Combined_Synopsis-Solicitation_W81K04-17-T-BPAA__26_Jan_2017.pdf

Combined Synopsis/Solicitation IAW FAR Subpart 12.6 BPA Requirement for Allied/Ancillary Services in Support of the U.S. Army Medical Command

This is a combined synopsis/solicitation for commercial items prepared in accordance with the format in the Federal Acquisition Regulation (FAR) Subpart 12.6, as supplemented with additional information included in this notice.

This announcement constitutes the only solicitation; quotes are being requested and a written solicitation will not be issued.

The solicitation number is W81K04-17-T-BPAA and is issued as a request for quotation (RFQ). The solicitation document and incorporated provisions and clauses are those in effect through Federal Acquisition Circular 2005-93 and Defense Federal Acquisition Regulation Supplement Publication Notice 20161222.

The North American Industrial Classification System (NAICS) is 561320, Temporary Help Services. The small business size standard is $27,500,000 dollars. This procurement is 100% Total Small Business Set-Aside.

DESCRIPTION OF REQUIREMENT: The Health Readiness Contracting Office (HRCO) has repetitive needs for personal and non-personal services of allied/ancillary healthcare providers and intends to enter into blanket purchase agreements (BPAs) in order to satisfy these repetitive needs. The BPA method will allow the U.S. Army Medical Command (MEDCOM) Health Readiness Contracting (HRCO) and other designated MEDCOM contracting activities within the Regional Health Commands to place calls for various specialties of allied/ancillary healthcare providers for temporary short term fills. This service is in support of military and DoD civilian medical staff at the military treatment facilities (MTFs) within the 50 United States and to contribute to a stable workforce tasked with providing quality health care services to a diverse beneficiary population. Short term requirements range historically from three to nine months, but each call issued under the BPAs will be for less than ten months. While short term requirements may occur year round, the summer months (May through September) are the most frequent due to military personnel transferring to new locations. In addition, the Army will be phasing in a new electronic health system which will require short term health care staffing support to maintain access to care during the transition.

The Contractor shall provide personal and non-personal allied/ancillary services at the Army MTFs within the Regional Health Commands (RHCOs). Allied/ancillary health professions includes but is not limited to contract service providers (CSPs) working in the following areas: audiology, cardiovascular perfusion technology, cytotechnology, dental hygiene, diagnostic medical sonography, dietetics, emergency medical sciences, health care, health administration, medical technology, nuclear medicine technology, occupational therapy, pharmacy, physical therapy, radiation therapy technology, radiography, respiratory therapy/technology, social services, and speech-language pathology. A full listing of the required health professions is provided in Exhibit B- List of Short Term Allied/Ancillary Specialties.

The BPAs are not contracts and are not funded. Funded BPA calls will be issued to order the allied/ancillary services. All responsible sources may submit a quote which will be considered by the agency. This agreement will be established in accordance with Federal Acquisition Regulation (FAR) 13.303, Blanket Purchase Agreements in conjunction will FAR Part 12, Acquisition of Commercial Items.

The BPA will have a five year ordering period from 15 March 2017 through 14 March 2022. The contracting office, HRCO, anticipates establishing a maximum of four (4) BPAs as a result of this solicitation.

QUESTIONS CONCERNING THE SOLICITATION: Interested quoters shall submit any questions concerning this solicitation no later than 12:00 PM Central Time on Monday, 6 February 2017 for the Government’s consideration. Those questions not received within the prescribed date may not be considered. All questions must be submitted in writing to the following e-mail addresses: yesenia.c.rodriguez2.civ@mail.mil and dawn.e.simington.civ@mail.mil.

RESPONSES: See FAR Provision 52.212-1, Instructions to Offerors – Commercial Items and ADDENDUM TO 52.212-1 for requirements regarding preparation of quotes. Quotes shall be fully executed and returned by the time specified below. Electronic submission via e-mail is required. Only emailed quotes received directly from the quoter are acceptable. Quotes shall be submitted by email to Yesenia C. Rodriguez, Contracting Officer at yesenia.c.rodriguez2.civ@mail.mil and Dawn E. Simington, Contract Specialist at dawn.e.simington.civ@mail.mil no later than 4:00 PM Central Time on Monday, 27 February 2017. All quotes received after this due date and time may be considered late in accordance with FAR 52.212-1(f).

SCHEDULE B AND LIST OF CONTRACT LINE ITEM NUMBERS (CLINs): The Master BPA will include the following BPA Limitations and CLIN structure.

BPA Master Dollar Limit: $48,000,000.00 BPA Call Limit: $1,200,000.00

Period of Performance: 15-Mar-2017 to 14-Mar-2022

FSC Codes:

Q201

ITEM NO SUPPLIES/SERVICES QTY U/I Unit Price 0001 Allied/Ancillary Services TBD Per Call Hours Per Approved Price List --0001

BPA Call Period of Performance occurring between 15-Mar-2017 and 14-Mar-2018.

FOB: Destination

0002 Allied/Ancillary Services TBD Per Call Hours Per Approved Price List -- 0002

BPA Call Period of Performance occurring between 15-Mar-2018 and 14-Mar-2019.

0003 Allied/Ancillary Services TBD Per Call Hours Per Approved Price List --0003

BPA Call Period of Performance occurring between 15-Mar-2019 and 14-Mar-2020.

0004 Allied/Ancillary Services TBD Per Call Hours Per Approved Price List -- 0004

BPA Call Period of Performance occurring between 15-Mar-2020 and 14-Mar-2021.

0005 Allied/Ancillary Services TBD Per Call Hours Per Approved Price List -- 0005

BPA Call Period of Performance occurring between 15-Mar-2021 and 14-Mar-2022.

