URBAN PROGRAM NEW YORK AREA

RESPONSE DATE IS HEREBY CHANGE FROM FEBRUARY 8, 2018 11:30 AM CST TO MARCH 12, 2018 11:30 AM CST. ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED. Table of Contents Page PART I - THE SCHEDULE A-1 SECTION A - SOLICITATION/CONTRACT FORM A-1 SF 33 SOLICITATION, OFFER AND AWARD A-1 PART I - THE SCHEDULE B-2 SECTION B - SUPPLIES OR SERVICES AND PRICE/COSTS B-2 SECTION C - DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK C-1-4 SECTION D - PACKAGING AND MARKING D-1 [FOR THIS SOLICITATION, THERE ARE NO CLAUSES IN THIS SECTION] D-1 SECTION E - INSPECTION AND ACCEPTANCE E-1 E.1 NOTICE LISTING CONTRACT CLAUSES INCORPORATED BY REFERENCE E-1 SECTION F - DELIVERIES OR PERFORMANCE F-1-2 SECTION G - CONTRACT ADMINISTRATION DATA G-1-7 SECTION H - SPECIAL CONTRACT REQUIREMENTS H-1-6 PART II - CONTRACT CLAUSES I-1 SECTION I - CONTRACT CLAUSES I-1 I.1 NOTICE LISTING CONTRACT CLAUSES INCORPORATED BY REFERENCE I-1-12 PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACHMENTS J-1 SECTION J - LIST OF ATTACHMENTS J-1 PART IV - REPRESENTATIONS AND INSTRUCTIONS K-1 SECTION K - REPRESENTATIONS, CERTIFICATIONS AND OTHER STATEMENTS OF OFFERORS K-1 K.1 NOTICE LISTING SOLICITATION PROVISIONS INCORPORATED BY REFERENCE K-1-5 SECTION L - INSTRUCTIONS, CONDITIONS, AND NOTICES TO OFFERORS L-1-4 SECTION M - EVALUATION FACTORS AND AWARD.........................................................................................M-1 M.1 NOTICE LISTING SOLICITATION PROVISIONS INCORPORATED BY REFERENCE.......................................................................................................M-1-3 _________________ SECTION C - DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK Work performed under this contract must be guided and governed by Title V, Health Service for Urban Indians, of Public Law 94-437, as amended, especially Sections 501 through 505, and applicable regulations, rules and guidance promulgated by the Department of Health and Human Services for Urban Indian Health Services. The general purpose of this contract is to assist in raising the level of health status of eligible Urban Indians residing in the Indian Health Service/Nashville Area Region to a level at least equal to that of the general population in the service area. Up to 12,000 eligible Urban Indians representing 57 Tribal Nations reside or periodically live in this geographic area. The primary emphasis for work accomplishment under this contract is: a. To assist existing health agencies, organizations and provider groups within the Indian Health Service/Nashville Area Region/New York, New York Area to provide health and substance abuse services and information to at least 4,500 of the eligible Urban Indians and to assist these persons to become familiar with and utilize all available resources and; b. To provide a regularly scheduled on-site substance abuse prevention and treatment counseling service for approximately 150 eligible individuals, their families and groups who are at risk of developing substance abuse-related problems as well as for those already experiencing such problems. 2. Specific Tasks and Goals a. The Contractor will establish and maintain a Health Advisory and Coordinating Service to foster interaction between the Urban Indian service population and existing health resources in the Indian Health Service/Nashville Area Region/New York, New York Area. The Contractor will develop a current written description of the Health Advisory and Coordinating Service shall set forth goals, operating procedures, and structures and qualifications and experience requirements for all personnel. b. The Contractor will organize and operate this service in such a manner that there will be current written evidence that the service populations are made aware of how to identify and access Federal, State, County and private resources available to them. The Contractor shall develop a Health Organization and Primary Care Referral Resource Network, providing a mechanism to maximize access of Urban Indians in the service area to all local, state, Federal and private health care institutions for which they are eligible as citizens of the State as well as Urban Indians. The Contractor will document the result of such networking, not only the initial contract and formalization of agreements but, also, in terms of utilization. Further, the Contractor shall work with community groups, volunteer agencies, graduate schools, and state, local and county agencies to obtain direct assistance in connection with the delivery of health and substance abuse services which include: (1) acute medical/dental care, (2) substance abuse treatment and aftercare, (3) chronic disease management, (4) health education, (5) health maintenance and disease prevention, (6) immunizations, and (7) other services of an individual and/or of a public health nature. Procedures and protocols for documenting written and telephone referrals of Urban Indian beneficiaries to various medical facilities and individual providers in the state of the service area shall be developed, and current affiliation agreements with qualified participating medical facilities or professional practitioner are established. Individual client/patient records shall be established and maintained in a secure place, insuring their integrity and privacy consistent with Code of Federal Regulations (CFR), Title 42, Chapter 1, Part 2 and the Health Insurance Portability and Accountability Act (HIPAA), P.L. 104-191. There shall be documentation in each client's health record of all health services and substance abuse services provided the client. This shall include referrals for services as well as aftercare plans/follow-up care and other services for all clients whose treatment or health service in other programs has been coordinated by the Contractor. This documentation shall include a list of the problems that were referred. c. The Contractor will institute and maintain a Health Education component within its organization. This component will provide to their service population general health education/disease prevention information consistent with prevention and therapeutic services provided on site or through referral sources; and, will furnish such individuals and families with specific information, generated during the activities described in the health resources available to them for specific conditions and problems. d. The Contractor shall develop and maintain a Quality Assurance Committee to evaluate the effectiveness of all patient/client care services. Client service records (patient records) selected for review for quality of care shall be selected in such a manner that findings will be representative of the population served. The Committee shall meet at least quarterly and shall make a written report of all findings and actions taken. The Committee shall be a multi-disciplinary, the membership of which shall consist of the Administrator/Health Director, qualified health and social service providers, and appropriate program representatives from the Health Services/Referral Program and/or the Substance Abuse Treatment and Prevention Program. Quality Assurance Assessment of the Contractor's two major program activities may be documented in separate reports. However, program activities in the Health Services Referral System (outreach, etc.) and in the Substance Abuse Treatment and Prevention Program shall be evaluated for compliance with the IHS program standards. Program progress or lack of progress in meeting specified goals and objectives shall be documented and a revised plan of action developed to maintain compliance with program standards. The Committee shall ensure the highest quality of care, provide periodic follow-up for correction of identified program problems, and utilized a non-biased auditing process for individuals and program activities. e. Individual client records and sign in sheets shall be established and maintained in a secure place, insuring their integrity and privacy in compliance with CFR Title 42, Chapter 1, Part 2 and HIPAA. All staff members who have access to client records shall have completed HIPAA training within the last year, and CFR Title 42, Chapter 1, Part 2 training within the last 3 years. 3. Major Program Components a. Health Care Services Medical and Dental health maintenance and disease prevention services and related support services including social services, mental health, and substance abuse treatment, etc. shall be acquired through the Contractor's Health Organization and Primary Care Resource Network Referral System and documented in each client's record. Health care providers, agencies, and institutions utilized in the Referral Network shall meet appropriate State licensure and/or certification requirements for providing health and counseling services. The quality of care provided by any referral resource shall be evaluated by the established Quality Assurance Committee to assure that the highest quality of care has been provided. Referral for therapeutic or prevention services shall be made in accordance with the Contractor's approved policy and procedure for provider agreements. Referral services shall include, but are not limited to: (1) Alcohol/Substance Abuse, Adult Children of Alcoholics (ACOA) and Mental Health. (2) Stress and violent behavior (3) Medical services, including periodic physical examinations, physical fitness, hypertension, diabetes and other chronic diseases (4) Surveillance and control of infectious diseases (5) Prenatal and Postnatal care (6) Family planning and infant/well child care including FAS/FAE surveillance, and parenting (7) Immunizations (8) Nutrition (9) Dental Health Services (10) Mental Health (11) Parenting b. Prevention Services a. The Contractor shall provide or arrange through its Health Organization and Primary Care Referral Resource Network for community-based substance abuse treatment and counseling, and aftercare services. The Substance Abuse Program shall work with other Federal, State and local agencies to