SECHQ1-16-Q-0079_-_Request_for_Quote_(RFQ)_-_Paper_and_Electronic_Media_Destruction_-_Amendment_0001_with_track_changes.pdf

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Request for Quote (RFQ) – Amendment 0001

The U.S. Securities and Exchange Commission (SEC) intends to award a firm fixed price contract in accordance with FAR Subpart 13.5—Simplified Procedures for Certain Commercial Items in conjunction with FAR Part 12, Acquisition of Commercial Items for Paper and Electronic Media

Destruction.

SECTION B - SUPPLIES OR SERVICES AND PRICE/COST

This Government intends to issue a Hybrid contract consisting of Firm-Fixed Price (FFP) and Labor-Hour

(LH) CLINs. This contract will consist of a one-year base and four (4) one - year option period.

CLIN Description Price

TBD Base Period: Transition-In (FFP) (See Section 3.14.1)

TBD Base Period: Paper and Electronic Media Destruction (FFP)

TBD Base Period: Emergency/Unanticipated Surge Support & Headquarters

Support - Optional (LH)

TBD Option Period 1: Paper and Electronic Media Destruction (FFP)

TBD Option Period 1: Emergency/Unanticipated Surge Support &

Headquarters Support - Optional (LH)

TBD Option Period 2: Paper and Electronic Media Destruction (FFP)

TBD Option Period 2: Emergency/Unanticipated Surge Support &

TBD Option Period 3: Paper and Electronic Media Destruction (FFP)

TBD Option Period 3: Emergency/Unanticipated Surge Support &

TBD Option Period 4: Paper and Electronic Media Destruction (FFP)

TBD Option Period 4: Emergency/Unanticipated Surge Support &

TBD Transition-Out (FFP) (See Section 3.14.2)

Option CLINs. The table below establishes the hourly rates for labor categories provided under this contract including qualification requirements and descriptions in support of Emergency/Unanticipated

Surge and Headquarters Optional Support. All rates below are fixed for the entire effective period of this contract, inclusive of all option periods. No escalation of the rates shall apply.

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No. Labor Category Hours Rate

Discounted

Rate Total Price Total Savings

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SECTION C - STATEMENT OF WORK

1.0 BACKGROUND

The Securities and Exchange Commission (SEC) is mandated to protect investors, maintain fair, orderly, and efficient markets, and facilitate capital formation. The SEC oversees the key participants in the securities world, including securities exchanges, securities brokers and dealers, investment advisors, and mutual funds. Crucial to the SEC's effectiveness in each of these areas is its’ enforcement authority. Each year the SEC brings hundreds of civil enforcement actions against individuals and companies for violation of securities laws. Typical infractions include insider trading, accounting fraud, and providing false or misleading information about securities and the companies that issue them. The Chairman of the

SEC, together with the Chairman of the Federal Reserve, the Secretary of the Treasury, and the Chairman of the Commodity Futures Trading Commission, serves as a member of the President's Working Group on Financial Markets.

2.0 SCOPE

The SEC requires a Contractor to provide secure on-site and off-site media destruction for the SEC headquarters, SEC regional offices, and SEC data centers. This support shall include all of the supplies required for the collection of media within SEC facilities. The three main categories of media that require secure destruction are:

a. Paper;

b. Fixed disk drives; and

c. Small form-factor electronic media and optical media.

This support shall include secure on-site and off-site destruction and/or shredding of confidential and non-confidential media for the SEC and its’ regional offices. These locations include:

SEC Headquarters

100 F Street, NE

Washington, DC 20549

Atlanta Regional Office

950 East Paces Ferry Road, N.E.

Suite 900

Atlanta, GA 30326-1382

Boston Regional Office

33 Arch Street, 23rd Floor

Boston, MA 02110-1424

Chicago Regional Office

175 W. Jackson Boulevard

Suite 900

Chicago, IL 60604

Denver Regional Office

Byron G. Rogers Federal Building

1961 Stout St, Suite 1700

Denver, CO 80294-1961

Fort Worth Regional Office

Burnett Plaza

801 Cherry Street

Suite 1900, Unit 18

Fort Worth, TX 76102

Los Angeles Regional Office

444 South Flower Street, Suite 900

Los Angeles, CA 90071

Miami Regional Office

801 Brickell Avenue

Suite 1800

Miami, Florida 33131

New York Regional Office

Brookfield Place

200 Vesey Street, Suite 400

New York, NY 10281-1022

Philadelphia Regional Office

One Penn Center

1617 John F. Kennedy Blvd.

Suite 520

Philadelphia, PA 19103

Salt Lake Regional Office San Francisco Regional Office

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351 S. West Temple

Suite 6100

Salt Lake City, UT 84101

44 Montgomery Street, Suite 2800

San Francisco, CA 94104

Maryland Data Center

Burtonsville, MD

New Jersey Data Center

Edison, NJ

3.0 REQUIREMENTS

The Contractor shall provide all personnel, equipment, supplies, service schedules, secured vehicles, materials, supervision, and other related supplies and services to provide secure media destruction services at SEC headquarters and regional offices. Materials to be destroyed shall be in the form of various media, including paper. Documents shall be in the form of unsorted paper records, and may contain contaminants such as staples, paper clips, and plastic. The mix of paper may include a full range of paper grades.