0006 Travel - First FY TBD Per Call TBD TBD Per Call In accordance with Government fiscal law, travel must be paid in the fiscal year that it is incurred. Since there is a possibility that the period of performance on a call will cross fiscal years the ordering official will place two CLINs for travel on the call and ensure that travel is invoiced and paid in accordance with fiscal law.

0007 Travel - Second FY TBD Per Call TBD TBD Per Call In accordance with Government fiscal law, travel must be paid in the fiscal year that it is incurred. Since there is a possibility that the period of performance on a call will cross fiscal years the ordering official will place two CLINs for travel on the call and ensure that travel is invoiced and paid in accordance with fiscal law.

0008 Contractor Manpower Reporting 6 Each NSP

The contractor shall complete the annual CMR report in accordance with the PWS. The annual CMR report shall account for service provided for all calls issued during the reporting period and shall be submitted in accordance with the following delivery dates:

Report #1: Due NLT 31 October 2017 Report #2: Due NLT 31 October 2018 Report #3: Due NLT 31 October 2019 Report #4: Due NLT 31 October 2020 Report #5: Due NLT 31 October 2021 Report #6: Due NLT 31 October 2022

BLANKET PURCHASE AGREEMENT (BPA) DETAILS IAW FAR 13.303:

(1) Description of agreement.

a. This agreement shall govern the terms and conditions under which the supplier shall provide allied/ancillary services. BPA calls for allied/ancillary services are for short-term fills only and will be for less than 10 months in duration. Use of the BPA to fill vacancies for 10 months or longer is prohibited and consecutive calls orders will not be placed to cover longer timeframes. The BPA holder shall not accept a call which circumvents this prohibition. If longer timeframes are required for certain vacancies, the contracting office must seek an alternate method of fulfillment. Either party may terminate this agreement by giving thirty (30) days written notice before the end of the BPA term.

b. This BPA provides for ordering of allied/ancillary services in all fifty of the United States, plus the District of

Columbia.

c. The listed specialties at the PWS Exhibit are authorized for ordering against this BPA. Pricing is in accordance with the approved supplier’s price list that will be included in the BPA as an Exhibit. Changes to the pricelist will be accomplished only by a formal written modification to the BPA by the Health Readiness Contracting Office (HRCO) Contracting Officer.

d. The supplier agrees to the terms and conditions of this BPA, exclusively with the following contracting office:

U.S. Army Health Contracting Activity (USAHCA) Health Readiness Contracting Office (HRCO) ATTN: MCAA-C, 2199 Storage Street, Suite 68 JBSA-Fort Sam Houston, TX 78234-5074

e. Allied/Ancillary services shall be performed in accordance with the attached performance work statement unless a further detailed PWS is provided by the regional health contracting office (RHCO) Contracting Officer (KO) with an individual call.

f. The supplier shall furnish supplies or services, described in general terms, if and when required by the KO (or the authorized representative of the KO during the specified period and within the stipulated aggregate amount.

(2) Extent of obligation. The Master BPA does not obligate any funds. The Government is obligated only to the extent of authorized purchases actually made under the BPA.

(3) Purchase limitation. The dollar limitation for each individual purchase under the BPA is $1,200,000.00. The combined maximum amount of all calls placed under this Master BPA is $48,000,000.00, provided that the total combined amount of all BPA calls resulting from this solicitation does not exceed $48,000,000.00.

(4) Individuals authorized to purchase under the BPA. Only KOs warranted within U.S. Army Health Contracting Activity (USAHCA) are authorized to place calls under the BPA within the BPA call dollar limitations stated above.

a. The following USAHCA Contracting Offices are authorized to place calls from this BPA:

Health Readiness Contracting Office (HRCO)

DODAAC: W81K04

W40M USA HLTH CONTRACTING ACT

CTR FOR HEALTH CARE CONTR

2199 STORAGE ST BLDG 4197 STE 68

JBSA FT SAM HOUSTON TX 78234-5074

Regional Health Contracting Office – Atlantic (RHCO-A)

DODAAC: W91YTZ

W40M NORTHEREGION CONTRACT OFC

NORTHERN REG CONTR OFC NRCO

6021 5TH ST BLDG 1467

FORT BELVOIR VA 22060-5580

Regional Health Contracting Office – Central (RHCO-C)

DODAAC: W81K00

W40M USA HLTH CONTRACTING ACT

REGIONAL HEALTH CONTRACT OFF CENTRA

2539 GARDEN AVENUE

JBSA FT SAM HOUSTON TX 78234-0000

Regional Health Contracting Office – Pacific (RHCO-P)

DODAAC: W81K02

W40M FT LEWIS RHCO PACIFIC

REGIONAL HEALTH CONTR OFC PACIFIC

BLDG 339 CLARK ROAD

FORT SHAFTER HI 96858-5098

b. A call number will be assigned to each call. Call numbers will consist of six alpha/numeric characters. The first two characters are a two-alphabetic position code that identifies the MEDCOM RHCO placing the call against the BPA. The next two numeric characters represent the fiscal year the call is placed. The final two numeric characters represent the order in which the call was placed. For example, the call will be YY17-01; 0X17-01; BT17- 01; 0W17- 01, etc. A list of Call Order Codes will be included in the resulting Master BPA.

c. BPA calls requiring a COR shall be appointed in writing IAW DFARS 201.602-2, Responsibilities, by the

RHCO KO. The appointment letter shall include the authorities and limitations of the appointed COR. The COR shall monitor the contractor’s performance IAW the COR Appointment letter.

d. RHCO KOs and RHCO MTF appointed CORs are the contractor’s primary points of contact for performance of the individual call(s).

(5) Delivery tickets. All shipments under the agreement, except those for newspapers, magazines, or other periodicals, shall be accompanied by delivery tickets or sales slips that shall contain the following minimum information:

(i) Name of supplier.

