a binding requirement of the terms and conditions of the award made to the entity in response to its application or proposal.

c. Voluntary uncommitted cost sharing means voluntary cost sharing that does not meet the criteria in paragraph 67.b of this Section.

68. Working capital advance.

Working capital advance means a payment method under which funds are advanced to a recipient or subrecipient to cover its estimated disbursement needs for a given initial period, after which payment is made by way of reimbursement.

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PART 2: PROGRAM REQUIREMENTS (July 2017)

Section A. Purpose of this award. You must establish and maintain a Procurement Technical Assistance Center (PTAC) to serve as a resource for businesses to obtain procurement technical assistance. Procurement technical assistance means professional, specialized assistance provided to clients that enables them to identify potential contractual opportunities and obtain or perform under contracts with DoD, other Federal agencies, State and/or local governments, and with Federal, State and/or local government prime contractors.

Clients may include any entity pursuing or performing these types of contracts. As used in this part, the terms “State” and “local government” have the meanings provided in 10 U.S.C.

2411. Procurement technical assistance consists of, but is not limited to, the counseling services described in this part. You must collaborate with DoD and other Federal agencies and work cooperatively with them to accomplish the work under this award.

Section B. Assistance to small business. You must make a concerted effort to seek out and assist small business concerns, small disadvantaged businesses concerns (SDB), women-owned small businesses concerns (WOSB), HUBZone small business concerns, service-disabled veteran-owned small business concerns (SDVOSB), historically black colleges or universities and Minority Institutions (HBCU/MIs). These terms are defined in Part 2 of the

FAR.

Section C. Methods and procedures.

1. Outreach effort. You must have ongoing outreach procedures in place to make the public aware of your PTAC. Advertising costs for this purpose are allowable (refer to 2 CFR

200.421 or 48 CFR 31.205-1, as applicable). Information you disseminate through your outreach efforts must include:

a. The types of assistance you offer to clients;

b. What is required to become your client; and

c. Information about events, including workshops, seminars, or other training, that you plan to offer or participate in.

2. Counseling Services. You must provide your clients with counseling and information regarding marketing their products and services to DoD, other Federal agencies, and State and local governments. You must assist, as appropriate, your clients with understanding Federal, State and local government requirements applicable to contracting for services, manufacturing, construction or other markets. The services you must offer include, but are not limited to:

a. Identifying marketing opportunities for clients consistent with the client’s products and services.

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b. Advising and assisting clients in the preparation and proper submission of applications, certifications, registrations, etc. to prepare them for doing business with Federal, State and local government entities.

c. Advising and assisting clients with the preparation and submission of bids and proposals.

d. Advising and assisting clients concerning post-award functions. As a minimum, the assistance must include:

i. Production;

ii. Quality Systems;

iii. Accounting system requirements and contract payments;

iv. Transportation;

v. Packaging;

vi. Subcontracting;

vii. Property; and

viii. Invoicing, Receipt, Acceptance and Property Transfer (iRAPT) (formerly known as Wide Area Workflow).

e. You must educate clients in the following areas:

i. Federal, State and local government contracting laws, policies and procedures.

Emphasis must be placed on requirements and procedures used by DoD and other Federal agencies in the acquisition of commercial products and services.

ii. The DoD Pilot Mentor-Protégé Program and similar Government programs.

iii. Electronic Business (eBusiness). You must provide clients with information and assistance pertaining to the application of eBusiness tools and technologies as they relate to conducting business with the Federal Government. This includes the routine exchange of procurement information (e.g. solicitations, offers, contracts, purchase orders, invoices, payments, and other contractual documents) exchanged via information and computer technologies between the private sector and the Federal Government.

f. You must advise and assist clients in pursuing and securing subcontracting opportunities from Federal, State and local government prime contractors including those that have subcontracting plan obligations pursuant to FAR clause 52.219-9 or similar clauses.

g. You may provide other procurement technical assistance that may directly assist clients in obtaining or performing on Federal, State and local government contracts and subcontracts.

3. You must maintain regulations and publications, either printed or on electronic media, (or identify sources for obtaining) that govern Federal, State and local government

PTAP General Terms and Conditions – Version 1.1 Page 23 of 102 procurement, as applicable. You must assist clients in understanding and using these regulations and publications.