3.1 Containers. The Contractor shall provide secure, locked containers in 96-gallon size, 64-gallon size, executive style bins, and media storage bins for the placement of items to be shredded. The Government estimates that it will have approximately 250 containers of paper media each week for shredding. Estimated weight of each container may range from 50 to 300 pounds. Removable media and hard drive shredding will be provided on a per request basis.

Please refer to the Appendix 1 below for an estimated breakdown of media destruction bins per location.

All bins shall be properly labeled identifying the content. The Contractor shall provide the following types of containers:

a. The Contractor shall supply locking containers suitable for the collection of paper.

b. The Contractor shall supply locking containers suitable for the collection of fixed hard disk drives.

c. The Contractor shall supply locking containers suitable for the collection of small form-factor electronic media (ID cards, thumb drives, smartphones) and optical media.

3.2 Container Access. The Contractor shall provide keys to the SEC POC at each location to the secure, locked containers used to store material for destruction/shredding in case of emergency.

3.3 Replacement/Upkeep of Containers. The Contractor shall provide replacement containers in accordance with the specifications referenced in Appendix 1 below as requested by the Contracting

Officer’s Representative (COR) when containers being used are in poor condition/damaged.

3.4 Physical Destruction. All on-site services shall be performed in the loading dock area of the SEC

Office locations listed in the SOW as directed by the COR. Services shall be performed between the hours of 9:00 a.m. and 5:00 p.m., Monday through Friday at each location, unless otherwise agreed to by the COR. Physical destruction shall be accomplished by shredding or crushing with pick up of material between the hours of 9:00 a.m. and 5:00 p.m. at each location.

3.5. Schedule. Upon contract award, the Contractor shall provide a draft pick-up schedule for each location to the COR for review and acceptance (Deliverable 1). The Contractor shall collect and destroy media in accordance with the schedule at each location. In the event the SEC is closed on a scheduled service day, the contractor shall perform the service on the following business day. In the event the SEC is closed on a scheduled pick-up day, the Contractor shall perform the pickup on the next working day, unless otherwise directed by the COR.

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3.6 Quality Assurance Plan (QAP). The Contractor shall provide a Quality Assurance Plan to the COR for review and approval (Deliverable 2). The Contractor shall establish and maintain a quality assurance program to ensure that all tasks are completed in accordance with this Statement of Work. The

Contractor shall include procedures for ensuring sensitive information is safeguarded.

3.7 Media Handling, Destruction and Types. Media shall be in the form of (but not limited to) paper, fixed disk drives, and small form-factor electronic media and optical media up to the point of destruction.

3.7.1 The Contractor shall be required to pick up and destroy media including computer hard-drives in accordance with the schedule at each location.

3.7.2 Media shall be “destroyed” as defined by NIST Special Publication 800-88 Revision 1

Guidelines for Media Sanitization.

3.7.3 Paper media shall be shredded in compliance with DIN 66399 P-5 Security level. Paper may contain contaminants such as staples, paper clips, plastic. The mix of paper may include a full range of paper grades.

3.7.4 Fixed disk drives shall be destroyed in compliance with DIN 66399 H-5 Security level.

3.7.5 Optical media and small form-factor electronic media shall be destroyed in compliance with DIN 66399 O-5 and E-5 Security levels, respectively.

3.8 Loading and Transport of Media. The Contractor shall be responsible for the loading of all media containers. The Contractor shall be responsible for transporting the media to the loading dock for destruction (e.g., shredding, crushing, etc.) or secure transport and storage for off-site destruction as appropriate and as approved by the COR for the respective media. The COR shall designate what media is to be destroyed on-site or off-site.

3.9 Bin Security. The Contractor shall be responsible for maintaining the security of the bins and their contents at all times during the collection process. The Contractor shall ensure that locked containers are returned to their assigned locations after shredding is completed by the Contractor's personnel.

3.10 Recycling. All material shall be destroyed and made ready for recycling. The Contractor is responsible for ensuring that all materials are shredded prior to recycling. Under no circumstances is the waste material to be sold before it is shredded. Recyclable paper destroyed under this contract shall be used or sold as recyclable paper only and the proceeds shall be used by the Contractor to offset the contract price. The Contractor shall not use, allow access to, or offer for resale, any data, papers, documents, file record materials or any other form of records as files, records, or for the information contained therein.

3.11 Certificate of Destruction. After the destruction of any material, the Contractor shall be required to provide a valid Certificate of Destruction which shall be provided to the COR with the respective

Invoice submission (Deliverable 3). The valid Certificate of Destruction shall include the following:

1) Name, address and phone number of contractor;

2) Name, address and phone number of location site;

3) Contract number;

4) Certificate/Service/Invoice number;

5) Date of service;

6) Description of service;

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7) Quantity destroyed;

8) Signature of Authorized person witnessing destruction;

9) Date of destruction; and

10) Serial number of hard drive.

A valid Certificate of Destruction is considered the integrity document under this contract. If there is any discrepancy between an invoice and its respective Certificate of Destruction; the Certificate of

Destruction shall prevail and the invoice will be revised accordingly.

3.12 Contractor Personnel Change Process. Upon termination or departure of any Contractor employee, the Contractor shall notify the Government within 24 hours. The Contractor shall return all government issued badges from the employee and return the badges to the government within 72 hours of the employee’s employment end date.