(ii) BPA number.

(iii) Date of purchase.

(iv) Purchase number.

(v) Itemized list of supplies or services furnished.

(vi) Quantity, unit price, and extension of each item, less applicable discounts

(vii) Date of delivery or shipment.

(6) Invoices. An itemized invoice shall be submitted at least monthly or upon expiration of this BPA, whichever occurs first, for all deliveries made during a billing period and for which payment has not been received. These invoices need not be supported by copies of delivery tickets.

a. Invoicing and Payment by Government Purchase Card. If payment is made by Government Purchase Card, FAR clause 52.232-36, “Payment by Third Party” will apply.

b. Invoicing and Payment by Electronic Funds Transfer (EFT). If payment will not be made by Government Purchase Card, payment will be made by electronic funds transfer in accordance with FAR 52.232-33, Payment by Electronic Funds Transfer—System for Award Management.

c. Invoicing and Payment by WideAreaWorkFlow (WAWF). Invoices by this method will be submitted through the WAWF Invoicing, Receipt, Acceptance and Property Transfer (iRAPT) module. Payment will be made by the Defense Finance Accounting Service DFAS.

(7) Discounts. BPA holders are encouraged to provide discounts in their initial BPA call pricing. Discounts, if not provided at that time, may also be identified by the contractor on its monthly invoices.

(8) Customer Service. The BPA holder shall provide the name of their primary point of contact and contact information (to include a toll free customer service number if available) within seven calendar days after receipt of the finalized BPA to the HRCO contracting officer who will in turn disseminate the information to the ordering offices. The USAHCA Contracting Offices will engage this primary point of contact when establishing calls and for other service and performance problems.

(9) Reviews/Reports. The Government will conduct reviews on the BPA and calls placed under the BPA to ensure that prices for services ordered and provided in accordance with the terms and conditions of the BPA and proper procedures are followed. This review will occur annually at a minimum, but may occur more frequently if determined by the HRCO KO. The BPA holder shall provide documentation in support of such reviews as requested; at a minimum, the BPA holder shall provide a quarterly report of all calls issued which includes the number of calls, the required fill rate, the fill rate met, and the turnover rate, no later than 5 working days following the end of each quarterly interval, i.e. 05 May, 05 August, 05 November, and 05 February. Failure to do so may result in the cancellation of the BPA. All USAHCA RHCOs will submit a monthly BPA register specific to the call(s) placed each month to the HRCO KO in a format specified by the HRCO KO. If CPARS applies to the call (see paragraph (12) below), the Government CPAR focal point for the ordering office is responsible for registering the calls.

(10) Notification Concerning Unauthorized Calls. Any services provided pursuant to a call made by an unauthorized person may result in the non-payment for such services and possible cancellation of the BPA.

(11) Special Ordering Procedures. When ordering services that require a PWS, the KO will provide a copy of the PWS specific to the requirement to the BPA holder with the individual call.

(12) Competitive Calls. These services are very important to the Government and the Government has a concern that the quoters may under quote specialty pricing. To discourage under quoting, after the Master BPAs are established, if a Master BPA holder submits a quote to a solicitation issued under the BPAs and receives the call, but fails to meet the minimum acceptable fill rate identified in the call, this will be reflected negatively in the BPA holder’s past performance rating. Also, if a Master BPA holder fails to submit a quote on three (3) consecutive solicitations issued under the BPAs, this will also be reflected negatively in the BPA holder’s past performance rating. Note: Normally calls <$1M are not subject to CPARS; however, ordering offices must report via CPARS when the aforementioned applies regardless of dollar value.

CLAUSES INCORPORATED BY REFERENCE

52.212-4 Contract Terms and Conditions--Commercial Items MAY 2015

ADDENDUM TO 52.212-4

(l) Paragraph is deleted

(m) ) Paragraph is deleted

(w) Insurance Requirements – Before commencing work under a call, the BPA holder shall certify to the Contracting Officer in writing that the required insurance has been obtained by the BPA holder and (if applicable) their subcontractors (See FAR Clause 52.228-5). The following insurance as referenced in FAR 28.307-2, is the minimum insurance required:

Workers’ Compensation and Employer’s Liability – BPA holders are required to comply with applicable Federal and State workers’ compensation and occupational disease statutes. If occupational diseases are not compensable under those statutes, they shall be covered under the employer’s liability section of the insurance policy, except where contract operations are so commingled with a BPA holder’s commercial operations that it would not be practical to require this coverage. Employer’s liability coverage of at least $100,000 shall be required, except in States with exclusive or monopolistic funds that do not permit worker’s compensation to be written by private carriers.

General Liability – Bodily injury liability insurance coverage written on the comprehensive form of policy of at least $500,000 per occurrence.

Automobile Liability – Automobile liability insurance written on the comprehensive form of policy. The policy shall provide for bodily injury and property damage liability covering the operation of all company owned and operated* automobiles used in connection with performing the contract. Policies covering automobiles operated in the United States shall provide coverage of at least $200,000 per person and $500,000 per occurrence for bodily injury and $20,000 per occurrence for property damage. The amount of liability coverage on other policies shall be commensurate with any legal requirements of the locality and sufficient to meet normal and customary claims. *All vehicles operated on a Government installation shall maintain automobile liability insurance. However, the liability coverage required herein, to be certified before commencing work under this contract, will be for company owned and operated vehicles (i.e.

company cars) only. If the BPA holder does not intend to use company cars for performance of contract requirements, the BPA holder shall clearly state so with their insurance certification.

(x) The non-FAR Part 12 discretionary FAR and DFARS clauses included herein are incorporated into this contract either by reference or in full text. If incorporated by reference, see clause 52.252-2 herein for locations where full text can be found.

