SOW -Akoya Biosciences - NOI SS.docx

STATEMENT OF WORK

TITLE

Preventive Maintenance Services for One (1) Akoya PhenoImager HT

BACKGROUND

The U.S. Department of Health and Human Services (HHS), National Institutes of Health (NIH), National Cancer Institute (NCI) Center for Cancer Research (CCR), Center for Immuno-oncology (CIO) explores fundamental questions of cancer immunotherapy through rigorous preclinical studies and translates these findings into clinical trials with the goal of developing novel therapies for a spectrum of cancers. CIO investigators use an Akoya PhenoImager HT (rebranded, formerly Akoya Vectra Polaris) tissue imager to visualize, analyze, quantify, and phenotype immune cells in their preclinical and clinical research studies, to advance safe immunotherapeutic tumor treatment of NIH cancer patients. Proper maintenance service of the Akoya PhenoImager HT is critical for the CIO investigators to obtain accurate, reproducible results on immunomodulation after patient treatment with immunotherapeutic agents.

SCOPE

The Contractor shall provide all labor, material, parts, and equipment necessary to maintain the Government-owned equipment specified herin. The Contractor shall provide preventative and emergency service, replacement parts, software updates and support, and technical support services, in accordance with section 4, for the following multispectral tissue imaging equipment:

· One (1) Akoya PhenoImager HT, Serial No. VP1732N1027 All maintenance services shall be performed on-site and/or remotely, as specified herein, in accordance with the Original Equipment Manufacturer’s (OEM) most current standard commercial maintenance practices. Onsite and emergency services shall be provided during standard business hours (defined as 8:00 am – 5:00 pm EST, Monday through Friday, excluding Federal Holidays found at www.opm.gov/policy-data-oversight/pay-leave/federal-holidays and extended hours (5:00 pm – 9:00 pm EST, Monday through Friday) for any issues not able to be resolved remotely, or during normal business hours. Software updates/services may be provided remotely as applicable. All travel, labor, materials, and related charges shall be included in the purchase order price.

SPECIAL ORDER REQUIREMENTS

The Contractor shall provide all labor, materials, and equipment required to perform the following tasks:

PREVENTIVE MAINTENANCE

The Contractor shall perform one (1) planned onsite preventive maintenance inspection (PMI) during each 12-month period of performance. Technically qualified factory-trained personnel shall perform this service. The service shall consist of a thorough cleaning, calibration, adjusting, inspection, and testing of all equipment in accordance with the original manufacturer’s latest established maintenance procedures.

All equipment shall be operationally tested through at least one (1) complete operating cycle at the end of the preventive maintenance inspection to assure optimum and efficient performance. Fees for labor, travel, and preventative maintenance replacement components shall be included at no additional cost to the Government.

EMERGENCY SERVICE

Unlimited on-site, emergency repair service visits shall be provided during each 12-month period of performance at no additional cost to the Government. Emergency service shall be provided during normal working hours, Monday through Friday excluding Federal Holidays (see Section 3.0). Upon receipt of notice that any part of the equipment is not functioning properly, the Contractor shall provide an initial confirmation of receipt of the Government’s service request within one (1) business day; and within three (3) business days of the Government’s service request, the Contractor shall provide an on-site response by OEM-certified service personnel to inspect the equipment and perform all repairs and adjustments necessary to restore the equipment to normal and efficient operating condition. Emergency service calls shall not replace the necessity for PMIs. All labor, travel, and OEM parts shall be included.

REPLACEMENT PARTS

The Contractor shall furnish all required replacement parts at no additional cost to the Government, with the exception of consumables. All parts shall meet OEM specifications. Upon identification of required parts, they shall be delivered within 24 hours, or the following business day should the request fall on a Friday, or preceding a Federal Holiday. If parts will take longer to be delivered for any reason, the Contractor shall provide the Technical Point of Contact (TPOC, see Section 9.0 below) with a notification stating the reason; estimated delivery timeframe immediately upon identification of delivery delay; and tracking information to anticipate delivery to the best extent possible.

SOFTWARE UPDATES/SERVICE

The Contractor shall provide and install all OEM critical and non-critical software upgrades, major software versions, updates, and mandatory safety releases, and all maintenance release/service pack updates, in accordance with the OEM’s latest established service procedures. Defective software shall be replaced and/or reinstalled at no additional cost to the Government.

The Contractor shall receive advance approval for the installation of all software updates and revisions from the Government. Software updates and associated support services shall be provided remotely when possible; or, during onsite repair and/or PMIs when necessary. The Contractor shall provide technical support services and remote diagnostics for software in accordance with Section 4.5 below.

TECHNICAL SUPPORT SERVICES

The Contractor shall provide unlimited technical support via telephone and email by trained, qualified technical support personnel for use of program software, troubleshooting the instrument operating systems, and technical application support, at no additional cost to the Government.