3.13 Emergency/Unanticipated Surge Support & Headquarters Support (Option CLIN). The

Contractor shall be prepared to provide Emergency/Unanticipated Surge Support as well as support of

SEC special projects. This will include support of large scale office space refresh or office moves at HQ and the regional offices. In such cases extra bins shall be provided for a specific timeframe. The extra bins deployed during these times shall be serviced separately from the regularly scheduled service. In some cases there may be large number of boxes that contain media (paper or electronic) for destruction that will require separate pick up by the Contractor. In support of Headquarters Support the Contractor shall, at no additional cost, provide additional secure containers in support of the activity as needed. After the COR notifies the Contractor of a special event, the Contractor shall provide the additional containers within five (5) business days. The COR shall arrange special pickup and delivery instructions to the Contractor.

In some occasions the SEC HQ may need the Contractor to provide personnel to help move shred bins within the building, both empty and full. This effort shall be invoiced at an additional cost at hourly rate or daily rate.

3.14 Transition Support.

3.14.1 Transition-In. The Contractor shall provide a Transition-In Plan with their quote that will describe how it will achieve the transition from the incumbent (Deliverable 4). A transition process is required to replace the storage bins in all SEC locations. The Contractor shall have adequate number of personal cleared to service SEC locations. This requires close coordination among the current servicer, new servicer, SEC Headquarters, and the SEC regional offices to avoid service disruptions. The transition process needs to be completed within one (1) month after the contract award.

3.14.2 Transition Out. Prior to the expiration of the contract, the COR may request the Contractor to provide a Transition Out Plan that will describe how it will achieve the transition a new contractor

(Deliverable 5). The transition out shall require close coordination among the current servicer, new servicer, SEC Headquarters, and the SEC regional offices to avoid service disruptions. The transition out process needs to be completed within one (1) month prior to the contract expiration.

3.15 Contractor Personnel Clearance Requirement. The Contractor shall provide the SEC names of personnel to be processed through the government clearance process for servicing the SEC Washington

DC Headquarters and New York Regional Office buildings unescorted. The Contractor shall maintain a minimum of three people that are cleared to service each of these two locations at all time. In other SEC locations/Regional Offices, the contractor personnel will be escorted during servicing.

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SECTION D - PACKAGING AND MARKING

D.1 2001.00 Preservation, Packaging, Packing and Marking (Mar 2009). Preservation, packaging, packing, and marking of all deliverable contract line items must conform to normal commercial packing standards to assure safe delivery at destination.

D.2 2002.00 Marking (Mar 2009). All information submitted to the Contracting Officer, the POC, or his/her designated contact shall clearly indicate the number of the contract for which the information is being submitted.

SECTION E - INSPECTION AND ACCEPTANCE

E.1 3001.01 Inspection and Acceptance by the Contracting Officer’s Representative (COR) (Aug

2013). Inspection and Acceptance of supplies and/or services to be furnished under this contract will be performed by the Contracting Officer’s Representative (COR) – TBD. Inspection and Acceptance will be performed at the Securities and Exchange Commission:

U.S. Securities and Exchange Commission

100 F Street NE

Mail Stop 4949

Washington, DC 20549

Attention: TBD

SECTION F - DELIVERIES OR PERFORMANCE

F.1 4001.00 Period of Performance w/Option Years (Mar 2009).

This contract has a base year and (4) one-year Option Periods. At the end of the base period, if exercised, the first option will begin. If all options are exercised, the period of performance will not exceed a total of five years, not including any extension under FAR 52.217-9, Option to Extend the Term of the Contract.

If exercised, the period of performance for each successive option will begin the day after expiration of the previous period. Exercise of any option requires a contract modification signed by the SEC

Contracting Officer.

Base Period: September 14, 2016 through September 13, 2017

Option Period 1: September 14, 2017 through September 13, 2018

Option Period 2: September 14, 2018 through September 13, 2019

Option Period 3: September 14, 2019 through September 13, 2020

Option Period 4: September 14, 2020 through September 13, 2021

F.2 Place of Performance. The current place of performance for this contract is the contractor’s site as well as SEC Headquarters in Washington, DC and Regional Offices listed below.

The following is the list of all the SEC offices covered by this contract. Any deviations/changes in SEC locations will be submitted by the COR in writing to the Contractor a week in advance of the changes.

SEC Headquarters (HQ)

Atlanta Regional Office (ARO)

Atlanta, GA 30326-1382

Boston Regional Office (BRO)

Boston, MA 02110-1424

Chicago Regional Office (CHRO)

Chicago, IL 60604

Denver Regional Office (DRO)

Byron G. Rogers Federal Building

Denver, CO 80294-1961

Fort Worth Regional Office (FWRO)

Fort Worth, TX 76102

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Los Angeles Regional Office (LARO)

Los Angeles, CA 90071

Miami Regional Office (MIRO)

Miami, Florida 33131

New York Regional Office (NYRO)

New York, NY 10281-1022

Philadelphia Regional Office (PLRO)

Philadelphia, PA 19103

Salt Lake Regional Office (SLRO)

Salt Lake City, UT 84101

San Francisco Regional Office (SFRO)

San Francisco, CA 94104

Maryland Data Center

Burtonsville, MD

New Jersey Data Center

Edison, NJ

F.3 4003.00 Place of Delivery – FOB Destination (Jun 2013). The deliverables to be furnished under this contract shall be delivered to the following address:

U.S. Securities and Exchange Commission

Station Place – Headquarters

100 F Street NE

Washington, D.C. 20549

F.4 4003.01 Schedule of Deliverables (Feb 2012). The deliverables to be furnished under this contract shall be delivered according to the Contractor’s proposed schedule.