(End of ADDENDUM TO 52.212-4)

CLAUSES INCORPORATED BY REFERENCE

52.203-3 Gratuities APR 1984 52.203-6 Alt I Restrictions On Subcontractor Sales To The Government

(Sep 2006) -- Alternate I 52.203-12 Limitation On Payments To Influence Certain Federal

Transactions

OCT 1995

OCT 2010

52.203-17 Contractor Employee Whistleblower Rights and Requirement APR 2014 To Inform Employees of Whistleblower Rights

52.204-4 Printed or Copied Double-Sided on Postconsumer Fiber Content Paper

MAY 2011

52.204-7 System for Award Management OCT 2016 52.204-9 Personal Identity Verification of Contractor Personnel JAN 2011 52.204-10 Reporting Executive Compensation and First-Tier

Subcontract Awards

OCT 2016

52.204-18 Commercial and Government Entity Code Maintenance JUL 2016 52.204-21 Basic Safeguarding of Covered Contractor Information

Systems 52.209-6 Protecting the Government's Interest When Subcontracting

With Contractors Debarred, Suspended, or Proposed for Debarment

52.209-9 Updates of Publicly Available Information Regarding Responsibility Matters

JUN 2016

OCT 2015

JUL 2013

52.219-6 Notice Of Total Small Business Set-Aside NOV 2011 52.219-8 Utilization of Small Business Concerns NOV 2016 52.219-14 Limitations On Subcontracting NOV 2011 52.219-16 Liquidated Damages-Subcontracting Plan JAN 1999 52.222-3 Convict Labor JUN 2003 52.222-21 Prohibition Of Segregated Facilities APR 2015 52.222-26 Equal Opportunity SEP 2016 52.222-35 Equal Opportunity for Veterans OCT 2015 52.222-36 Equal Opportunity for Workers with Disabilities JUL 2014 52.222-37 Employment Reports on Veterans FEB 2016 52.222-41 Service Contract Labor Standards MAY 2014 52.222-43 Fair Labor Standards Act And Service Contract Labor

Standards - Price Adjustment (Multiple Year And Option Contracts)

MAY 2014

52.222-50 Alt I Combating Trafficking in Persons (MAR 2015) Alternate I MAR 2015 52.222-54 Employment Eligibility Verification OCT 2015 52.223-2 Affirmative Procurement of Biobased Products Under Service SEP 2013 and Construction Contracts 52.223-5 Pollution Prevention and Right-to-Know Information MAY 2011 52.223-18 Encouraging Contractor Policies To Ban Text Messaging

While Driving

AUG 2011

52.224-1 Privacy Act Notification APR 1984 52.224-2 Privacy Act APR 1984 52.228-5 Insurance - Work On A Government Installation JAN 1997 52.232-18 Availability Of Funds APR 1984 52.232-33 Payment by Electronic Funds Transfer--System for Award

Management

JUL 2013

52.232-39 Unenforceability of Unauthorized Obligations JUN 2013 52.232-40 Providing Accelerated Payments to Small Business

Subcontractors

DEC 2013

52.233-3 Protest After Award AUG 1996 52.233-4 Applicable Law for Breach of Contract Claim OCT 2004

52.237-2 Protection Of Government Buildings, Equipment, And Vegetation

APR 1984

52.237-3 Continuity Of Services JAN 1991 52.242-13 Bankruptcy JUL 1995 52.242-15 Stop-Work Order AUG 1989 52.242-17 Government Delay Of Work APR 1984 52.249-12 Termination (Personal Services) APR 1984 252.201-7000 Contracting Officer's Representative DEC 1991 252.203-7000 Requirements Relating to Compensation of Former DoD

Officials

SEP 2011

252.203-7002 Requirement to Inform Employees of Whistleblower Rights SEP 2013 252.203-7003 Agency Office of the Inspector General DEC 2012 252.204-7000 Disclosure Of Information OCT 2016 252.204-7003 Control Of Government Personnel Work Product APR 1992 252.205-7000 Provision Of Information To Cooperative Agreement Holders DEC 1991 252.209-7004 Subcontracting With Firms That Are Owned or Controlled By OCT 2015

The Government of a Country that is a State Sponsor of Terrorism

252.223-7006 Prohibition On Storage, Treatment, and Disposal of Toxic or Hazardous Materials

SEP 2014

252.225-7012 Preference For Certain Domestic Commodities AUG 2016 252.225-7048 Export-Controlled Items JUN 2013 252.226-7001 Utilization of Indian Organizations and Indian-Owned

Economic Enterprises, and Native Hawaiian Small Business Concerns

252.232-7003 Electronic Submission of Payment Requests and Receiving Reports

SEP 2004

JUN 2012

252.232-7006 Wide Area WorkFlow Payment Instructions MAY 2013 252.232-7010 Levies on Contract Payments DEC 2006

CLAUSES INCORPORATED BY FULL TEXT

52.203-13 CONTRACTOR CODE OF BUSINESS ETHICS AND CONDUCT (OCT 2015)

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

Agent means any individual, including a director, an officer, an employee, or an independent Contractor, authorized to act on behalf of the organization.

Full cooperation—

(1) Means disclosure to the Government of the information sufficient for law enforcement to identify the nature and extent of the offense and the individuals responsible for the conduct. It includes providing timely and complete response to Government auditors' and investigators' request for documents and access to employees with information;

(2) Does not foreclose any Contractor rights arising in law, the FAR, or the terms of the contract. It does not require-

(i) A Contractor to waive its attorney-client privilege or the protections afforded by the attorney work product doctrine; or

(ii) Any officer, director, owner, or employee of the Contractor, including a sole proprietor, to waive his or her attorney client privilege or Fifth Amendment rights; and

(3) Does not restrict a Contractor from--

(i) Conducting an internal investigation; or

(ii) Defending a proceeding or dispute arising under the contract or related to a potential or disclosed violation.