provide a comprehensive range of health promotion and disease prevention services to the substance abuse client and family. Services shall be provided to individuals, families and groups who are at risk of developing substance abuse-related problems as well as to those who are already experiencing problems. b. Clients suspected of having an underlying medical or dental health need/problem shall be referred to the appropriate State provider resource. c. Prevention services, individual and group oriented, shall emphasize interventions focusing on the development of positive, adaptive, adjustive capacities and skills. Target groups shall be identified for prevention services and group-specific service plans which identify what is to be done, for whom, when, where, and the time-specific outcome indicators for success shall be developed and implemented. The prevention services program shall maintain progress notes and document evidence of self-evaluation for each target group. d. This component will provide to their service population general health education/disease prevention information consistent with prevention therapeutic services provided on site or through referral sources; and will furnish such individuals and families with specific information generated during these activities described in the health resources available to them for specific conditions and problems. In addition to planned activities for designated target groups, the community-based prevention program shall provide and report quarterly the following services. (a) Fetal Alcohol Syndrome (FAS) prevention education activities (b) Substance Abuse prevention education, including resources available to combat substance abuse related problems, provided on an on-going basis. Each full-time Prevention Counselor shall provide six (6) hours of substance abuse education per week and a minimum of twenty (20) hours of direct client services per week. (c) Education and supportive activities to promote the development of client decision making skills are required components in all programs designed for target groups that include children and adolescents. (d) Parenting skills training and identifications of special issues and resources for single parents. Activities will include, but not be limited to group orientation and counseling; vocational guidance; health promotion and disease prevention, including sexually transmitted diseases; domestic abuse; alcoholism and other substance abuse prevention; adjustment to city living; crisis intervention. Outside professional resources will be utilized as available to enhance the program and the Contractor's staff. Members of the Contractor's Board of Directors are strongly encouraged to participate in this community development, disease prevention and health encouragement program. 4. Personnel Qualifications Notwithstanding any other provision of this contract the Contractor must: a. Notify, in advance, and secure written approval from the Contracting Officer, to employ key personnel under this contract. Key personnel is identified as the Executive Director, Fiscal Officer, Project/Health Director, Deputy or Assistant Project/Health Director, major department heads, and any masters prepared or doctoral level health professional. Key personnel shall be appropriately qualified and possess current licensure, certification, and/or registration as required by the State of New York. b. Write position descriptions and employment criteria to assure that the following are met: Project/Health Director (1) The Project/Health Director shall have responsibility for both the health service program and the substance abuse program. It is, therefore, desirable that the person in this position have a Masters degree in one of the health or health related fields and at least two (2) years qualifying experience in health administration which provide for specific background experience in substance abuse treatment; however, (2) At a minimum, must have a Bachelors degree or the equivalent and certifiable training and education in a health or health related field and document five (5) years of progressively complex work experience in planning, managing, and/or directing health or health related services in an organized setting such as an outpatient medical clinic and alcohol treatment program. Substance Abuse Treatment Counselor (1) It is preferable that the person in this position have a Bachelor's degree in social science/social work, psychiatric nursing, psychology or one of the health or health related fields and be state certified as a substance abuse counselor; however, (2) The Substance Abuse Treatment Counselor shall report to and be accountable to the Project/Health Director. In addition to the above mentioned staff qualification requirements, in order that the qualifications of the program staff selected to meet special needs of clients, persons who serve as employees of the Contractor or who serve as consultants or volunteers within the Substance Abuse Program must also possess expertise in American Indian cultural and religious practices, including traditional healing. SECTION D - PACKAGING AND MARKING N/A SECTION E - INSPECTION AND ACCEPTANCE E.1 NOTICE LISTING CONTRACT CLAUSES INCORPORATED BY REFERENCE The following contract clauses pertinent to this section are hereby incorporated by reference (by Citation Number, Title, and Date) in accordance with the clause at FAR "52.252-2 CLAUSES INCORPORATED BY REFERENCE" in Section I of this contract. See FAR 52.252-2 for an internet address (if specified) for electronic access to the full text of a clause. NUMBER TITLE DATE FEDERAL ACQUISITION REGULATION (48 CFR Chapter 1) 52.246-5 INSPECTION OF SERVICES- COST REIMBURSEMENT APR 1984 . SECTION F - DELIVERIES OR PERFORMANCE F.1 NOTICE LISTING CONTRACT CLAUSES INCORPORATED BY REFERENCE The following contract clauses pertinent to this section are hereby incorporated by reference (by Citation Number, Title, and Date) in accordance with the clause at FAR "52.252-2 CLAUSES INCORPORATED BY REFERENCE" in Section I of this contract. See FAR 52.252-2 for an internet address (if specified) for electronic access to the full text of a clause. NUMBER TITLE DATE FEDERAL ACQUISITION REGULATION (48 CFR Chapter 1) 52.242-15 STOP-WORK ORDER AUG 1989 ALTERNATE (APR 1984) 52.247-34 F.o.B. DESTINATION NOV 1991 52.247-48 F.o,B. DESTINATION FEB 1999 F.2 PERIOD OF PERFORMANCE The period of performance of this contract shall be from April 1, 2018 through September 30, 2018, with four (4) option years. F.3 REPORTING REQUIREMENTS 2. Reporting Requirements a. Invoices shall be accompanied, quarterly, by a comprehensive narrative of the facets of the program's progress. The Contractor should use the narrative template provided by the Area Urban Coordinator. Monthly invoices shall be submitted to the Contracting Officer. The Contractor's monthly narrative report shall include: (1) Detailed information on activities conducted by the Contractor as descried in Section C, Statement of Work, including copies of the board minutes. (2) An accounting of the amounts and purposes for which Federal funds were expended. (2) Identification of gaps between unmet health needs of the urban Indians and the resources available to meet those needs. (3) Recommendations to the IHS and other Federal, State, and local resource agencies on methods of improving health service programs to meet the needs of urban Indians. Other Required Submissions b. The Contractor shall provide the following reports to the identified NAO staff member within the timeline requested: (1) Completion and submission of the quarterly Government Performance and Results Act (GPRA) reports, adhering to the submission dates and guidelines set forth by the NAO GPRA Coordinator. (2) Within 90 days (April 02, 2018) of the execution of this contract, submit evidence, to the Area Urban Coordinator, of full implementation of the Resource and Patient Management System (RPMS). c. The annual Urban Data Set (UDS) shall be electronically submitted to the Project Officer, by December 10 for each year of this contract, to include option year(s). d. The Contractor shall adhere to the requirements identified in OMB Circular A-133, Audits of State, Local Governments and Non-Profits Organizations. A copy of the audit shall be forwarded to the Contracting Officer within thirty (30) days of receipt by the Contractor. e. An annual property inventory shall be undertaken by the Contractor and submitted to the Property Administrator no later then 10 days after the completion of each contract year, to include option year(s). f. In accordance with the Health Insurance Portability and Accountability Act (HIPAA) of 1996, the Contractor shall submit, to the IHS/NAO, an Accounting of Disclosures of Protected Health Information (PHI) made about an individual as a written report. Report shall be due within 15 days to the requesting IHS facility upon notice or request. Final Report With the submission of the voucher covering the last or twelfth month, a summarization report must be provided which indicates the actual accomplishments as compared with the objectives outlined in this contract. Explanations must be included to indicate how those objectives were accomplished with any major variances explained. Included also will be recommendations for corrections of anticipated problems. Submit to the Contracting Officer three (3) copies, DHHS/IHS, 711 Stewarts Ferry Pike Nashville, TN 37214. SECTION G - CONTRACT ADMINISTRATION DATA G.1 VOUCHERING REQUIREMENTS a. Vouchers shall be submitted in an original and one (1) copy to the Government office designated in this contract to receive vouchers. To constitute a proper voucher, the voucher must include the following information and/or attached documentation: (1) Name of the business concern and date of voucher; (2) Contract number; (3) Signature of an authorized official certifying the voucher to be correct and proper for payment; (4) Period of performance for which costs are claimed; and (5) Tax identification number (employer's identification number) or social security number; (6) Direct Labor - include dates worked, all persons, listing the person's name, title, number of hours or days worked, the total cost per person, overtime shown separately, and a total amount for this category; (7) Fringe Costs - show rate, element with amounts, base and total amount; (8) Indirect Costs - show rate, base and total amount; (9) Consultants - include the name, number of days or hours worked, rate, purpose, a total amount per consultant and a total amount for this category; (10) Travel - include for each trip taken, the name of the traveler, dates and times of departure and return, destination, the transportation costs, including ground transportation shown separately, and the costs separately for food, and the cost separately for lodging. Other travel costs shall also be listed. (Rate for all travel must not exceed those paid to civilian employees of the Federal Government.) A total amount for this category shall be provided. (11) Subcontractors - include for each subcontractor, the same data as is being provided for the prime Contractor. A total amount for this category shall be provided; (12) Supplies - show type supply purchased, from who purchased, and dollar amount per category. A total amount for this category shall be provided; (13) Other - include a listing of all other direct charges to the contract, e.g., telephone, equipment rental, duplication. Show to whom paid, dates of service of period covered. A total amount for this category shall be provided; (14) Equipment Cost - itemize and identify separately from supply costs, including reference to approval in all cases. (Equipment acquisitions must have prior written approval of the Contracting Officer, as defined elsewhere in this contract.) b. For each of the above categories and each item in these categories, the Contractor shall provide the current total cost expended and the cumulative costs and a general expenditure forecast for the remaining contract period. The Contractor shall also provide a brief narrative which shall include a one to three line description of the major activities each person and each consultant or subcontractor were engaged in during the report period. It shall also include a brief explanation of the purpose of each trip taken. This same information regarding personnel and travel shall be provided for all subcontracts. G.2 VOUCHER SUBMISSION AND PLACE OF PAYMENT (1) Once each month following the effective date of this contract, (not later than 15 calendar days after the end of the month covered by the report) the Contractor shall submit, to the Government, Standard Form 1034 (Public Voucher for Purchase and Services other than personal) for payment in accordance with General Provisions Clause 352.216-7 (April 1984) - Allowable Cost. Expenditures will be itemized on forms Computation of Amount Requested and Major Elements of Cost to show actual costs incurred. The Government will make provisional payment of all invoices pending the completion of a final audit of the Contractor's cost records. The Contractor will certify on the monthly voucher the following statement: "I certify that all payments requested are for appropriate purposes and in accordance with the Contract". Voucher shall be submitted to the following address: Donna S. Harjo, Contracting Officer Indian Health Service Nashville Area 711 Stewarts Ferry Pike Nashville, TN 37214 G.4 52.232-33 PAYMENT BY ELECTRONIC FUNDS TRANSFER-SYSYEMS FOR AWARD MANAGEMENT (JUL 2013) (a) Method of payment. (1) All payments by the Government under this contract shall be made by electronic funds transfer (EFT), except as provided in paragraph (a)(2) of this clause. As used in this clause, the term "EFT" refers to the funds transfer and may also include the payment information transfer. (2) In the event the Government is unable to release one or more payments by EFT, the Contractor agrees to either- (i) Accept payment by check or some other mutually agreeable method of payment; or (ii) Request the Government to extend the payment due date until such time as the Government can make payment by EFT (but see paragraph (d) of this clause). (b) Contractor's EFT information. The Government shall make payment to the Contractor using the EFT information contained in the System for Award Management (SAM) database. In the event that the EFT information changes, the Contractor shall be responsible for providing the updated information to the SAM database. (c) Mechanisms for EFT payment. The Government may make payment by EFT through either the Automated Clearing House (ACH) network, subject to the rules of the National Automated Clearing House Association, or the Fedwire Transfer System. The rules governing Federal payments through the ACH are contained in 31 CFR Part 210. (d) Suspension of payment. If the Contractor's EFT information in the SAM database is incorrect, then the Government need not make payment to the Contractor under this contract until correct EFT information is entered into the SAM database; and any invoice or contract financing request shall be deemed not to be a proper invoice for the purpose of prompt payment under this contract. The prompt payment terms of the contract regarding notice of an improper invoice and delays in accrual of interest penalties apply. (e) Liability for uncompleted or erroneous transfers. (1) If an uncompleted or erroneous transfer occurs because the Government used the Contractor's EFT information incorrectly, the Government remains responsible for- (i) Making a correct payment; (ii) Paying any prompt payment penalty due; and (iii) Recovering any erroneously directed funds. (2) If an uncompleted or erroneous transfer occurs because the Contractor's EFT information was incorrect, or was revised within 30 days of Government release of the EFT payment transaction instruction to the Federal Reserve System, and- (i) If the funds are no longer under the control of the payment office, the Government is deemed to have made payment and the Contractor is responsible for recovery of any erroneously directed funds; or (ii) If the funds remain under the control of the payment office, the Government shall not make payment, and the provisions of paragraph (d) of this clause shall apply. (f) EFT and prompt payment. A payment shall be deemed to have been made in a timely manner in accordance with the prompt payment terms of this contract if, in the EFT payment transaction instruction released to the Federal Reserve System, the date specified for settlement of the payment is on or before the prompt payment due date, provided the specified payment date is a valid date under the rules of the Federal Reserve System. (g) EFT and assignment of claims. If the Contractor assigns the proceeds of this contract as provided for in the assignment of claims terms of this contract, the Contractor shall require as a condition of any such assignment, that the assignee shall register separately in the SAM database and shall be paid by EFT in accordance with the terms of this clause. Notwithstanding any other requirement of this contract, payment to an ultimate recipient other than the Contractor, or a financial institution properly recognized under an assignment of claims pursuant to Subpart 32.8, is not permitted. In all respects, the requirements of this clause shall apply to the assignee as if it were the Contractor. EFT information that shows the ultimate recipient of the transfer to be other than the Contractor, in the absence of a proper assignment of claims acceptable to the Government, is incorrect EFT information within the meaning of paragraph (d) of this clause. (h) Liability for change of EFT information by financial agent. The Government is not liable for errors resulting from changes to EFT information made by the Contractor's financial agent. (i) Payment information. The payment or disbursing office shall forward to the Contractor available payment information that is suitable for transmission as of the date of release of the EFT instruction to the Federal Reserve System. The Government may request the Contractor to designate a desired format and method(s) for delivery of payment information from a list of formats and methods the payment office is capable of executing. However, the Government does not guarantee that any particular format or method of delivery is available at any particular payment office and retains the latitude to use the format and delivery method most convenient to the Government. If the Government makes payment by check in accordance with paragraph (a) of this clause, the Government shall mail the payment information to the G.3 PAYMENT a. Limitation of Cost. Subject tot eh General Provision clause 352.380-4 (a) (3) - Limitation of Cost (June 1977), the total cost to the Government for the performance of the contract shall not exceed $ . b. Allowable Cost. The Contractor shall be reimbursed for all costs incurred in the performance of this contract, claimed by the Contractor and accepted by the Contracting Officer, in accordance with General Provisions clause 352.280-4 (a) (3) - Limitation of Cost (June 1977); General Provisions Clause 352.280-4 (a) (4) Allowable Cost (June 1977); and General Provisions Clause 352.380-4 (a) (5) Negotiated Overhead Rates (June 1977); if appropriate. c. Travel and Subsistence. The Contractor shall be reimbursed for actual transportation costs and travel allowances/per diem of personnel authorized to travel under this contract, in accordance with the Contractor's established policy, if such policy has been approved by the Contracting Officer. In the event the Contractor has no established and approved policy, such reimbursement shall not exceed that established by the Standard Government Travel Regulations in effect at the time travel is performed. d. Indirect Cost. The allowable indirect costs under this contract shall be in accordance with the procedures set forth in General Provisions clause 352.280-4 (a)(5) - Negotiated Overhead Rates (June 1977). e. Fringe