No. Deliverable Section No. of

Copies

Medium/

Format

Submit To Due Date

1 Schedule 3.5 1 PDF COR Two weeks after the award of the contract.

2 QAP 3.6 1 PDF COR Two weeks after the award of the contract.

3 Certificate of

Destruction

3.11 1 PDF COR As required.

4 Transition- In Plan 3.14.1 1 PDF Contracting

Officer/

Contract

Specialist

With the quote.

5 Transition-Out Plan 3.14.2 1 PDF COR 10 Days after request by

COR

F.5 Schedule Compliance. In the event the Contractor anticipates difficulty in complying with any contract-level delivery schedule, draft or final, the Contractor shall immediately provide written notice to the Contracting Officer and the COR when the delay is first discovered as far in advance of the actual milestone date as possible. Each notification shall give pertinent details, including the date by which the

Contractor expects to make delivery; provided that this data shall be informational only in character and that receipt thereof shall not be construed as a waiver by the Government of any contract delivery schedule, or any rights or remedies provided by law or under this contract.

SECTION G - CONTRACT ADMINISTRATION DATA

G.1 5001.00 Contract Administration (Dec 2011). This contract will be administered by the SEC’s

Office of Acquisitions. All inquiries should be directed to the following address:

Securities and Exchange Commission

Office of Acquisitions

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Attn: Julia Jones

Phone: 202-551-7418

Email: jonesjl@sec.gov

100 F Street, NE

G.2 5001.03 Contract Administration for Non-Severable Services (Aug 2013). The services for the contract are considered non-severable services. Non-severable services are considered to be new tasks, each with details of the task and when it is due.

a. The task is described by SEC employees and e-mailed to the Contracting Officer’s

Representative (COR).

b. COR ensures it is in scope and e-mails it to the Contractor Project Manager (PM).

c. Contractor PM reviews it and assigns the task to the contractor personnel (CP).

d. SEC employees work with the assigned CP.

The COR will review deliverables within the time frames indicated in approved technical direction letter / e-mail.

G.3 5003.00 Submission of Invoices (Apr 2012).

The Securities and Exchange Commission accepts only electronic/e-mail invoices. Invoices shall be submitted on a monthly basis.

Contractors should submit invoices in accordance with the SEC Prompt Payment Provision of the contract. Contractors are cautioned against submitting an invoice prior to goods and services being received/accepted. Invoices submitted prematurely may be rejected.

Electronic/e-mail Invoice Instructions:

Invoices must be in PDF Format and may not exceed 10MB;

Subject Line: Company name and the invoice number;

e-mail Message:

o Company logo or letterhead;

o Company name and payment address;

o Company point of contact (POC) for the invoice with phone and e-mail;

o Invoice Number;

o SEC Contract or Order number; and o SEC COR.

For supplies: Contract line item number, item description, quantity delivered, and unit and extended price, per Section B CLIN structure.

For services: Contract line item number, item description, period of performance and associated costs, per Section B, contract line item, CLIN, structure.

Shipping and handling charges, if applicable.

Clearly mark duplicates of previous invoice submissions with “DUPLICATE.”

mailto:jonesjl@sec.gov

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Clearly mark the final invoice with “FINAL INVOICE.”

Attach the invoice and any supporting documents in a secure tamper-proof or tamper-resistant format compatible with Adobe Acrobat.

Electronic signatures are acceptable in scanned documents. Each page of a document must be clearly marked with information identifying it with the company, the contract, the invoice, and any other information required by the contract.

E-mail invoices to the following address: 9-AMC-AMZ-SEC-Invoices@faa.gov. If you have questions regarding submission of invoices, the SEC’s Office of Financial Management may be reached at (202)

551-7860.

G.4 5003.01 Invoice Scheduling (Mar 2009).

The Contractor shall invoice monthly after the acceptance of the Monthly Status Report

G.5 5003.03 Option Period Invoicing (Mar 2009). Option periods may be paid only after (1) an option modification has been issued by the Contracting Officer; and (2) the Government’s receipt of a proper invoice from the Contractor. An invoice received by the Government prior to issuance of an option modification will be rejected as an improper invoice.

G.6 5004.00 Appointment of Contracting Officer’s Representative (COR) (Nov 2012).

a. ____________TBD, is hereby designated the Securities and Exchange Commission COR for administration and information relating to this contract. Greg McTure is hereby designated as the

Alternate COR for this contract.