Principal means an officer, director, owner, partner, or a person having primary management or supervisory responsibilities within a business entity (e.g., general manager; plant manager; head of a division or business segment; and similar positions).

Subcontract means any contract entered into by a subcontractor to furnish supplies or services for performance of a prime contract or a subcontract.

Subcontractor means any supplier, distributor, vendor, or firm that furnished supplies or services to or for a prime contractor or another subcontractor.

United States means the 50 States, the District of Columbia, and outlying areas.

(b) Code of business ethics and conduct. (1) Within 30 days after contract award, unless the Contracting Officer establishes a longer time period, the Contractor shall--

(i) Have a written code of business ethics and conduct;

(ii) Make a copy of the code available to each employee engaged in performance of the contract.

(2) The Contractor shall--

(i) Exercise due diligence to prevent and detect criminal conduct; and

(ii) Otherwise promote an organizational culture that encourages ethical conduct and a commitment to compliance with the law.

(3)(i) The Contractor shall timely disclose, in writing, to the agency Office of the Inspector General (OIG), with a copy to the Contracting Officer, whenever, in connection with the award, performance, or closeout of this contract or any subcontract thereunder, the Contractor has credible evidence that a principal, employee, agent, or subcontractor of the Contractor has committed--

(A) A violation of Federal criminal law involving fraud, conflict of interest, bribery, or gratuity violations found in Title 18 of the United States Code; or

(B) A violation of the civil False Claims Act (31 U.S.C. 3729-3733).

(ii) The Government, to the extent permitted by law and regulation, will safeguard and treat information obtained pursuant to the Contractor's disclosure as confidential where the information has been marked “confidential” or “proprietary” by the company. To the extent permitted by law and regulation, such information will not be released by the Government to the public pursuant to a Freedom of Information Act request, 5 U.S.C. Section 552, without prior notification to the Contractor. The Government may transfer documents provided by the Contractor to any department or agency within the Executive Branch if the information relates to matters within the organization's jurisdiction.

(iii) If the violation relates to an order against a Governmentwide acquisition contract, a multi-agency contract, a multiple-award schedule contract such as the Federal Supply Schedule, or any other procurement instrument intended for use by multiple agencies, the Contractor shall notify the OIG of the ordering agency and the IG of the agency responsible for the basic contract.

(c) Business ethics awareness and compliance program and internal control system. This paragraph (c) does not apply if the Contractor has represented itself as a small business concern pursuant to the award of this contract or if this contract is for the acquisition of a commercial item as defined at FAR 2.101. The Contractor shall establish the following within 90 days after contract award, unless the Contracting Officer establishes a longer time period:

(1) An ongoing business ethics awareness and compliance program.

(i) This program shall include reasonable steps to communicate periodically and in a practical manner the Contractor's standards and procedures and other aspects of the Contractor's business ethics awareness and compliance program and internal control system, by conducting effective training programs and otherwise disseminating information appropriate to an individual's respective roles and responsibilities.

(ii) The training conducted under this program shall be provided to the Contractor's principals and employees, and as appropriate, the Contractor's agents and subcontractors.

(2) An internal control system.

(i) The Contractor's internal control system shall--

(A) Establish standards and procedures to facilitate timely discovery of improper conduct in connection with Government contracts; and

(B) Ensure corrective measures are promptly instituted and carried out.

(ii) At a minimum, the Contractor's internal control system shall provide for the following:

(A) Assignment of responsibility at a sufficiently high level and adequate resources to ensure effectiveness of the business ethics awareness and compliance program and internal control system.

(B) Reasonable efforts not to include an individual as a principal, whom due diligence would have exposed as having engaged in conduct that is in conflict with the Contractor's code of business ethics and conduct.

(C) Periodic reviews of company business practices, procedures, policies, and internal controls for compliance with the Contractor's code of business ethics and conduct and the special requirements of Government contracting, including--

(1) Monitoring and auditing to detect criminal conduct;

(2) Periodic evaluation of the effectiveness of the business ethics awareness and compliance program and internal control system, especially if criminal conduct has been detected; and

(3) Periodic assessment of the risk of criminal conduct, with appropriate steps to design, implement, or modify the business ethics awareness and compliance program and the internal control system as necessary to reduce the risk of criminal conduct identified through this process.

(D) An internal reporting mechanism, such as a hotline, which allows for anonymity or confidentiality, by which employees may report suspected instances of improper conduct, and instructions that encourage employees to make such reports.

(E) Disciplinary action for improper conduct or for failing to take reasonable steps to prevent or detect improper conduct.

(F) Timely disclosure, in writing, to the agency OIG, with a copy to the Contracting Officer, whenever, in connection with the award, performance, or closeout of any Government contract performed by the Contractor or a subcontractor thereunder, the Contractor has credible evidence that a principal, employee, agent, or subcontractor of the Contractor has committed a violation of Federal criminal law involving fraud, conflict of interest, bribery, or gratuity violations found in Title 18 U.S.C. or a violation of the civil False Claims Act (31 U.S.C. 3729-3733).

(1) If a violation relates to more than one Government contract, the Contractor may make the disclosure to the agency OIG and Contracting Officer responsible for the largest dollar value contract impacted by the violation.

(2) If the violation relates to an order against a Governmentwide acquisition contract, a multi-agency contract, a multiple-award schedule contract such as the Federal Supply Schedule, or any other procurement instrument intended for use by multiple agencies, the contractor shall notify the OIG of the ordering agency and the IG of the agency responsible for the basic contract, and the respective agencies' contracting officers.