Benefits. Fringe benefits must be reasonable and basically comply with the guidelines of the Federal Civil Service Plan for things such as insurance and pensions. Reimbursement under this contract for fringe benefits shall be at actual allowable and allocable costs. f. Pay. Direct charges for individuals paid on a salary basis must be supported by a monthly after-the fact certification system which will require persons in supervisory positions having first hand knowledge of the services performed to report the distribution of effort. Such reports must account for the total salaried effort of the persons covered. Direct charges for individuals paid on an hourly wage basis will be supported by time and attendance and payroll distribution records. Consultants' fee statements must incorporate details on the dates and number of hours of the services rendered to support the charge against the contract. Contractor employee pay must be in accordance with an approved pay plan that is acceptable to the Contracting Officer. A cost-of-living increase by the Contractor employees must be given only once a year, at a rate not to exceed the percentage increase afforded all Contractor employees, at the same rate and at the same time. Any cost-of-living increase must not be given on a retroactive basis. g. Special Approvals. Notwithstanding the General Provision clause 52.244-2 - Subcontracts (Cost Reimbursement and Letter Contracts) (July 1985), the Contractor shall not incur any of the following cost without prior written approval of the Contracting Officer. (1) For the purchase, lease or rental of any interest in real property, or (2) For alteration of renovation of facilities, or (3) For the purchase of non-expendable property having an acquisition cost of $500.00 or more per item, or (4) For purchase of the following regardless of cost: audiovisual equipment, telecommunications equipment, motor vehicles, automatic data processing equipment, used equipment, copying equipment, office furniture and furnishings, and equipment to be obtained through lease/rental rather than purchase, or (5) Fringe benefits, if FICA plus a pension/retirement plan is available to employees of the Contract. (6) Subcontracts with Fiscal Agents, or (7) For the purchase of personal convenience items as picture frames, flags, pennants, trophies, medallions, buttons, and other similar items described in FPMR 101.26-103-2, or (8) For the purchase of personal furnishings such as caps, tee shirts, smocks, shoes, pants, and other items of wearing apparel or uniforms. (9) Incurrence of such costs with the intent of claiming reimbursement as direct costs under this contract shall be at the Contractor's own risk if such expense is made without prior written authorization from the Contracting Officer. G. 4 ADMINISTRATION OF GOVERNMENT PROPERTY a. The Property Administrator is the authorized representative of the Contracting Officer for the purpose of administering the contract requirements and obligations relative to Government property (Government furnished and/or Contractor acquired). The Property Administrator shall be designated in writing by the Contracting Officer and a copy of the designation shall be provided to the Contractor. b. In accordance with the General Provisions Clause 52.245-5 "Government Property" the Contractor shall establish and maintain written procedures for the maintenance, repair, protection and preservation, control of and accountable for Government property consistent with the provisions of DHHS Publication (HHS) (OS) 74-115, Control of Property in Possession of Contractors (1974). A copy of the Manual (74-115) will be provided to the Contractor by the Property Administrator. Exhibit D of the Manual may be used as a guide in preparing the written procedures which shall be furnished to the Property Administrator within three months after the effective date of this contract. c. The Contractor's procedures shall specifically address the following requirement relative to said Government property: (1) Provision of adequate identification, marking, recording and maintenance. (2) Performance of an annual physical inventory. (3) Safeguard of all Government property and assuring that the property is used solely for authorized purposes. (4) Submission of Form HHS-565, "Report of Capitalized Non-expendable Equipment," with each public voucher submitted for payment under which reimbursement of authorized capitalized non-expendable equipment is requested. d. When the Contract is completed, a final inventory shall be taken by the Contractor and submitted to the Property Administrator. The following certificate signed by the Contractor or an authorized official shall be provided with each copy of the final inventory. I do hereby certify as ___________________ (Title of Authorized Official) of _______________________, (Name of Contractor) that the attached inventory reports are complete and correctly list and describe all items of material, supplies, and equipment furnished to the Contractor, or for which the Contractor has been or will be reimbursed by the Government for use in the performance of Contract Number ______________ which as of this date, have not been consumed in performance of the contract; and that I will immediately notify the Contracting Officer of any change affecting these inventory reports at any time prior to final disposition of the inventory. /s/ Date e. All Government property (Government furnished and/or Contractor acquired) listed under Contract Number _____________ is hereby transferred and made a part of his contract. f. The Contractor agrees to provide storage facilities, including proper identification and protection, for all Government-owned property (Government furnished and/or Contractor acquired) upon completion of the contract, without cost to the Government, until disposition instructions are provided. Such disposition instructions shall be provided by the Government after the Contractor's submission of the final inventory. G.6 CONTRACTING OFFICER'S REPRESENTATIVE The Contracting Officer may designate in writing one or more Government employees, by name and position title, to take action for the Contracting Officer under this contract. Each designee shall be identified as a Project Officer (PO). Such designation(s) shall specify the scope and limitations of the authority so delegated; provided that the designee shall not change the terms or conditions of the contract, unless the PO is a warranted Contracting Officer and this authority is delegated in the designation. G.5 CONTRACTING OFFICER'S TECHNICAL REPRESENTATIVE (a) The following person is hereby designated to act as Contracting Officer's Technical Representative under this contract: __Edwin Taylor ______________ ___IHS/Nashville Area ____ ___ ___ ___711 Stewarts Ferry Pike________ __ Nashville, TN 37214 ___ Telephone___(615) 467-1500_____ (b) The PO is responsible for: reviewing services provided hereunder in accordance with the terms and conditions of this contract; providing direction to the contractor which clarifies the contract effort, fills in details or otherwise serves to accomplish the contractual Scope of Work; evaluating performance; and reviewing all invoices/vouchers for acceptance of the services provided. (c) The PO does not have the authority to alter the contractor's obligations under the contract, direct changes that fall within the purview of the General Provisions clause entitled "Changes" and/or modify any of the expressed terms, conditions, specification, or cost of the agreement. If as a result of technical discussions it is desirable to alter/change contractual obligations or the Scope of the Work, the Contracting Officer shall issue such changes in writing and signed. G.6 ACCOUNTING AND APPROPRIATION DATA Funds currently obligated in this contract are chargeable as follows: * To be identified in award. G.7 PRIVACY ACT COORDINATOR The Acting Privacy Act Coordinator in consultation with IHS Privacy Act Coordinator is responsible for monitoring Contractor compliance with the Privacy Act, and will be responsible for responses to any questions regarding marinating your systems of records. Please contact the APAC at 615-736-2487. G.8 METHOD OF PAYMENT (1)Payments under this contract shall be paid with funds made available through the Nashville Area Office through the Unified Financial Management System (UFMS) utilized in processing payments to contracts. SECTION H - SPECIAL CONTRACT REQUIREMENTS H.1 HHSAR 352.270-5 KEY PERSONNEL (APR 1984) The personnel specified in this contract are considered to be essential to the work being performed hereunder. Prior to diverting any of the specified individuals to other programs, the Contractor shall notify the Contracting Officer reasonably in advance and shall submit justification (including proposed substitutions) in sufficient detail to permit evaluation of the impact on the program. No diversion shall be made by the Contractor without the written consent of the Contracting Officer; provided, that the Contracting Officer may ratify in writing. Such diversion and such ratification shall constitute the consent of the Contracting Officer required by this clause. The contract may be modified from time to time during the course of the contract to either add or delete personnel, as appropriate. H.2 352.270-2 INDIAN PREFERENCE (APR 1984) (a) The Contractor agrees to give preference in employment opportunities under this contract to Indians who can perform required work, regardless of age (subject to existing laws and regulations), sex, religion, or tribal affiliation. To the extent feasible and consistent with the efficient performance of this contract, the Contractor further agrees to give preference in employment and training opportunities under this contract to Indians who are not fully qualified to perform regardless of age (subject to existing laws and regulations), sex, religion, or tribal affiliation. The Contractor also agrees to give preference to Indian organizations and Indian-owned economic enterprises in the