The Contractor shall use their best efforts to respond to all technical support requests reported via telephone and email immediately. If the Contractor is unable to answer and assist immediately, the Contractor shall respond to the end user and provide support within one (1) business day after the technical support request call/email is made/sent by the end user. If the Contractor cannot resolve a technical support request remotely by phone or email within 2 business days, the Contractor shall, on the following business day, provide onsite emergency troubleshooting and repair services, in accordance with Section 4.2 above.

FIELD SERVICE REPORTS

The Contractor shall provide a Field Service Report (FSR) by email to NCI’s TPOC (see Section 9.0) within three (3) business days of completion of any services performed on equipment or software covered under this requirement. The FSR shall include at a minimum the following information:

a) Contractor’s Name;

b) Equipment Model and Serial Number;

c) Technician’s name, telephone number, and signature;

d) Date and Time at which services were performed;

e) Summary of work performed;

f) As applicable: summary of malfunction/issue; malfunction that occurred, the repair efforts, and the duration that was required to restore the equipment to operation;

g) As applicable: reason for software updates, and any effect it may have on equipment operation;

h) Certification that the equipment is fully operational.

The FSR shall be delivered in Microsoft Office Word or Adobe PDF format, unless prior approval for another format has been obtained from the TPOC.

SERVICE EXCLUSIONS

The Contractor shall not be responsible for any repairs necessitated by abuse, neglect, vandalism, Acts of God, fire or water. Should damage occur as a result of the aforementioned events, the Government reserves the right to obtain repairs needed as a result of such events via a modification to the purchase order, under a separate purchase order, or any other method deemed appropriate and in accordance with Federal Acquisition Regulations.

PERSONNEL QUALIFICATIONS

The Contractor shall provide technically qualified, OEM-certified service personnel to perform all required services provide technical support for the Akoya PhenoImager HT at NIH specified in Section 3.0 above. The service personnel shall be specifically trained on covered equipment, associated accessories, system components, and software.

Contractor’s personnel shall perform all work in a professional workman like manner and in accordance with OEM and industry standards. This includes ensuring that personnel always conduct themselves in a professional manner throughout the performance of work at specified NCI locations. Upon completion of the services, the Contractor’s employees shall ensure that work areas are clean and free of all debris so as not to affect/hinder laboratory staff and operations. Further, the contractor shall be held responsible for the cost of any repair or replacement of any Government-owned property damaged by Contractor’s employees.

TYPE OF ORDER

This shall be a firm fixed-price purchase order.

SEVERABLE SERVICES

The services acquired under this purchase order are severable services. Funds are only available for use for the line item to which they are obligated. Unused funds from one period (line item) may not roll over for use in other periods.

PERIOD OF PERFORMANCE

The Period of Performance (PoP) shall consist of one (1) 12-month base period and four (4) 12-month option periods as follows:

PLACE OF PERFORMANCE

Onsite services shall be performed at the following location:

NIH/NCI

Bethesda, MD 20892

Note that access to the NIH campus is restricted. As such all contractor personnel will be required to access campus via designated entrances where they are subject to security screening.

INSPECTION AND ACCEPTANCE

Pursuant to FAR clause 52.212-4, all work described in the SOW to be delivered under this purchase order is subject to final inspection and acceptance by an authorized representative of the Government. The authorized representative of the Government is the NCI Technical Point of Contact (TPOC) who is responsible for inspection and acceptance of all services, materials, or supplies to be provided by the Contractor.

Regardless of format, all digital content or communications materials produced as a deliverable under this purchase order, shall conform to applicable Section 508 Standards to allow Federal employees and members of the public with disabilities to have access to and use of information and data that is comparable to the access to and use of information and data by Federal employees or by members of the public who are not individuals with disabilities. Remediation of any materials that do not comply with the applicable Section 508 requirements as set forth below, shall be the responsibility of the Contractor.

HHS guidance regarding accessibility of documents can be found at:

https://www.hhs.gov/web/section-508/making-files-accessible/create-accessiblepdfs/index.html.

Federal Government-wide guidance regarding accessibility of documents can be found at https://www.section508.gov/, including the documents describing the preferred method of authoring and testing documents produced in Microsoft Word 2013 or later, Microsoft Excel, and files formatted as PDF.

TECHNICAL POINT OF CONTACT

The Technical Point of Contact (TPOC) is responsible for inspection and acceptance of all work in relation to this requirement, and will serve as the Governments primary point of contact throughout the duration of the requirement. All efforts must be coordinated with this individual.

The TPOC for this requirement is: TBD

Note: The TPOC has limited authority as defined within this Statement of Work. They do not have the authority to commit or obligate Government funds, or make changes to the terms and conditions of the purchase order. As such, any changes to the purchase order must be performed by a warranted Government Contracting Officer with appropriate delegated authority to do so.