(3) The disclosure requirement for an individual contract continues until at least 3 years after final payment on the contract.

(4) The Government will safeguard such disclosures in accordance with paragraph (b)(3)(ii) of this clause.

(G) Full cooperation with any Government agencies responsible for audits, investigations, or corrective actions.

(d) Subcontracts.

(1) The Contractor shall include the substance of this clause, including this paragraph (d), in subcontracts that have a value in excess of $5.5 million and a performance period of more than 120 days.

(2) In altering this clause to identify the appropriate parties, all disclosures of violation of the civil False Claims Act or of Federal criminal law shall be directed to the agency Office of the Inspector General, with a copy to the Contracting Officer.

(End of clause)

52.209-10 Prohibition on Contracting With Inverted Domestic Corporations. (NOV 2015)

Inverted domestic corporation means a foreign incorporated entity that meets the definition of an inverted domestic corporation under 6 U.S.C. 395(b), applied in accordance with the rules and definitions of 6 U.S.C. 395(c).

Subsidiary means an entity in which more than 50 percent of the entity is owned--

(1) Directly by a parent corporation; or

(2) Through another subsidiary of a parent corporation.

(b) If the contractor reorganizes as an inverted domestic corporation or becomes a subsidiary of an inverted domestic corporation at any time during the period of performance of this contract, the Government may be prohibited from paying for Contractor activities performed after the date when it becomes an inverted domestic corporation or subsidiary. The Government may seek any available remedies in the event the Contractor fails to perform in accordance with the terms and conditions of the contract as a result of Government action under this clause.

(c) Exceptions to this prohibition are located at 9.108-2.

(d) In the event the Contractor becomes either an inverted domestic corporation, or a subsidiary of an inverted domestic corporation during contract performance, the Contractor shall give written notice to the Contracting Officer within five business days from the date of the inversion event.

52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 30 days prior to contract expiration.

52.219-28 POST-AWARD SMALL BUSINESS PROGRAM REREPRESENTATION (JULY 2013)

Long-term contract means a contract of more than five years in duration, including options. However, the term does not include contracts that exceed five years in duration because the period of performance has been extended for a cumulative period not to exceed six months under the clause at 52.217-8, Option to Extend Services, or other appropriate authority.

Small business concern means a concern, including its affiliates, that is independently owned and operated, not dominant in the field of operation in which it is bidding on Government contracts, and qualified as a small business under the criteria in 13 CFR part 121 and the size standard in paragraph (c) of this clause. Such a concern is ``not dominant in its field of operation'' when it does not exercise a controlling or major influence on a national basis in a kind of business activity in which a number of business concerns are primarily engaged. In determining whether dominance exists, consideration shall be given to all appropriate factors, including volume of business, number of employees, financial resources, competitive status or position, ownership or control of materials, processes, patents, license agreements, facilities, sales territory, and nature of business activity.

(b) If the Contractor represented that it was a small business concern prior to award of this contract, the Contractor shall rerepresent its size status according to paragraph (e) of this clause or, if applicable, paragraph (g) of this clause, upon the occurrence of any of the following:

(1) Within 30 days after execution of a novation agreement or within 30 days after modification of the contract to include this clause, if the novation agreement was executed prior to inclusion of this clause in the contract.

(2) Within 30 days after a merger or acquisition that does not require a novation or within 30 days after modification of the contract to include this clause, if the merger or acquisition occurred prior to inclusion of this clause in the contract.

(3) For long-term contracts--

(i) Within 60 to 120 days prior to the end of the fifth year of the contract; and

(ii) Within 60 to 120 days prior to the date specified in the contract for exercising any option thereafter.

(c) The Contractor shall rerepresent its size status in accordance with the size standard in effect at the time of this rerepresentation that corresponds to the North American Industry Classification System (NAICS) code assigned to this contract. The small business size standard corresponding to this NAICS code can be found at http://www.sba.gov/content/table-small-business-size-standards.

(d) The small business size standard for a Contractor providing a product which it does not manufacture itself, for a contract other than a construction or service contract, is 500 employees.

(e) Except as provided in paragraph (g) of this clause, the Contractor shall make the representation required by paragraph (b) of this clause by validating or updating all its representations in the Representations and Certifications section of the System for Award Management (SAM) and its other data in SAM, as necessary, to ensure that they reflect the Contractor's current status. The Contractor shall notify the contracting office in writing within the timeframes specified in paragraph (b) of this clause that the data have been validated or updated, and provide the date of the validation or update.

(f) If the Contractor represented that it was other than a small business concern prior to award of this contract, the Contractor may, but is not required to, take the actions required by paragraphs (e) or (g) of this clause.

(g) If the Contractor does not have representations and certifications in SAM, or does not have a representation in SAM for the NAICS code applicable to this contract, the Contractor is required to complete the following rerepresentation and submit it to the contracting office, along with the contract number and the date on which the rerepresentation was completed:

The Contractor represents that it ( ) is, ( ) is not a small business concern under NAICS Code 561320- assigned to contract number TBD.

(Contractor to sign and date and insert authorized signer's name and title).

52.222-40 NOTIFICATION OF EMPLOYEE RIGHTS UNDER THE NATIONAL LABOR RELATIONS ACT

(DEC 2010)

(a) During the term of this contract, the Contractor shall post an employee notice, of such size and in such form, and containing such content as prescribed by the Secretary of Labor, in conspicuous places in and about its plants and offices where employees covered by the National Labor Relations Act engage in activities relating to the performance of the contract, including all places where notices to employees are customarily posted both physically and electronically, in the languages employees speak, in accordance with 29 CFR 471.2(d) and (f).

(1) Physical posting of the employee notice shall be in conspicuous places in and about the Contractor's plants and offices so that the notice is prominent and readily seen by employees who are covered by the National Labor Relations Act and engage in activities related to the performance of the contract.