4. You must operate within the scope of this award. Procurement technical assistance does not include:

a. General business training or small business development counseling. For example, you may not offer clients training on topics such as access to loans, ISO 9000, Lean, Six Sigma, or manufacturing, except where the manufacturing assistance specifically relates to compliance with Federal, State and/or local government-specific requirements;

b. Assistance to individuals interested in starting a new business;

c. Marketing on behalf of clients. That is, you may not sell to Federal, State and/or local governments or to other entities on behalf of their clients and you may not represent clients to Federal, State and/or local governments or to other entities.

However, PTACs may make introductions to facilitate information exchanges; or

d. Employee development related training (e.g., vocational type training, basic writing skills, program management) for client personnel.

Section D. Resources. You must maintain the resources necessary to carry out the program.

As a minimum, these resources must consist of:

1. Personnel.

a. Program Manager. You must have a Program Manager, employed on a full-time basis (i.e., must devote 100% of his/her time to the PTAC). The Program Manager should have knowledge and understanding of Federal, State and local government contracting policies and procedures gained from direct experience and/or formal training. The Program Manager is key to the effectiveness of the PTAC in meeting its objectives and must have appropriate management qualifications and a thorough understanding of the requirements of this award.

If it becomes known to you that the Program Manager’s position will be vacated, you must provide notice, in writing, to us within two business days. You must fill a vacant Program Manager position promptly. Your proposal for a new candidate to assume the Program Manager position must receive our approval prior to the candidate being offered the position.

b. PTAC Staff. You must employ personnel consisting of individuals who are qualified to counsel and advise business firms/clients on how to seek, obtain and perform on Federal, State and local government prime contracts and subcontracts. These employees must remain current in their knowledge of Federal, State and local government contracting laws, regulations, policies and procedures. You must have

PTAP General Terms and Conditions – Version 1.1 Page 24 of 102 appropriate professional development and training programs in place to address this requirement. You must fill any vacant positions included in your approved budget promptly.

You must maintain qualification standards for all positions (filled and vacant) and provide them for our review upon request. With the exception of clerical personnel, you must maintain resumes for all personnel that are charged to the program.

You must require personnel, including those of subrecipients and consultants, to adhere to a code of generally accepted standards of professional conduct. Personnel must perform their PTAC duties with ethics and integrity and avoid any real or perceived conflict of interest.

2. Facilities. You and any subrecipients, as applicable, must have a facility(s) for providing assistance to clients that is readily identifiable as a PTAC by signage and easily accessible to the public. At a minimum, the PTAC must be open to the public during the normal business hours of the host organization. You must be able to provide various methods of counseling in a confidential environment but may not have extravagant or excessive facilities or facility costs that are beyond the type generally recognized as ordinary and necessary for the operation of a PTAC.

3. Website and email.

a. You must maintain a website that prominently includes identification as a PTAC and provides, at minimum:

i. A description of the services offered by the PTAC;

ii. Point of contact for potential PTAC clients; and

iii. The PTAC’s service area (e.g., list of counties serviced).

Your website may be a standalone website, or may consist of a dedicated, PTAC-specific web page that is separate and distinct, but accessible via a link from the host organization’s website.

b. In addition to person specific email addresses, you must establish an email address for the PTAC that is not tied to a specific person. For example, PTAP@dla.mil.

c. Email and other correspondence generated by PTAC employees (anyone charged against the cooperative agreement) must include clear information identifying them as PTAC employees (i.e. email signature line, signature block, etc…).

Section E. Naming, acknowledgement of support and use of logos.

1. You should use the designation “Procurement Technical Assistance Center” as part of your name. Your doing so will help promote the PTAC brand and build awareness that you operate as part of the larger program.

2. Materials you produce for the public (e.g., press releases, brochures, advertisements, training booklets, websites, etc) must acknowledge DLA support using the following statement: “This procurement technical assistance center is funded in part through a mailto:PTAP@dla.mil

PTAP General Terms and Conditions – Version 1.1 Page 25 of 102 cooperative agreement with the Defense Logistics Agency.” You may not alter the statement or use other language. Logos should include either “PTAC” or “Procurement Technical Assistance Center”.