Name: TBD

U.S. Securities and Exchange Commission

100 F Street NE

Washington, DC 20549

Phone Number:

E-mail:

b. The Contracting Officer (CO) shall appoint, in writing, a Contracting Officer’s Representative

(COR) and, if possible, an Alternate COR for this award. The COR and Alternate COR shall have a current Federal Acquisition Certification for CORs (FAC-COR) at the appropriate certification level for the contract. A COR may serve on a contract requiring certification at or below his/her level, but not on one requiring a higher level. The CO shall provide the Contractor with a copy of the COR appointment letter(s). The COR may not re-delegate his or her authority; only the CO has this authority.

c. The COR will manage the contract in coordination with the CO and within the terms of the contract and the boundaries of a COR’s duties as outlined in the document “Instructions for CORs and

Their Supervisors.” The COR’s responsibilities include reviewing invoices and charges by the Contractor and informing the CO of areas where exceptions are taken. If this is an award for services and contractor personnel are brought on-site to SEC facilities, the COR must adhere to SECR 10-24.

d. Only the CO has the authority to change the terms and conditions of this contract. The COR may request a contract modification, but the CO will make the final determination. The COR may not agree to or issue a change to the contract terms and conditions. In the event the Contractor effects changes to the contract at the direction of any person other than the CO, the changes will be considered to have been made without any authority and no adjustments will be made to the contract.

mailto:9-AMC-AMZ-SEC-Invoices@faa.gov

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G.7 5007.00 Payment Information (Feb 2012). Payment will be made to small business contractors within 15 days of receipt of a valid invoice.

Unless otherwise stated, and the contractor is not a small business, payment will be made within the guidelines of the Prompt Payment Act and requires that payment is made within 30 days from receipt of a valid invoice.

SECTION H - SPECIAL CONTRACT REQUIREMENTS

H.1 6001.00 SEC Non-Disclosure Requirements and Agreements (Jul 2012). Required non-disclosure agreements are attached and must be completed and returned to the Contracting Officer before starting work under this contract.

Provisions of the SEC Regulation Concerning Conduct of Members and Employees and Former

Members and Employees of the Commission expressly prohibit unauthorized disclosure and improper use of confidential or non-public information or documents. See 17 C.F .R. § 200.7353(b)(1) & (b)(2).

The Contractor, and its employees, agents, subcontractors, and subcontractor personnel who will have access to confidential or non- public information or documents in the performance of the contract, agree to be bound by the provisions of Sections 200.735-3(b)(1) and 200.735-3(b)(2) of the SEC's

Regulation Concerning Conduct and the terms set forth in the attached non-disclosure agreements

(Attachments J - 1 & J - 2). For purposes of this clause, “confidential or non-public information,” is defined as information generated by or in the possession of the SEC that is commercially valuable, trade secret, market sensitive, proprietary, related to an SEC enforcement or examination matter, subject to privilege, protected by the Privacy Act (5 U.S.C. § 552a), or otherwise deemed confidential or non-public by an SEC division director or office head, and is not otherwise available to the public.

An officer or executive authorized to bind the Contractor shall execute the non-disclosure agreement

(Attachment J - 1) on behalf of the Contractor and return it to the Contracting Officer prior to the

Contractor commencing work on the contract. The Contractor shall submit to the Contracting Officer a list of its employees, agents, and subcontractors that will be authorized access to SEC information by virtue of performing the requirements set forth in this contract. Each person identified on the list shall then sign the non-disclosure agreement on behalf of themselves (Attachment J - 2) and submit it to the

Contracting Officer before commencing work on the contract.

The Contractor shall also ensure that all of its employees, agents, and subcontractors assigned to perform the requirements set forth in this contract adhere to the terms of the non-disclosure agreement, protecting all confidential or non-public information, and to not divulge to any unauthorized person. Assignment of staff who has not executed the non-disclosure agreement or failure to adhere to this statement shall result in action by the Contracting Officer, as deemed appropriate. Violation of this clause or the attached non-disclosure agreements by the Contractor, its employees, agents, subcontractors, or subcontractor personnel may result in default of the contract and/or civil suits and/or criminal prosecution.

H.2 6001.01 Restrictions on Use, Disclosure, and Duplication of Confidential and Non-Public

Information (Nov2010). Confidential or non-public information, for purposes of this clause includes but is not limited to, all financial, statistical, personnel and/or technical data which is furnished, produced, generated, or otherwise available to the Contractor, during the performance of this contract. Unless otherwise specified, confidential or non-public information shall not be used for purposes other than performance of work under this contract without the prior written consent of the Contracting Officer. The

Contractor, and its employees, agents, subcontractors, and subcontractor personnel are restricted from duplicating or disclosing confidential or non-public information, in whole or in part, outside the Securities and Exchange Commission (SEC) for purposes other than fulfillment of the requirements set forth in this contract. Any presentation of any confidential or non-public information, or any reports or material

Page 12 of 32 SECHQ1-16-Q-0079 derived from confidential or non-public information shall be subject to review of the Contracting Officer prior to publication or dissemination. Any questions about whether information is confidential or non-public shall be referred to the Contracting Officer prior to use disclosure or duplication.

H.3 6002.00 Type of Contract (Mar 2009). This is Firm-Fixed Price (FFP) type contract.

H.4 6003.00 Representations and Certifications (Mar 2009). The Contractor’s completed

Representations, Certifications, and Other Statements of Offerors or Respondents is incorporated herein by reference.

H.5 6004.00 Approval of Subcontracts (Feb 2012).