(2) If the Contractor customarily posts notices to employees electronically, then the Contractor shall also post the required notice electronically by displaying prominently, on any Web site that is maintained by the Contractor and is customarily used for notices to employees about terms and conditions of employment, a link to the Department of Labor's Web site that contains the full text of the poster. The link to the Department's Web site, as referenced in (b)(3) of this section, must read, ``Important Notice about Employee Rights to Organize and Bargain Collectively with Their Employers.''

(b) This required employee notice, printed by the Department of Labor, may be--

(1) Obtained from the Division of Interpretations and Standards, Office of Labor-Management Standards, U.S.

Department of Labor, 200 Constitution Avenue, NW., Room N-5609, Washington, DC 20210, (202) 693-0123, or from any field office of the Office of Labor-Management Standards or Office of Federal Contract Compliance Programs;

(2) Provided by the Federal contracting agency if requested;

(3) Downloaded from the Office of Labor-Management Standards Web site at http://www.dol.gov/olms/regs/compliance/EO13496.htm; or

(4) Reproduced and used as exact duplicate copies of the Department of Labor's official poster.

(c) The required text of the employee notice referred to in this clause is located at Appendix A, Subpart A, 29 CFR Part 471.

(d) The Contractor shall comply with all provisions of the employee notice and related rules, regulations, and orders of the Secretary of Labor.

(e) In the event that the Contractor does not comply with the requirements set forth in paragraphs (a) through (d) of this clause, this contract may be terminated or suspended in whole or in part, and the Contractor may be suspended or debarred in accordance with 29 CFR 471.14 and subpart 9.4. Such other sanctions or remedies may be imposed as are provided by 29 CFR part 471, which implements Executive Order 13496 or as otherwise provided by law.

(f) Subcontracts. (1) The Contractor shall include the substance of this clause, including this paragraph (f), in every subcontract that exceeds $10,000 and will be performed wholly or partially in the United States, unless exempted by the rules, regulations, or orders of the Secretary of Labor issued pursuant to section 3 of Executive Order 13496 of January 30, 2009, so that such provisions will be binding upon each subcontractor.

(2) The Contractor shall not procure supplies or services in a way designed to avoid the applicability of Executive Order 13496 or this clause.

(3) The Contractor shall take such action with respect to any such subcontract as may be directed by the Secretary of Labor as a means of enforcing such provisions, including the imposition of sanctions for noncompliance.

(4) However, if the Contractor becomes involved in litigation with a subcontractor, or is threatened with such involvement, as a result of such direction, the Contractor may request the United States, through the Secretary of Labor, to enter into such litigation to protect the interests of the United States.

52.222-42 STATEMENT OF EQUIVALENT RATES FOR FEDERAL HIRES (MAY 2014)

In compliance with the Service Contract Act of 1965, as amended, and the regulations of the Secretary of Labor (29 CFR Part 4), this clause identifies the classes of service employees expected to be employed under the contract and states the wages and fringe benefits payable to each if they were employed by the contracting agency subject to the provisions of 5 U.S.C. 5341 or 5332.

THIS STATEMENT IS FOR INFORMATION ONLY: IT IS NOT A WAGE DETERMINATION

Army Fringe Benefit Rate = 40.0%

Employee Class

General Schedule Equivalent

Monetary Wage

Fringe Benefits

Allergy Technician GS-6 $ 19.88 $ 27.83 Audiologist GS-12 $ 34.70 $ 48.58 Audiology Technician GS-5 $ 17.84 $ 24.98 Bone Densitometry Technologist GS-8 $ 24.47 $ 34.26 Breast Sonographer GS-8 $ 24.47 $ 34.26 Cardiac Catheterization Technologist GS-9 $ 27.02 $ 37.83 Cardiac Interventional Radiographer GS-8 $ 24.47 $ 34.26 Cardiovascular Technologist (Endocardiograher) GS-8 $ 24.47 $ 34.26 Certified Medical Assistant (CMA) GS-4 $ 15.94 $ 22.32 Certified Medical Dosimetrist GS-10 $ 29.76 $ 41.66 Certified Nurse Assistant (CNA) GS-4 $ 15.94 $ 22.32 Chiropractic Assistant GS-6 $ 19.88 $ 27.83 Chiropractor GS-12 $ 34.70 $ 48.58 Clerks GS-4 $ 15.94 $ 22.32 Clinical Pharmacist GS-12 $ 34.70 $ 48.58 Computed Tomography Technologist GS-8 $ 24.47 $ 34.26 Cytotechnologist GS-11 $ 32.70 $ 45.78 Dental Assistant GS-5 $ 17.84 $ 24.98 Dental Hygienist GS-7 $ 22.09 $ 30.93 Dental Laboratory Technician Diagnostic Medical Sonographer

(ARDMS/ARRT)

GS-8

GS-11

$ 24.47

$ 32.70

$ 34.26

$ 45.78 Dietitian GS-11 $ 32.70 $ 45.78 Diet Technician GS-5 $ 17.84 $ 24.98 Electrocardiograph (ECG) Technician GS-6 $ 19.88 $ 27.83 Electroenchephalographic (EEG) Technologist Emergency Medical Technician (EMT)/Paramedic

GS-6

$ 19.88

$ 27.83

Health Technician GS-6 $ 19.88 $ 27.83 Histotechnologist (HTL) GS-9 $ 27.02 $ 37.83 Histotechnician (HT) GS-7 $ 22.09 $ 30.93 Licensed Clinical Social Worker (LCSW) GS-11 $ 32.70 $ 45.78 Licensed Professional Counselor (LPC) Magnetic Resonance Imaging (MRI) Technologist

