D.9 Notice to Contractor on FSRS Reports.doc

NOTICE TO CONTRACTOR (continued)

NOTICE TO CONTRACTOR

This award contains Federal Acquisition Regulation (FAR) clause 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards. Attachment 1 to this notice contains a summary of the clause.

You may be required to submit reports on the following:

· First-tier subcontracts in the performance of this award;

· Total compensation of your five most highly compensated executives for the preceding completed fiscal year; and

· Total compensation of each of the five most highly compensated executives for the subcontractor’s preceding completed fiscal year for each subcontractor awarded a first-tier subcontract valued at $25,000 or more.

The paragraphs below and Attachment 1 provide more information on the reporting requirements.

Report of First-Tier Subcontracts

FAR clause 52.204-10 requires contractors to report each first-tier subcontract (refer to the definition of subcontract in the clause) valued at $25,000 or more (and any modification to the subcontract that changes previously reported data) in the Federal Funding Accountability and Transparency Act (FFATA) Subaward Reporting System (FSRS) at https://www.fsrs.gov/. Unless otherwise directed by the contracting officer, you must report any such first-tier subcontract by the end of the month following your award of the subcontract.

Exceptions to this requirement are:

· If, in the previous tax year, your business’ gross income, from all sources, was under $300,000, you are exempt from the requirement to report subcontractor awards.

· If, in the previous tax year, the subcontractor’s gross income, from all sources, was under $300,000, you do not need to report awards to that subcontractor.

Refer to paragraph (c)(1) of FAR Clause 52.204‑10 or the instructions at https://www.fsrs.gov/ for the information to report.

Report of Executive Compensation for Prime Contractor Pending certain conditions, you must report at http://www.ccr.gov the names and total compensation of each of your five most highly compensated executives for the preceding completed fiscal year. See paragraph (c)(2) of FAR clause 52.204-10 for details, and for the definitions of “executive” and “total compensation.” You must report the information by the end of the month following the month of the contract award and annually thereafter.

Report of Executive Compensation for First-Tier Subcontractors Unless an exception applies, for each subcontractor awarded a first-tier subcontract valued at $25,000 or more, you must report at http://www.fsrs.gov the names and total compensation of each of the five most highly compensated executives for the subcontractor’s preceding completed fiscal year. See paragraph (c)(3) of FAR clause 52.204-10 for more details. Unless the contracting officer directs otherwise, you must report the information by the end of the month following the month of the contract award and annually thereafter.

For Further Questions or Additional Resources

For questions specific to this notice, refer to Attachment B, “Frequently Asked Questions.” If you have additional questions, contact the contracting officer or contract specialist.

For general, technical, or policy questions, on reporting your first-tier subcontracts, go to https://www.fsrs.gov. The bottom of the web page contains a link to the Federal Service Desk which assists FSRS and other Government system users, FSRS Awardee User Demonstration, and the Awardee User Guide .

Attachments

· Attachment A, Summary Table of FAR Clause 52.204-10 Reporting Executive Compensation and First-Tier Subcontract Awards

· Attachment B, Frequently Asked Questions Attachment A, Summary Table of FAR Clause 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards

First-Tier Subcontracts

For each subcontract meeting reporting conditions (see next column) and any modification to these subcontracts that changes previously reported data:

· Subcontractor Data Universal Numbering System (DUNS) number

· Subcontractor parent company DUNS number, if applicable

· Subcontract amount

· Subcontract award date

· Subcontract product/service description, including overall purpose and expected outcomes or results

· Subcontract number (the subcontract number assigned by the Contractor)

· Subcontractor’s physical address

· Subcontractor’s primary performance location

· Prime contract number and, if applicable, order number

· Awarding agency name and code.

· Funding agency name and code

· Government contracting office code

· Treasury account symbol reported in the Federal Procurement Data System

· Applicable North American Industry Classification System code (Ref. clause para. (c)(1)) Contractor awarded first-tier subcontract with a value of $25,000 or more. (Ref. clause par. (c)(1)) “First-tier subcontract” means a subcontract awarded directly by a Contractor to furnish supplies or services (including construction) for performance of a prime contract, but excludes supplier agreements with vendors, such as long-term arrangements for materials or supplies that would normally be applied to a Contractor’s general and administrative expenses or indirect cost. (Ref. clause para. (a))