The Contractor shall not enter into a contractual agreement with any party to furnish any of the work or services under this contract without the written approval of the Contracting

Officer. This provision shall not be interpreted as requiring the approval of contracts for employment between the contractor and personnel assigned for services thereunder.

H.6 6005.00 Other Direct Costs (Aug 2011). All approved travel related expenses will be reimbursed in accordance with the current Federal Travel Regulation found at http://www.gsa.gov/portal/content/102886.

The reimbursement of travel expenses is subject to the following limitations: (1) any subsistence allowance (i.e., meals and lodging) is limited by a per diem allowance prescribed by the link above; (2) expenses incurred as a result of travel using a personal automobile are reimbursed as prescribed by the link above; (3) reimbursement of air and train travel is limited to the most economical rate and reasonable traveled route; and (4) each out-of-pocket travel and allowable miscellaneous administrative expense exceeding $75 requires a receipt that is to be attached to the expert’s invoice.

H.7 6006.00 Conflicts of Interest.

(a) General. Subpart 9.5 of the Federal Acquisition Regulation 48 C.F.R. 9.5, prescribes responsibilities, general rules, and procedures for identifying, evaluating, and resolving organization conflicts of interest.

(b) Purpose. The purpose of this clause is to avoid, neutralize, or otherwise mitigate organizational conflicts of interest which might exist related to a Contractor’s performance of work required by this contract. Such conflicts may arise in situations including, but not limited to: a Contractor’s participation, as a Quoter or representative of a Quoter, in a procurement in which it has provided assistance in the preparation of the Government’s requirements and specifications; a Contractor’s providing advisory assistance to the Government in a procurement in which the Contractor’s firm or one which the

Contractor represents is an actual or potential Quoter; and a Contractor’s participation, as a Quoter or representative of a Quoter, in a procurement where the Contractor has obtained confidential or proprietary information relating to competing Quoters as a result of the Contractor’s work on prior task orders.

(c) Definition. For purposes of this clause, the term “Contractor” means: The Contractor; any of the

Contractor’s parents, affiliates or other entities in which the Contractor or such parents or affiliates have a financial interest; successors in interest to the Contractor or any of its parents or affiliates; proposed consultants or subcontractors at any tier; and employees thereof.

(d) Restrictions. The Contractor agrees:

(1) To remain ineligible to participate in any capacity (including participating as a prime contractor, subcontractor, or as the representative of another party) in contracts, subcontracts, or quotes (whether solicited or unsolicited) that directly relate to the Contractor’s performance of work under this Contract.

http://www.gsa.gov/portal/content/102886

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(2) Prior to beginning work on a task order, to execute such Confidentiality Agreements, Statements of

Non-Disclosure or other documents which the Contracting Officer may, in his/her sole discretion, require in order to protect the proprietary nature or confidentiality of information provided by the Government or otherwise received by the Contractor in connection with its work under this Contract.

(3) As otherwise provided in this Contract, not to accept any compensation or any other form of payment from a broker, potential lessor, or any source other than the Government for services rendered under this

Contract, and to employ aggressive strategies to minimize the Government’s lease costs where the

Contractor would entitled by common business practice to received a real estate commission or any form of payment from a broker, potential lessor, or other party, for work performed under this Contract.

(4) To immediately notify the Contracting Officer of any offer of compensation, other form of payment, or thing of value, made by a broker, potential lessor, or any source other than the Government to the

Contractor related to services rendered under this Contract, regardless of whether such offer was made during Contractor’s performance of work under a given task order or subsequent to Contractor’s completion of work under such task order.

(5) Prior to the acceptance of a task order request, to immediately notify the Contracting Officer of any potential conflict of interest which would prevent or limit the Contractor’s ability to perform the work requested.

(6) To immediately notify the Contracting Officer of any conflict of interest discovered during

Contractor’s performance of work pursuant to a Government issued task order; provided that the

Contracting Officer shall have the right to impose such restrictions as he/she deems appropriate on

Contractor’s performance based on the existence of such a conflict or, if the Contracting Officer determines that such restrictions would not adequately address the conflict of interest at issue, to terminate the Contractor’s performance of work under the task order at no cost to the Government.

(7) As otherwise provided in this Contract, that if the Contractor declines to accept a task order request and subsequently participates (either directly or as a representative of another party) in a Government contracting action that was the subject of the task order request, then the fee which the Contractor would have been entitled to receive for such task order work or the fee actually paid by the Government for the task order’s performance by another contractor, whichever is greater, shall be applied toward the

Contractor’s minimum ordering guarantee.

(8) That in the event that Contractor knowingly withholds the existence of a conflict of interest from the

Government, that the Contracting Officer may terminate this Contract at no cost to the Government and any minimum guarantee(s) otherwise applicable to the Contractor will be forfeited; provided, that the foregoing shall be in addition to all other remedies and causes of action which the Government may have against the Contractor, including the suspension and/or debarment of the Contractor.

(9) To include this Conflict of Interest clause, including this subparagraph, in all of the Contractor’s subcontracts at all tiers (appropriately modified to preserve the Government’s rights hereunder) which involve the performance of work by subcontractors in support of this Contract.

(10) That, in addition to the remedies enumerated above, the Government may terminate this Contract for cause in the event of the Contractor’s breach of any of the above restrictions.