GS-11

GS-8

$ 32.70

$ 24.47

$ 45.78

$ 34.26 Mammography Technologist GS-8 $ 24.47 $ 34.26 Marriage and Family Counselor GS-11 $ 32.70 $ 45.78 Medical Coder GS-8 $ 24.47 $ 34.26 Medical Laboratory Technician GS-7 $ 22.09 $ 30.93

Medical Laboratory Technologist GS-9 $ 27.02 $ 37.83 Medical Physicist GS-13 $ 46.60 $ 65.24 Medical Support Assistant (MSA) GS-5 $ 17.84 $ 24.98 Nuclear Medicine Technologist GS-10 $ 29.76 $ 41.66 Occupational Therapist GS-12 $ 34.70 $ 48.58 Occupational Therapy Assistant (OTA) GS-7 $ 22.09 $ 30.93 Operating Room Technician GS-6 $ 19.88 $ 27.83 Ophthalmology Technician/Technologist GS-7 $ 22.09 $ 30.93 Optometrist GS-12 $ 34.70 $ 48.58 Orthopedic Technician GS-6 $ 19.88 $ 27.83 Orthotist GS-9 $ 27.02 $ 37.83 Pharmacist GS-12 $ 34.70 $ 48.58 Pharmacy Technician GS-6 $ 19.88 $ 27.83 Phlebotomy Technician (PBT) Phlebotomy Technician (PBT) Registered/certified

GS-5

$ 17.84

$ 24.98

Physical Therapist GS-12 $ 34.70 $ 48.58 Physical Therapy Assistant (PTA) GS-7 $ 22.09 $ 30.93 Podiatrist GS-14 $ 55.07 $ 77.10 Polysomnographic Technician/Technologist GS-8 $ 24.47 $ 34.26 Prosthetist GS-9 $ 27.02 $ 37.83 Psychiatric Technician GS-6 $ 19.88 $ 27.83 Radiation Therapy Medical Physicist GS-13 $ 46.60 $ 65.24 Radiation Therapy Technologist GS-10 $ 29.76 $ 41.66 Radiographic Technologist GS-8 $ 24.47 $ 34.26 Respiratory Therapist GS-8 $ 24.47 $ 34.26 Social Worker, Case Manager GS-11 $ 32.70 $ 45.78 Speech Pathologist GS-12 $ 34.70 $ 48.58 Surgical Technologist GS-7 $ 22.09 $ 30.93 Telemetry Technician GS-6 $ 19.88 $ 27.83 Vascular Interventional Radiographer GS-11 $ 32.70 $ 45.78 Vascular Sonographer GS-8 $ 24.47 $ 34.26 Urologic Health Technician GS-6 $ 19.88 $ 27.83

(End of Clause)

52.222-55 MINIMUM WAGES UNDER EXECUTIVE ORDER 13658 (DEC 2015)

``United States'' means the 50 states and the District of Columbia.

``Worker''--

(1) Means any person engaged in performing work on, or in connection with, a contract covered by Executive Order 13658, and --

(i) Whose wages under such contract are governed by the Fair Labor Standards Act (29 U.S.C. chapter 8), the Service Contract Labor Standards statute (41 U.S.C. chapter 67), or the Wage Rate Requirements (Construction) statute (40 U.S.C. chapter 31, subchapter IV);

(ii) Other than individuals employed in a bona fide executive, administrative, or professional capacity, as those terms are defined in 29 CFR part 541;

(iii) Regardless of the contractual relationship alleged to exist between the individual and the employer.

(2) Includes workers performing on, or in connection with, the contract whose wages are calculated pursuant to special certificates issued under 29 U.S.C. 214(c).

(3) Also includes any person working on, or in connection with, the contract and individually registered in a bona fide apprenticeship or training program registered with the Department of Labor's Employment and Training Administration, Office of Apprenticeship, or with a State Apprenticeship Agency recognized by the Office of Apprenticeship.

(b) Executive Order minimum wage rate. (1) The Contractor shall pay to workers, while performing in the United States, and performing on, or in connection with, this contract, a minimum hourly wage rate of $10.10 per hour beginning January 1, 2015.

(2) The Contractor shall adjust the minimum wage paid, if necessary, beginning January 1, 2016, and annually thereafter, to meet the applicable annual E.O. minimum wage. The Administrator of the Department of Labor's Wage and Hour Division (the Administrator) will publish annual determinations in the Federal Register no later than 90 days before the effective date of the new E.O. minimum wage rate. The Administrator will also publish the applicable E.O. minimum wage on www.wdol.gov (or any successor Web site), and a general notice on all wage determinations issued under the Service Contract Labor Standards statute or the Wage Rate Requirements (Construction) statute, that will provide information on the E.O. minimum wage and how to obtain annual updates. The applicable published E.O. minimum wage is incorporated by reference into this contract.

(3)(i) The Contractor may request a price adjustment only after the effective date of the new annual E.O. minimum wage determination. Prices will be adjusted only for increased labor costs (including subcontractor labor costs) as a result of an increase in the annual E.O. minimum wage, and for associated labor costs (including those for subcontractors). Associated labor costs shall include increases or decreases that result from changes in social security and unemployment taxes and workers' compensation insurance, but will not otherwise include any amount for general and administrative costs, overhead, or profit.

(ii) Subcontractors may be entitled to adjustments due to the new minimum wage, pursuant to paragraph (b)(2).

Contractors shall consider any subcontractor requests for such price adjustment.

(iii) The Contracting Officer will not adjust the contract price under this clause for any costs other than those identified in paragraph (b)(3)(i) of this clause, and will not provide duplicate price adjustments with any price adjustment under clauses implementing the Service Contract Labor Standards statute or the Wage Rate Requirements (Construction) statute.

(4) The Contractor warrants that the prices in…