3. You may not use the DoD or DLA logo.

Section F. Service area. You must usually limit the clients you assist to those located within the service area specified in the award. Subject to the limitations below, you may provide assistance to clients outside your service area if you coordinate the assistance with the PTAC, if any, that is responsible for that client’s area.

1. You may not charge the cost of assisting clients from areas that are not distressed areas to an award when the service area is identified as a distressed area. Similarly, if the award includes both a distressed and non-distressed area budget, you may not charge the cost of assisting clients from areas that are not distressed areas to the budget specified for service to a distressed area.

2. If your service area is identified by Bureau of Indian Affairs’ regions, your service area includes all federally recognized Indian tribes and Alaska Native entities, their members and reservations in the regions specified. All contractors that are tribal, Native or Indian-owned are distressed area concerns.

Section G. Success stories. You must maintain success stories attesting to the assistance provided to your clients during the period of performance specified in this award and you must make these stories available to us upon our request. A success story is one that demonstrates a direct effort of the PTAC that generated employment and/or helped to improve the economy of a locality by assisting a client(s) in obtaining or performing under a Federal, State, or local government prime contract(s) or subcontract(s). Each success story must have a clear means to verify (such as a letter or email from your client stating that the story is true) that the success resulted from assistance provided by the PTAC. Each success story should include the following, as applicable:

1. Client name;

2. Client address;

3. Client point of contact;

4. Contracting agency point of contact, telephone, contract number and dollar value of award;

5. Narrative description of the issue(s); and

6. Narrative describing the PTAC’s contribution to the success story and the tangible results to include jobs generated and/or retained.

Section H. Client surveys. You must have a process in place to survey your clients and prospective clients’ satisfaction with your PTAC. Requirements for you to conduct surveys and report the results to us are in Appendix A to these general terms and conditions, “DLA Form 1806”.

Section I. Allowability of certain costs and cost sharing contributions. The allowability of certain costs and cost sharing or matching contributions is addressed in this Section. The allowability of costs and cost sharing or matching contributions is addressed more generally in FMS Articles III and VI, respectively.

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1. Third-party in-kind contributions. Among other things, contributions must be allowable under the applicable cost principles. With regard to third-party in-kind contributions, this means that contributions are allowable only if they are items that would have been necessary to include in the budget as direct costs had they not been donated.

Acceptable third-party in-kind contributions are performed by the third party for the direct benefit of the PTAC. Activities performed by third parties in their ordinary course of business, in pursuit of their own organization’s mission, are usually not acceptable as in-kind contributions just because those activities coincidentally support the PTAC.

Anything that is normally available free of charge to the PTAC or clients is not acceptable as a third-party in-kind contribution (e.g., use of a public library).

“Discounts” are never acceptable third-party in-kind contributions. You may count a third-party in-kind contribution towards the award’s cost sharing or matching requirement only after you receive and use it. You may not count third-party contributions or donations that were made available for you to use, but that you do not actually use.

2. Food and beverages. With the exception of non-local travel for PTAC personnel, any cost related to the providing food and/or beverages for either PTAC personnel or clients is unallowable for either reimbursement or towards your cost sharing or matching, including use as a third-party in-kind contribution. This does not prohibit the charging of reasonable fees to attendees of PTAC events, such as a conference or workshop, to pay for necessary refreshments. These fees constitute program income and must be accounted for as such (refer to FMS Article VII or 32 CFR 34.14, as applicable).

3. Memberships. The cost of individual memberships (e.g., personal memberships for

PTAC staff) in any business, technical, and professional organization is not allowable.

4. Costs incurred to assist clients in pursuing claims or protests against the Government are not allowable.

5. Indirect costs. Amounts for indirect costs and/or indirect rates (also known as “Facilities and Administrative,” or F&A, costs or rates) incorporated into any specific award are subject to downward revision only. Amounts and rates may be adjusted (either upward or downward) for an option period(s).

Section J. Additional guidance on program income. FMS Article VII permits you to earn program income under this award when doing so does not interfere with the program the award supports.