awarding of any subcontracts to the extent feasible and consistent with the efficient performance of this contract. The Contractor shall maintain statistical records as are necessary to indicate compliance with this paragraph. (b) In connection with the Indian employment preference requirements of this clause, the Contractor shall provide opportunities for training incident to such employment. Such training shall include on-the-job, classroom or apprenticeship training which is designed to increase the vocational effectiveness of an Indian employee. (c) If the Contractor is unable to fill its employment and training opportunities after giving full consideration to Indians as required by this clause, those needs may be satisfied by selection of persons other than Indians in accordance with the clause of this contract entitled ``Equal Opportunity.'' (d) If no Indian organizations or Indian-owned economic enterprises are available under reasonable terms and conditions, including price, for awarding of subcontracts in connection with the work performed under this contract, the Contractor agrees to comply with the provisions of this contract involving utilization of small business concerns, small disadvantaged business concerns, and women-owned small business concerns. (e) As used in this clause: (1) ``Indian'' means a person who is a member of an Indian Tribe. If the Contractor has reason to doubt that a person seeking employment preference is an Indian, the Contractor shall grant the preference but shall require the individual to provide evidence within thirty (30) days from the Tribe concerned that the person is a member of the Tribe. (2) ``Indian Tribe'' means an Indian Tribe, pueblo, band, nation, or other organized group or community, including Alaska Native village or regional or village corporation as defined in or established pursuant to the Alaska Native Claims Settlement Act (85 Stat. 688; 43 U.S.C. 1601) which is recognized as eligible for the special programs and services provided by the United States to Indians because of their status as Indians. (3) ``Indian organization'' means the governing body of any Indian Tribe or entity established or recognized by such governing body in accordance with the Indian Financing Act of 1974 (88 Stat. 77; 25 U.S.C. 1451); and (4) ``Indian-owned economic enterprise'' means any Indian-owned commercial, industrial, or business activity established or organized for the purpose of profit, provided that such Indian ownership shall constitute not less than 51 percent of the enterprise, and that ownership shall encompass active operation and control of the enterprise. (f) The Contractor agrees to include the provisions of this clause, including this paragraph (f) of this clause, in each subcontract awarded at any tier under this contract. (g) In the event of noncompliance with this clause, the Contracting Officer may terminate the contract in whole or in part or may impose any other sanctions authorized by law or by other provisions of the contract. H.3 352.270-3 INDIAN PREFERENCE PROGRAM a. In addition to the requirements of the clause of this contract entitled "Indian Preference", the Contractor agrees to establish and conduct an Indian Preference Program which will expand opportunities for Indians to receive preference for employment and training in connection with the work to be performed under this contract, and which will expand the opportunities for Indian organizations and Indian-owned economic enterprises to receive a preference in the awarding of subcontracts. In this connection, the Contractor shall: (1) Designate a Liaison Officer who will (i) maintain liaison with the Government and the Tribe(s) on Indian preference matters; (ii) Supervise compliance with the Provisions of this clause; and (iii) Administer the Contractor's Indian Preference Program. (2) Advise its recruitment sources in writing and include a statement in all advertisements for employment that Indian applicants will be given preference in employment and training incident to such employment. (3) Not more than twenty (20) calendar days after award of the contract, post a written notice in the Tribal Office of any reservations on which or near where the work under this contract is to be performed that sets forth the Contractor's employment needs and related training opportunities. The employees needed; the approximate dates of employment; the experience or special skills required for employment, if any; training opportunities available and other pertinent information necessary to advise prospective employee of any other employment requirements. The Contractor shall also request the Tribe(s) on or near whose reservation(s) the work is to be performed to provide assistance to the Contractor in filling its employment needs and training opportunities. The Contracting Officer will advise the Contractor of the name, location and phone number of the Tribal Officials to contract in regard to the posting of notice and requests for Tribal assistance. (4) Establish and conduct a subcontracting program which gives preference to Indian organizations and Indian-owned economic enterprises as subcontractors and suppliers under this contract. The Contractor shall give public notice of existing subcontracting opportunities and, to the extent feasible and consistent with the efficient performance of this contract, shall solicit bids or proposals only form Indian organizations or India-owned economic enterprises. The Contractor shall request assistance and information on Indian firms qualified as suppliers or subcontractors form the Tribe(s) on or near whose reservation(s) the work under the contract is to be performed. The Contracting Officer will advise the Contractor of the name, location, and phone number of the Tribal Officials to be contacted in regard to the request for assistance and information. Public notices and solicitations for existing subcontracting opportunities shall provide an equitable opportunity for Indian firms to submit bids or proposals by including: (i) A clear description of the supplies or services required, including quantities, specifica6tions, and delivery schedules which facilitate the participation of Indian firms; (ii) A statement indicating that preference will be given to Indian organizations and Indian-owned economic enterprises in accordance with Section 7(b) of the Public Law 93-638 (88 Stat.2205; 25 U.S.C. 450e (b)); (iii) Definitions for the terms "Indian organization" and "Indian-owned economic enterprises" as prescribed under the "Indian Preference" clause of this contract; (iv) A representation to be completed by the bidder or offeror that it is an Indian organization or Indian-owned economic enterprise; and (v) A closing date for receipt of bids or proposals which provides sufficient time for preparation and submission of a bid or proposal If after soliciting bids or proposals from Indian organizations and Indian-owned economic enterprises, no responsive bid or acceptable proposal is received, the Contractor shall comply with requirements of paragraph (d) of the "Indian Preference" clause of this contract. If one or more responsive bids or acceptable proposals are received, award shall be made to the low responsible bidder or acceptable offeror if the price is determined to be reasonable. If the low responsive bid or acceptable proposal is determined to be unreasonable as to price, the Contractor shall attempt to negotiate a reasonable price and award a subcontract. If a reasonable price cannot be agreed upon the Contractor shall comply with the requirements of paragraph (d) of the "Indian Preference" clause of this contract. (5) Maintain written records under this contract which indicate: (a) The numbers of Indians seeking employment for each employment position available under this contract; (b) The number and types of positions filled by Indians and non-Indians, and the total number of Indians employed under this contract; (c) For those positions where there are both Indian and non-Indians applicants and a non-Indian is selected for employment the reason(s) why the Indian applicant was not selected; (d) Actions taken to give preference to Indian organizations and Indian-owned economic enterprises for subcontracting opportunities which exist under this contract; (e) Reasons why preference was not given to Indian firms as subcontractors or suppliers for each requirement where it was determined by the Contractor that such preference would not be consistent with efficient performance of the contract, and (f) The number of Indian organizations and Indian-owned economic enterprises contacted, and the number receiving subcontract awards under this contract. b. For purposes of this clause, the following definitions of terms shall apply: (1) The terms "Indian", "Indian Tribe", "Indian Organization", and "Indian-owned economic enterprise", are defined in the clause of this contract entitled "Indian Preference". (2) "Indian Reservation" includes Indian reservations, public domain Indian allotments, former Indian reservations in Oklahoma, and land held by incorporated Native groups, regional corporations, and village corporations under the provisions of the Alaska Native Claims Settlement Act (85 Stat. 688; 43 U.S.C. 1601 et seq.) (3) "On or near an Indian Reservation" means on a reservation or reservations or within that area surrounding an Indian Reservation(s) where a person seeking employment could reasonably be expected to commute to and form in the course of a work day. c. Nothing in the requirements of his clause shall be interpreted to preclude Indian Tribes form independently developing and enforcing their own Indian Preference requirements. Such requirements must not conflict with any Federal statutory or regulatory requirement dealing with the award and administration of contracts. d. The Contractor agrees to include the provisions of this clause, including paragraph (D), in each subcontract awarded at any tier under this contract and to notify the Contracting Officer of such subcontractors. e. In