(e) The prohibition against performing work that “directly relate(s) to the Contractor’s performance of work under this Contract” refers only to work involving the evaluation, assessment, and development of specifications for the automated procurement system provided by Fill-in 1: [ insert vendor’s/contractor’s name here]

#DBCOL#VENDOR_NAME# Specifically, the fact that an agency procurement is performed using the automated procurement system shall not be used as a basis for excluding Fill-in 2: [ insert vendor’s/contractor’s name here] (or any Fill-in 3: [ insert vendor’s/contractor’s name here] -related entity or affiliate) from participation in the procurement.

H.8 6007.00 Compliance with Regulations (Mar 2009). The Contractor shall comply with all statutes, regulations, directives, instructions, and references applicable to the conduct of this acquisition as

Page 14 of 32 SECHQ1-16-Q-0079 imposed by the Federal Government and the SEC, including, without limitation, those specified or referred to in this contract.

The Contractor and its employees shall become acquainted with and shall comply with the rules and regulations of the SEC’s facilities, including, but not limited to security, controlled access, personnel clearances, and conduct with respect to health and safety at the site, regardless of whether or not title to the facility is vested in the SEC.

H.9 6009.05 Onboarding Contract Employees (Jul 2013). Included with this award are three forms:

Contractor Data Form, OF306 “Declaration of Federal Employment,” and a Credit Release Form. The

Contractor must ensure that their personnel complete and return these forms to the SEC. Contractor personnel must receive a favorable adjudication before they may begin work at the SEC. It is the

Contractor’s responsibility to ensure that their personnel receive these forms and return them to the contracting officer’s representative (COR) for the contract/award as quickly as possible. If you are not sure who the COR is, please review the first few pages of the award for the name of the Invoice

Approver. If a name is not listed, please look through the remainder of the award document, especially in

Section G. If you are unable to ascertain the name of the COR/Invoice Approver, please contact the individual who emailed you this award. A delay in completing the forms may delay the SEC start date for the contract/award It is also the Contractor’s responsibility to ensure that their personnel complete the e-QIP and fingerprint security processes; e-mails about these two processes will be sent to the

Contractor’s personnel once they turn in the three forms to the COR for the contract/award. The COR or contracting officer(CO) may contact the Contractor for assistance if he/she is unable to obtain this information from the Contractor’s personnel.

Pre-Employment Check

A contract employee applicant (“Applicant”) shall be subject to a complete pre-employment check, which will be completed by the SEC. The pre-employment check shall include a review of the completed OF-306

Form “Declaration for Federal Employment,” e-QIP questionnaire (see Background Check in this clause), a credit history check, and a review of the Applicant’s criminal history. This pre-employment check will determine the Applicant’s initial suitability to begin working on the contract/award. The Government reserves the right of final approval for prospective employees. The pre-employment check shall include, but not be limited to the checks identified below. The Contractor shall make its best efforts to provide employees that pass the SEC’s security screening. Failure of employee(s) to pass the security screening is not a justifiable cause for schedule slippages.

Criminal History Check

The SEC may contact local law enforcement authorities and the Federal Bureau of Investigation (FBI) to determine the criminal history of each prospective Applicant.

Credit History Check

An Applicant’s credit history shall be favorable and evidence that he/she is responsible with credit obligations. An

Applicant receiving an unsatisfactory credit rating must be approved by the SEC’s Personnel Security

Operations Branch (PERSEC) prior to the Applicant’s acceptance to this contract/award. The Applicant shall be given the opportunity to address the items listed negatively on his/her credit report and provide explanation or documentation to their current status. The Applicant shall not be assigned to the contract/award prior to contracting officer receiving approval from PERSEC.

Background Check

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Due to the sensitive nature of the information contained in SEC filings and concerns regarding the security and integrity of this information, the SEC may conduct a background check of an Applicant in addition to a reference check. It shall be the responsibility of the Contractor and individual contract employee, throughout the life of this contract/award, to inform the SEC of any information that would change their background or reference checks. The Contractor also agrees to include the substance of this clause in any of its subcontracts.

In addition to the pre-employment checks, a background investigation may be required for an Applicant requiring physical and/or logical access to SEC space and/or technology. Depending on the level of investigation required, the Applicant will receive emailed instructions on completing the e-QIP questionnaire form SF-85 or SF-85P. Both forms can be located for initial review at http://www.opm.gov/forms. Once the forms are completed and a favorable pre-employment determination has been rendered, the U.S. Office of Personnel Management (OPM) will initiate a background investigation. At a minimum, the background investigation will include checks on:

references, employment, education, residences, and criminal and credit history.

The Applicant must favorably pass the background investigation in order to begin or continue work on an SEC contract/award. If negative, derogatory or questionable information is obtained during the background investigation process, the Applicant will be given a chance to provide documentation or an explanation. If an unfavorable determination is rendered, the COR will contact the Contractor and the

Applicant will not be allowed to begin or continue work on the contract/award.

H.10 6010.00 Personnel (Mar 2009). The Contractor shall provide skilled personnel required for the effective and efficient performance of this contract. See 6010.04. The Program Manager shall be an employee of the Prime Contractor. The SEC reserves the right to review all resumes of all personnel assigned to this contract and the results of the background investigations conducted by the

Contractor. The SEC has the right to require the removal of any Contractor personnel assigned to this contract, at any time, for any reason.