· If the Contractor in the previous tax year had gross income, from all sources, under $300,000, it is exempt from the requirement to report subcontractor awards. (Ref. clause para. (d)(1))

· If a subcontractor in the previous tax year had gross income from all sources under $300,000, the Contractor does not need to report awards to that subcontractor. (Ref. clause para. (d)(2))

Federal Funding Accountability and Transparency Act Subaward Reporting System (FSRS) at https://www.fsrs.gov (Ref. clause para. (c)(1)) Unless otherwise directed by the contracting officer, by the end of the month following the month of award of the subcontract to be reported and annually thereafter (Ref. clause para. (c)(1))

“Total compensation” means the cash and noncash dollar value earned by the executive during the Contractor’s preceding fiscal year. See paragraph (a) of 52.204-10 for a list of what is included.

1. In the Contractor’s preceding fiscal year, the contractor received—

a. 80 percent or more of its annual gross revenues from Federal contracts (and subcontracts), loans, grants (and subgrants) and cooperative agreements; and

b. $25,000,000 or more in annual gross revenues from Federal contracts (and subcontracts), loans, grants (and subgrants) and cooperative agreements; and

2. The public does not have access to information about the compensation of the executives through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986.

(Ref. clause para. (c)(2))

at http://www.ccr.gov (Ref. clause para. (c)(2)) By the end of the month following the month of a contract award, and annually thereafter (Ref. clause para. (c)(2))

“Total compensation” means the cash and noncash dollar value earned by the executive during the Contractor’s preceding fiscal year. See paragraph (a) of 52.204-10 for a list of what is included. (Ref. clause para. (a))

1. Subcontractor has been awarded a subcontract valued at $25,000 or more and

2. In the subcontractor’s preceding fiscal year, the subcontractor received—

a. 80 percent or more of its annual gross revenues from Federal contracts (and subcontracts), loans, grants (and subgrants) and cooperative agreements; and

b. $25,000,000 or more in annual gross revenues from Federal contracts (and subcontracts), loans, grants (and subgrants) and cooperative agreements; and

3. The public does not have access to information about the compensation of the executives through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986.

(Ref. clause para. (c)(3))

(Ref. clause para. (c)(3)) Unless otherwise directed by the contracting officer, by the end of the month following the month of a contract award, and annually thereafter (Ref. clause para. (c)(2))

Attachment B. Frequently Asked Questions

1. Why must I provide these reports?

The reporting is required by Section 2(d)(2) of the Federal Funding Accountability and Transparency Act (FFATA).

2. What happens to the information collected?

The public will be able to view first-tier subcontract award data at http://usaspending.gov. You are responsible for informing your subcontractors the information will be made public.

3. Do the reporting requirements apply to orders against a Federal Supply Schedule contract, Governmentwide acquisition contract, multi-agency contract, and indefinite delivery contracts, such as indefinite-delivery-indefinite quantity contracts?

Yes, if Federal Acquisition Regulation (FAR) Clause 52.204-10 is in the base contract.

4. What is the Government’s role in reporting my award to FFATA Subaward Reporting System (FSRS)?

The contracting officer reports the award information to the Federal Procurement Data System (FPDS) per FAR Subpart 4.6. Certain data pre-populates from FPDS to FSRS, which helps you complete and submit your report. But, if your award was reported with the generic Data Universal Numbering System number (see FAR 4.605(b)(2)), data will not pre-populate from FPDS.

5. What is the Government’s role in verifying the information reported?

Each quarter, the Social Security Administration (SSA) will review the contractor reports in FSRS to ensure the information is consistent with the reported contract, and a required acquisition is reported. In the event of an inconsistency, SSA (typically the administering contracting officer or his designee) will inform you and require correction or ask for a reasonable explanation why you believe the information is correct. SSA is not responsible for verifying or validating the information.

6. Am I responsible for verifying the required compensation information for my first-tier subcontractors?

No, you are only required to report the information given to you by the subcontractor.

7. Must I register in FSRS?

Yes, unless you are registered in the Electronic Subcontracting Reporting System (eSRS)(FSRS is a module of eSRS). If you are registered in eSRS, you can log into FSRS with the same log-in credentials, and vice versa. See the FSRS Awardee User Guide at http://www.fsrs.gov for more information.

8. What happens if I do not comply with the reporting requirements of FAR 52.204-10?

The contracting officer shall exercise appropriate contractual remedies per FAR 4.1402(c).