the event of noncompliance with this clause, the Contracting Officer may terminate the contract in whole or impart or may impose any other sanctions authorized by law or by other provisions of the contract. H.4 352.224-70 CONFIDENTIALITY OF INFORMATION (APRIL 1984) a. Confidential information, as used in this clause, means (1) information or data of a personal nature about an individual, or (2) proprietary information or data submitted by or pertaining to an institution or organization. b. In addition to the types of confidential information described in a (1) and (2) above, information which might require special consideration with regard to the timing of its disclosure may derive form studies or research, during which public disclosure of preliminary unvalidated findings could create erroneous conclusions which might threaten public health or safety if acted upon. c. The Contracting Officer and Contractor may, by mutual consent, identify elsewhere in this contract specific information and/or categories of information which the Government will furnish to the Contractor or that the Contractor is expected to generate which is confidential. Similarly, the Contracting Officer and the Contractor may, by mutual consent, identify such confidential information from time to time during the performance of the contract. Failure to agree will be settled pursuant to the "Disputes" clause. d. If it is established elsewhere in this contract that information to be utilized under this contract, or a portion thereof, is subject to the Privacy Act, the Contractor will follow the rules and procedures of disclosure set forth in the Privacy Act of 1974, 5 U.S.C. 552a, and implementing regulations and policies, with respect to systems and implementing regulations and policies, with respect to systems of records determined to be subject to the Privacy Act. e. Confidential information, as defined in a (1) and (2) above, that is information or data of a personal nature and about an individual, or proprietary information or data submitted by or pertaining to an institution or organization, shall not be disclosed without the prior written consent of the individual, institution, or organization. f. Written advance notice of at least 45 days will be provided to the Contracting Officer of the Contractor's intent to release findings of studies or research, which have the possibility of adverse effects on the public or the Federal agency, as described in b. above. If the Contracting Officer does not pose any objections in writing within the 45-day period, the Contractor may proceed with disclosure. Disagreements not resolved by the Contractor and the Contracting Officer will be settled pursuant to the "Disputes" clause. g. Whenever the Contractor is uncertain with regard to the proper handling of material under the contract, or if the material in question is subject to the Privacy Act or is confidential information subject to the provisions of this clause, the Contractor should obtain a written determination form the Contracting Officer prior to any release, disclosure, dissemination, or publication. h. Contracting Officer determinations will reflect the results of internal coordination with appropriate program and legal officials. 1. The provisions of paragraph e. of this clause shall not apply when the information is subject to conflicting or overlapping provisions in other Federal, State or local laws. H.5 CONFIDENTIALITY OF ALCOHOL AND DRUG ABUSE PATIENT RECORDS Contract must take positive steps to assure and agrees: a. That in receiving, storing, processing, or otherwise dealing with any information about patients concerning alcohol and/or drug abuse, it is fully bound by the provisions of CFR Title 42, Chapter 1, Part 2. b. To institute and carry out appropriate procedures for safeguarding such patient information concerning alcohol and/or drug abuse, with particular reference to patient identifying information, and; c. To resist in all proceedings, including judicial, any effort to obtain access to information pertaining to alcohol and/or drug abuse patients, except as expressly provided in CFR Title 42, Chapter 1, Part 2. H.6 DISCLOSURE OF INFORMATION Any information made available to the Contractor by the Government shall be used only for the purpose of carrying out the provisions of this contract and shall not be divulged or made known in any manner to any person except as may be necessary in the performance of the contract. In performance of this contract, the contractor assumes responsibility for protection of the confidentiality of Government records and shall ensure that all work performed by its subcontractors shall be under the supervision of the contractor or the contractor's responsible employees. Each officer or employee of the contractor or any of its subcontractors to whom any Government record may be made available or disclosed shall be notified in writing by the contractor that information disclosed to such officer or employee can be used only for a purpose and to the extent authorized herein, and that further disclosure of any such information, by any means, for a purpose or to an extent unauthorized herein, may subject the offender to criminal sanctions imposed by 19 U.S.C. 641. That section provides, in pertinent part, that whoever knowingly converts to their use or the use of another, or without authority, sells, conveys, or disposes of any record of the United States or whoever receives the same with intent to convert it to their use of gain, knowing it to have been converted, shall be guilty of a crime punishable by a fine of up to $10,000, or imprisoned up to ten years, or both. H.7 ANNUAL AUDIT An annual audit is required under this Contract. The audit must be on an organizational-wide basis and performed by an Independent auditor in accordance with governmental auditing standards. The audit shall be in accordance with OMB Circular NO. A-133. Which is Attachment #1 of this contract. The cost of performing this annual audit is an allowable cost under this Contract. The audit report is due within thirty (30) days after the completion of the audit but the audit should be completed and the report submitted not later than nine (9) months after the end of the recipient's fiscal year unless a longer period is agreed to with the cognizant or oversight Agency. H.7 OTHER AUDIT REQUIREMENTS a. Contractor is required to submit last two audit financial statements. b. To be considered for this award Contractor must have a most recent audited financial statement and must have an "Unqualified Audit Opinion" issued by auditors. H.8 OTHER CONDITIONS a. Board must have representation from the Urban area this contract will serve. Minimum of two board members from each area served. . PART II - CONTRACT CLAUSES SECTION I - CONTRACT CLAUSES I.1 NOTICE LISTING CONTRACT CLAUSES INCORPORATED BY REFERENCE The following contract clauses pertinent to this section are hereby incorporated by reference (by Citation Number, Title, and Date) in accordance with the clause at FAR "52.252-2 CLAUSES INCORPORATED BY REFERENCE" in Section I of this contract. See FAR 52.252-2 for an internet address (if specified) for electronic access to the full text of a clause. NUMBER TITLE DATE FEDERAL ACQUISITION REGULATION (48 CFR Chapter 1) 52.202-1 DEFINITIONS NOV 2013 52.203-3 GRATUITIES APR 1984 52.203-5 COVENANT AGAINST CONTINGENT FEES MAY 2014 52.203-7 ANTI-KICKBACK PROCEDURES MAY 2014 52.203-8 CANCELLATION, RESCISSION, AND RECOVERY MAY 2014 OF FUNDS FOR ILLEGAL OR IMPROPER ACTIVITY 52.203-10 PRICE OR FEE ADJUSTMENT FOR ILLEGAL OR MAY 2014 IMPROPER ACTIVITY 52.203-12 LIMITATION ON PAYMENTS TO INFLUENCE OCT 2010 CERTAIN FEDERAL TRANSACTIONS 52.204-4 PRINTED OR COPIED DOUBLE-SIDED MAY 2011 ON RECYCLED PAPER 52.204-7 CENTRAL CONTRACTOR REGISTRATION OCT 2016 52.209-6 PROTECTING THE GOVERNMENT'S INTEREST OCT 2015 WHEN SUBCONTRACTING WITH CONTRACTORS DEBARRED, SUSPENDED, OR PROPOSED FOR DEBARMENT 52.215-2 AUDIT AND RECORDS--NEGOTIATION OCT 2010 52.215-8 ORDER OF PRECEDENCE--UNIFORM CONTRACT OCT 1997 FORMAT 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 JAN 2017 52.219-25 SMALL DISADVANTAGED BUSINESS DEC 2010 PARTICIPATION PROGRAM--DISADVANTAGED STATUS AND REPORTING 52.222-3 CONVICT LABOR JUN 2003 52.222-21 PROHIBITION OF SEGREGATED FACILITIES APR 2016 52.222-26 EQUAL OPPORTUNITY SEP 2016 52.222-35 EQUAL OPPORTUNITY FOR SPECIAL DISABLED OCT 2015 VETERANS, OF THE VIETNAM ERA, AND OTHER ELIGIBLE VETERANS 52.222-36 AFFIRMATIVE ACTION FOR WORKERS WITH JUL 2014 DISABILITIES 52.222-37 EMPLOYMENT REPORTS ON SPECIAL DISABLED FEB 2016 VETERANS, VETERANS OF THE VIETNAM ERA, AND OTHER ELIGIBLE VETERANS 52.222-50 COMBATING TRAFFICKING IN PERSONS MAR 2015 52.223-6 DRUG-FREE WORKPLACE MAY 2001 52.224-1 PRIVACY ACT NOTIFICATION APR 1984 52.224-2 PRIVACY ACT APR 1984 52.225-1 BUY AMERICAN ACT--SUPPLIES MAY 2014 52.225-13 RESTRICTIONS ON CERTAIN FOREIGN JUN 2008 PURCHASES 52.227-1 AUTHORIZATION AND CONSENT DEC 2007 52.227-2 NOTICE AND ASSISTANCE REGARDING PATENT DEC 2007 AND COPYRIGHT INFRINGEMENT 52.229-4 FEDERAL, STATE, AND LOCAL TAXES FEB 2013 (STATE AND LOCAL ADJUSTMENTS) 52.232-1 PAYMENTS APR 1984 52.232-8 DISCOUNTS FOR PROMPT PAYMENT FEB 2002 52.232-9 LIMITATION ON WITHHOLDING OF PAYMENT APR 1984 52.232-11 EXTRAS APR 1984 52.232-17 INTEREST MAY 2014 52.232-23 ASSIGNMENT OF CLAIMS MAY 2014 52.232-34 PAYMENT BY ELECTRONIC FUNDS TRANSFER-- JUL 2013 OTHER THAN CENTRAL CONTRACTOR REGISTRATION 52.233-3 PROTEST AFTER AWARD AUG 1996 52.233-4 APPLICABLE LAW FOR BREACH OF OCT 2004 CONTRACT CLAIM 52.237-3 CONTINUITY OF SERVICES JAN 1991 52.242-13 BANKRUPTCY JUL 1995 52.243-1 CHANGES--FIXED PRICE AUG 1987 ALTERNATE I (APR 1984) 52.244-5 COMPETITION IN SUBCONTRACTING DEC 1996 52.246-25 LIMITATION OF LIABILITY--SERVICES FEB 1997 52.248-1 VALUE ENGINEERING OCT 2010 52.249-4 TERMINATION FOR CONVENIENCE OF THE APR 1984 GOVERNMENT (SERVICES) (SHORT FORM) 52.253-1 COMPUTER GENERATED FORMS JAN 1991 HEALTH AND HUMAN SERVICES ACQUISITION REGULATION (48 CFR Chapter 3) CLAUSES: HHSAR NUMBER TITLE DATE 352.202-1 DEFINITIONS JAN 2001 352.224-70 CONFIDENTIALITY OF INFORMATION APR 1984 352.232-9 WITHHOLDING OF CONTRACT PAYMENTS APR 1984 352.270-2 INDIAN PREFERENCE APR 1984 352.270-3 INDIAN PREFERENCE PROGRAM APR 1984 352.270-4 PRICING OF ADJUSTMENTS JAN 2001 352.270-7 PAPERWORK REDUCTION ACT JAN 2001 I.2. 