H.10.1 6010.01 Key Personnel (Mar 2009). The Contractor shall designate specific senior level professional and managerial personnel as key personnel who are essential to the successful performance of work under this contract. Key personnel shall be available for full-time assignment as necessary to efficiently manage the work of the contract and shall be available on the effective date of award. Key personnel can be designated from the Prime or team members, however, the requirements for key personnel are the same. Key personnel must demonstrate compliance with the technical requirements of the position. Key personnel is as follow:

a. Program Manager (PM). The Contractor shall provide a PM who shall be responsible for all Contractor work performed under this SOW. The PM is designated as Key Personnel by the Government.

The PM shall be a single point of contact for the Contracting Officer (CO) and COR. It is anticipated that the PM shall be one of the senior level employees provided by the Contractor for this work effort. The name and contact information of the PM, and the name(s) of any alternate(s) who shall act for the

Contractor in the absence of the PM, shall be provided to the CO and the COR within five (5) days of award. During any absence of the PM, only one (1) alternate shall have full authority to act for the

Contractor on all matters relating to work performed under this SOW. Additionally, the Contractor shall not replace the PM without prior acknowledgement from the CO or COR.

The PM, or alternate, shall be available to the COR via telephone during the hours of http://www.opm.gov/forms

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9:00a.m. and 4:00p.m., Eastern Time, Monday through Friday, and shall respond to a request for discussion or resolution of contract issues within four (4) hours of notification (within the availability times specified herein).

As an option the contractor shall provide, at the discretion of the SEC, one technician on site at the SEC

Headquarters during business days to service the headquarters facility.

b. Removing Employees from SEC Property. The SEC may, at its sole discretion, direct the Contractor to remove any Contractor employee from the SEC Facilities for any reason, including security reasons.

Removal does not relieve the Contractor of the responsibility to continue providing the services required under this contract. The CO shall provide the Contractor with a written explanation to support any request to remove an employee. The Government reserves the right to permanently exclude any individual from performance under this contract whose performance does not meet standards or fails to pass a security check under the SOW. Such failures include, but are not limited to, falsifying reports or statements; mishandling weapons; loss, destruction, or irresponsible use of Government equipment;

character/actions incompatible with a professional public interaction or other criteria identified in this

SOW. When so instructed, the Contractor shall immediately remove such individual in accordance with the CO's instructions. Permanent removal of personnel shall not relieve the Contractor of any performance requirements or create an entitlement to an equitable adjustment. The Contractor shall not, without the CO's consent, reinstate on this contract any employee who has been permanently removed.

c. The Contractor shall notify the CO in writing no less than 10 business days in advance if any personnel will be replaced. The Program Manager is key personnel. The Contractor shall submit a written justification for the replacement and provide the name(s) and qualifications equal to or superior to those of Key Personnel being replaced and be approved by the COR.

H.10.2 6010.03 Point of Contact (POC) (Mar 2012). The Contractor shall designate a senior person from the key personnel specified in Section 6010.01 as the point of contact during normal business hours. The POC may be the Program Manager but the POC must have some contracting knowledge

Should the person be unavailable, the Contractor shall notify the Contracting Officer’s Representative

(COR) of the name of the designated replacement. The POC or designee shall have the authority to direct personnel and shall be accountable to the directions of the COR. The Contractor shall provide to the

COR a contact and backup contact who shall be on-call to make decisions as required during non-business hours.

H.11 6010.04 Contractor Responsibilities/Standards of Conduct (Jul 2013). The Contractor shall furnish all managerial, supervisory, and personnel to successfully, effectively, and efficiently accomplish all work required by this contract. Contractor personnel are employees of the Contractor and under its administrative control and supervision. Contractor personnel are not employees of the

Government.

The Contractor shall select, supervise, and exercise control and direction over its employees under this contract. The SEC will not exercise any supervision over the Contractor’s employees, but may, in coordination with Contractor management, provide sufficient direction to contractor personnel to ensure that the purposes of the contract are met and the government’s interests are protected.

Contractor shall be responsible for:

• Approving time cards of its employees.

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• Approving leave requests of its employees.

• Performing performance evaluations of its employees.

• Making hiring and firing decisions for its employees.

• Informing its employees that they are not employees of the SEC and have not received an appointment in the federal service.

• Informing its employees that they are not to accept direction from employees of the SEC beyond that required to accomplish the purposes of the Contract.

• Informing its employees that deliverables must be marked with employer’s logo or other marking legend (as appropriate to the deliverable) and it must be removable if the SEC elects to use the deliverable as SEC materials. This applies to reports, slides, and other documents called out in the contract as deliverables.

• Informing its employees that the Contractor is responsible for approval of their time cards, leave requests and performance evaluations, and for hiring and firing decisions.

• Directing their employees to identify themselves in their communications (and in their work product as appropriate) as contractors rather than SEC or Federal employees, and ensuring that they in fact do so.

• Directing their employees to display their distinguishing badges or other visible identification of their status as contractors at meetings with government or outside personnel.

• Considering during their performance of the contract whether any actions they are taking would limit the ability of an SEC employee to exercise discretion on an inherently governmental function…