PAYMENT

Payment shall be made quarterly, in arrears. Payment shall be made in its entirety upon completion and acceptance of all deliverables. The following clause is applicable to all Purchase Orders, Task or Delivery Orders, and Blanket Purchase Agreement (BPA) Calls: Prompt Payment (Jan 2017) FAR 52.232-25. Highlights of this clause and NIH implementation requirements follow:

I. Invoice Requirements

A. An invoice is the Contractor's bill or written request for payment under the contract for supplies delivered or services performed. A proper invoice is an "Original" which must include the items listed in subdivisions 1 through 12, below, in addition to the requirements of FAR 32.9. If the invoice does not comply with these requirements, the Contractor will be notified of the defect within 7 days after the date the designated billing office received the invoice (3 days for meat, meat food products, or fish, and 5 days for perishable agricultural commodities, dairy products, edible fats, or oils) with a statement of the reasons why it is not a proper invoice. (See exceptions under II., below.) Untimely notification will be considered in the computation of any interest penalty owed the Contractor.

1. Vendor/Contractor: Name, Address, Point of Contact for the invoice (Name, title, telephone number, e-mail and mailing address of point of contact).

2. Remit-to address (Name and complete mailing address to send payment).

3. Remittance name must match exactly with name on original order/contract. If the Remittance name differs from the Legal Business Name, then both names must appear on the invoice.

4. Invoice date.

5. Unique invoice #s for all invoices per vendor regardless of site.

6. NBS document number formats must be included for awards created in the NBS: Contract Number; Purchase Order Number; Task or Delivery Order Number and Source Award Number (e.g., Indefinite Delivery Contract number; General Services Administration number); or, BPA Call Number and BPA Parent Award Number.

7. Unique Entity Identifier (UEI) which is in the System for Award Management (SAM) and replaces the Dun & Bradstreet Data Universal Numbering System (DUNS) number.

8. Federal Taxpayer Identification Number (TIN). In those rare cases where a contractor does not have a UEI number or TIN, a Vendor Identification Number (VIN) must be referenced on the invoice. The VIN is the number that appears after the contractor’s name on the face page of the award document.

9. Identify that payment is to be made using a three-way match.

10. Description of supplies/services that match the description on the award, by line billed.*

11. Freight or delivery charge must be billed as shown on the award. If it is included in the item price do not bill it separately. If identified in the award as a separate line item, it must be billed separately.

12. Quantity, Unit of Measure, Unit Price, Extended Price of supplies delivered or services performed, as applicable, and that match the line items specified in the award.*

NOTE: If your invoice must differ from the line items on the award, please contact the Contracting Officer before submitting the invoice. A modification to the order or contract may be needed before the invoice can be submitted and paid.

Shipping costs will be reimbursed only if authorized by the Contract/Purchase Order. If authorized, shipping costs must be itemized. Where shipping costs exceed $100, the invoice must be supported by a bill of lading or a paid carrier's receipt.

B. The Contractor shall submit invoices to the Department of Treasury’s Invoice Processing Platform (IPP) at https://www.ipp.gov with a copy to the approving official as directed below.

The Contractor shall submit a copy of the electronic invoice to the following Approving Official (Purchasing Agent) and Technical Point of Contact:

Approving Official: Purchasing Agent

TBD: Name Email

Technical Point of Contact

B. The due date for making invoice payments for meat and meat food products, perishable agricultural commodities, dairy products, and edible fats or oils, shall be in accordance with the Prompt Payment Act, as amended.

B. Determination of interest and penalties due will be made in accordance with the provisions of the Prompt Payment Act, as amended, the Contract Disputes Act, and regulations issued by the Office of Management and Budget.

IV. PROVIDING ACCELERATED PAYMENT TO SMALL BUSINESS SUBCONTRACTORS, FAR 52.232-40 (November 2021)

(a) Upon receipt of accelerated payments from the Government, the Contractor shall make accelerated payments to its small business subcontractors under this contract, to the maximum extent practicable and prior to when such payment is otherwise required under the applicable contract or subcontract, after receipt of a proper invoice and all other required documentation from the small business subcontractor.

(b) The acceleration of payments under this clause does not provide any new rights under the Prompt Payment Act.

(c) Include the substance of this clause, including this paragraph (c), in all subcontracts with small business concerns, including subcontracts with small business concerns for the acquisition of commercial products or commercial services.

(End of Clause)

V. HHSAR 352.232-71 Electronic Submission of Payment Requests (February 2, 2022)

(a) Definitions. As used in this clause— Payment request means a bill, voucher, invoice, or request for contract financing payment with associated supporting documentation. The payment request must comply with the requirements identified in FAR 32.905(b), ‘‘Content of Invoices’’ and the applicable Payment clause included in this contract.

(b) Except as provided in paragraph (c) of this clause, the Contractor shall submit payment requests electronically using the Department of Treasury Invoice Processing Platform (IPP) or successor system. Information regarding IPP, including IPP Customer Support contact information, is available at www.ipp.gov or any successor site.

(c) The Contractor may submit payment requests using other than IPP only when the Contracting Officer authorizes alternate procedures in writing in accordance with HHS procedures.

(d) If alternate payment procedures are authorized, the Contractor shall include a copy of the Contracting Officer’s written authorization with each payment request.

(End of Clause)