52.216-7 ALLOWABLE COST AND PAYMENT (JUN 2013) (a) Invoicing. (1) The Government will make payments to the Contractor when requested as work progresses, but (except for small business concerns) not more often than once every 2 weeks, in amounts determined to be allowable by the Contracting Officer in accordance with Federal Acquisition Regulation (FAR) Subpart 31.2 in effect on the date of this contract and the terms of this contract. The Contractor may submit to an authorized representative of the Contracting Officer, in such form and reasonable detail as the representative may require, an invoice or voucher supported by a statement of the claimed allowable cost for performing this contract. (2) Contract financing payments are not subject to the interest penalty provisions of the Prompt Payment Act. Interim payments made prior to the final payment under the contract are contract financing payments, except interim payments if this contract contains Alternate I to the clause at 52.232-25. (3) The designated payment office will make interim payments for contract financing on the _________ [Contracting Officer insert day as prescribed by agency head; if not prescribed, insert "30th"] day after the designated billing office receives a proper payment request. In the event that the Government requires an audit or other review of a specific payment request to ensure compliance with the terms and conditions of the contract, the designated payment office is not compelled to make payment by the specified due date. (b) Reimbursing costs. (1) For the purpose of reimbursing allowable costs (except as provided in paragraph (b)(2) of this clause, with respect to pension, deferred profit sharing, and employee stock ownership plan contributions), the term "costs" includes only- (i) Those recorded costs that, at the time of the request for reimbursement, the Contractor has paid by cash, check, or other form of actual payment for items or services purchased directly for the contract; (ii) When the Contractor is not delinquent in paying costs of contract performance in the ordinary course of business, costs incurred, but not necessarily paid, for- (A) Supplies and services purchased directly for the contract and associated financing payments to subcontractors, provided payments determined due will be made- (1) In accordance with the terms and conditions of a subcontract or invoice; and (2) Ordinarily within 30 days of the submission of the Contractor's payment request to the Government; (B) Materials issued from the Contractor's inventory and placed in the production process for use on the contract; (C) Direct labor; (D) Direct travel; (E) Other direct in-house costs; and (F) Properly allocable and allowable indirect costs, as shown in the records maintained by the Contractor for purposes of obtaining reimbursement under Government contracts; and (iii) The amount of financing payments that have been paid by cash, check, or other forms of payment to subcontractors. (2) Accrued costs of Contractor contributions under employee pension plans shall be excluded until actually paid unless- (i) The Contractor's practice is to make contributions to the retirement fund quarterly or more frequently; and (ii) The contribution does not remain unpaid 30 days after the end of the applicable quarter or shorter payment period (any contribution remaining unpaid shall be excluded from the Contractor's indirect costs for payment purposes). (3) Notwithstanding the audit and adjustment of invoices or vouchers under paragraph (g) of this clause, allowable indirect costs under this contract shall be obtained by applying indirect cost rates established in accordance with paragraph (d) of this clause. (4) Any statements in specifications or other documents incorporated in this contract by reference designating performance of services or furnishing of materials at the Contractor's expense or at no cost to the Government shall be disregarded for purposes of cost-reimbursement under this clause. (c) Small business concerns. A small business concern may receive more frequent payments than every 2 weeks. (d) Final indirect cost rates. (1) Final annual indirect cost rates and the appropriate bases shall be established in accordance with Subpart 42.7 of the Federal Acquisition Regulation (FAR) in effect for the period covered by the indirect cost rate proposal. (2)(i) The Contractor shall submit an adequate final indirect cost rate proposal to the Contracting Officer (or cognizant Federal agency official) and auditor within the 6-month period following the expiration of each of its fiscal years. Reasonable extensions, for exceptional circumstances only, may be requested in writing by the Contractor and granted in writing by the Contracting Officer. The Contractor shall support its proposal with adequate supporting data. (ii) The proposed rates shall be based on the Contractor's actual cost experience for that period. The appropriate Government representative and the Contractor shall establish the final indirect cost rates as promptly as practical after receipt of the Contractor's proposal. (iii) An adequate indirect cost rate proposal shall include the following data unless otherwise specified by the cognizant Federal agency official: (A) Summary of all claimed indirect expense rates, including pool, base, and calculated indirect rate. (B) General and Administrative expenses (final indirect cost pool). Schedule of claimed expenses by element of cost as identified in accounting records (Chart of Accounts). (C) Overhead expenses (final indirect cost pool). Schedule of claimed expenses by element of cost as identified in accounting records (Chart of Accounts) for each final indirect cost pool. (D) Occupancy expenses (intermediate indirect cost pool). Schedule of claimed expenses by element of cost as identified in accounting records (Chart of Accounts) and expense reallocation to final indirect cost pools. (E) Claimed allocation bases, by element of cost, used to distribute indirect costs. (F) Facilities capital cost of money factors computation. (G) Reconciliation of books of account (i.e., General Ledger) and claimed direct costs by major cost element. (H) Schedule of direct costs by contract and subcontract and indirect expense applied at claimed rates, as well as a subsidiary schedule of Government participation percentages in each of the allocation base amounts. (I) Schedule of cumulative direct and indirect costs claimed and billed by contract and subcontract. (J) Subcontract information. Listing of subcontracts awarded to companies for which the contractor is the prime or upper-tier contractor (include prime and subcontract numbers; subcontract value and award type; amount claimed during the fiscal year; and the subcontractor name, address, and point of contact information). (K) Summary of each time-and-materials and labor-hour contract information, including labor categories, labor rates, hours, and amounts; direct materials; other direct costs; and, indirect expense applied at claimed rates. (L) Reconciliation of total payroll per IRS form 941 to total labor costs distribution. (M) Listing of decisions/agreements/approvals and description of accounting/organizational changes. (N) Certificate of final indirect costs (see 52.242-4, Certification of Final Indirect Costs). (O) Contract closing information for contracts physically completed in this fiscal year (include contract number, period of performance, contract ceiling amounts, contract fee computations, level of effort, and indicate if the contract is ready to close). (iv) The following supplemental information is not required to determine if a proposal is adequate, but may be required during the audit process: (A) Comparative analysis of indirect expense pools detailed by account to prior fiscal year and budgetary data. (B) General organizational information and limitation on allowability of compensation for certain contractor personnel. See 31.205-6(p). Additional salary reference information is available at http://www.whitehouse.gov/omb/procurement_index_exec_comp/. (C) Identification of prime contracts under which the contractor performs as a subcontractor. (D) Description of accounting system (excludes contractors required to submit a CAS Disclosure Statement or contractors where the description of the accounting system has not changed from the previous year's submission). (E) Procedures for identifying and excluding unallowable costs from the costs claimed and billed (excludes contractors where the procedures have not changed from the previous year's submission). (F) Certified financial statements and other financial data (e.g., trial balance, compilation, review, etc.). (G) Management letter from outside CPAs concerning any internal control weaknesses. (H) Actions that have been and/or will be implemented to correct the weaknesses described in the management letter from subparagraph (G) of this section. (I) List of all internal audit reports issued since the last disclosure of internal audit reports to the Government. (J) Annual internal audit plan of scheduled audits to be performed in the fiscal year when the final indirect cost rate submission is made. (K) Federal and State income tax returns. (L) Securities and Exchange Commission 10-K annual report. (M) Minutes from board of directors meetings. (N) Listing of delay claims and termination claims submitted which contain costs relating to the subject fiscal year. (O) Contract briefings, which generally include a synopsis of all pertinent contract provisions, such as: contract type, contract amount, product or service(s) to be provided, contract performance period, rate ceilings, advance approval requirements, pre-contract cost allowability limitations, and billing limitations. (v) The Contractor shall update the billings on all contracts to reflect the final settled rates and update the schedule of cumulative direct and indirect costs claimed and billed, as required in paragraph (d)(2)(iii)(I) of this section, within 60 days after settlement of final indirect cost rates. (3) The Contractor and the appropriate Government representative shall execute a written understanding setting forth the final indirect cost rates. The understanding shall specify (i) the agreed-upon final annual indirect cost rates, (ii) the bases to which the rates apply, (iii) the periods for which the rates apply, (iv) any specific indirect cost items treated as direct costs in the settlement, and (v) the affected contract and/or subcontract, identifying any with advance agreements or special terms and the applicable rates. The understanding shall not change any monetary ceiling, contract obligation, or specific cost allowance or disallowance provided for in this contract. The understanding is incorporated into this contract upon execution. (4) Failure by the parties to agree on a final annual indirect cost rate shall be a dispute within the meaning of the Disputes clause. (5) Within 120 days (or longer period if approved in writing by the Contracting Officer) after settlement of the final annual indirect cost rates for all years of a physically complete contract, the Contractor shall submit a completion invoice or voucher to reflect the settled amounts and rates. The completion invoice or voucher shall include settled subcontract amounts and rates. The prime contractor is responsible for settling subcontractor amounts and rates included in the completion invoice or voucher and providing status of subcontractor audits to the contracting officer upon request. (6)(i) If the Contractor fails to submit a completion invoice or voucher within the time specified in paragraph (d)(5) of this clause, the Contracting Officer may- (A) Determine the amounts due to the Contractor under the contract; and (B) Record this determination in a unilateral modification to the contract. (ii) This determination constitutes the final decision of the Contracting Officer in accordance with the Disputes clause. (e) Billing rates. Until final annual indirect cost rates are established for any period, the Government shall reimburse the Contractor at billing rates established by the Contracting Officer or by an authorized representative (the cognizant auditor), subject to adjustment when the final rates are established. These billing rates- (1) Shall be the anticipated final rates; and (2) May be prospectively or retroactively revised by mutual agreement, at either party's request, to prevent substantial overpayment or underpayment. (f) Quick-closeout procedures. Quick-closeout procedures are applicable when the conditions in FAR 42.708(a) are satisfied. (g) Audit. At any time or times before final payment, the Contracting Officer may have the Contractor's invoices or vouchers and statements of cost audited. Any payment may be- (1) Reduced by amounts found by the Contracting Officer not to constitute allowable costs; or (2) Adjusted for prior overpayments or underpayments. (h) Final payment. (1) Upon approval of a completion invoice or voucher submitted by the Contractor in accordance with paragraph (d)(5) of this clause, and upon the Contractor's compliance with all terms of this contract, the Government shall promptly pay any balance of allowable costs and that part of the fee (if any) not previously paid. (2) The Contractor shall pay to the Government any refunds, rebates, credits, or other amounts (including interest, if any) accruing to or received by the Contractor or any assignee under this contract, to the extent that those amounts are properly allocable to costs for which the Contractor has been reimbursed by the Government. Reasonable expenses incurred by the Contractor for securing refunds, rebates, credits, or other amounts shall be allowable costs if approved by the Contracting Officer. Before final payment under this contract, the Contractor and each assignee whose assignment is in effect at the time of final payment shall execute and deliver- (i) An assignment to the Government, in form and substance satisfactory to the Contracting Officer, of refunds, rebates, credits, or other amounts (including interest, if any) properly allocable to costs for which the Contractor has been reimbursed by the Government under this contract; and (ii) A release discharging the Government, its officers, agents, and employees from all liabilities, obligations, and claims arising out of or under this contract, except- (A) Specified claims stated in exact amounts, or in estimated amounts when the exact amounts are not known; (B) Claims (including reasonable incidental expenses) based upon liabilities of the Contractor to third parties arising out of the performance of this contract; provided, that the claims are not known to the Contractor on the date of the execution of the release, and that the Contractor gives notice of the claims in writing to the Contracting Officer within 6 years following the release date or notice of final payment date, whichever is earlier; and (C) Claims for reimbursement of costs, including reasonable incidental expenses, incurred by the Contractor under the patent clauses of this contract, excluding, however, any expenses arising from the Contractor's indemnification of the Government against patent liability. I.2 52.204-1 APPROVAL OF CONTRACT (DEC 1989) This contract is subject to the written approval of the Contracting Officer, and shall not be binding until so approved. L.3 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 60 days. I.4 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT(MAR 2000) (a) The Government may extend the term of this contract by written notice to the Contractor within 60 days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 30 days before the contract expires. The preliminary notice does not commit the Government to an extension. (b) If the Government exercises this option, the extended contract shall be considered to include this option clause. (c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed 2 years. I.5 52.222-4 CONTRACT WORK HOURS AND SAFETY STANDARDS ACT-OVERTIME COMPENSATION (MAY 2014) (a) Overtime requirements. No Contractor or subcontractor employing laborers or mechanics (see Federal Acquisition Regulation 22.300) shall require or permit them to work over 40 hours in any workweek unless they are paid at least 1 and 1/2 times the basic rate of pay for each hour worked over 40 hours. (b) Violation; liability for unpaid wages; liquidated damages. The responsible Contractor and subcontractor are liable for unpaid wages if they violate the terms in paragraph (a) of this clause. In addition, the Contractor and subcontractor are liable for liquidated damages payable to the Government. The Contracting Officer will assess liquidated damages at the rate of $10 per affected employee for each calendar day on which the employer required or permitted the employee to work in excess of the standard workweek of 40 hours without paying overtime wages required by the Contract Work Hours and Safety Standards statute (found at 40 U.S.C. chapter 37). (c) Withholding for unpaid wages and liquidated damages. The Contracting Officer will withhold from payments due under the contract sufficient funds required to satisfy any Contractor or subcontractor liabilities for unpaid wages and liquidated damages. If amounts withheld under the contract are insufficient to satisfy Contractor or subcontractor liabilities, the Contracting Officer will withhold payments from other Federal or federally assisted contracts held by the same Contractor that are subject to the Contract Work Hours and Safety Standards statute (d) Payrolls and basic records. (1) The Contractor and its subcontractors shall maintain payrolls and basic payroll records for all laborers and mechanics working on the contract during the contract and shall make them available to the Government until 3 years after contract completion. The records shall contain the name and address of each employee, social security number, labor classifications, hourly rates of wages paid, daily and weekly number of hours worked, deductions made, and actual wages paid. The records need not duplicate those required for construction work by Department of Labor regulations at 29 CFR 5.5(a)(3) implementing the Construction Wage Rate Requirements statute. (2) The Contractor and its subcontractors shall allow authorized representatives of the Contracting Officer or the Department of Labor to inspect, copy, or transcribe records maintained under paragraph (d)(1) of this clause. The Contractor or subcontractor also shall allow authorized representatives of the Contracting Officer or Department of Labor to interview employees in the workplace during working hours. (e) Subcontracts. The Contractor shall insert the provisions set forth in paragraphs (a) through (d) of this clause in subcontracts that may require or involve the employment of laborers and mechanics and require subcontractors to include these provisions in any such lower tier subcontracts. The Contractor shall be responsible for compliance by any subcontractor or lower-tier subcontractor with the provisions set forth in paragraphs (a) through (d) of this clause. I.6 52.233-3 PROTEST AFTER AWARD. (AUG 1996) (a) Upon receipt of a notice of protest (as defined in FAR 33.101) or a determination that a protest is likely (see FAR 33.102(d)), the Contracting Officer may, by written order to the Contractor, direct the Contractor to stop performance of the work called for by this contract. The order shall be specifically identified as a stop-work order issued under this clause. Upon receipt of the order, the Contractor shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the order during the period of work stop-page. Upon receipt of the final decision in the protest, the Contracting Officer shall either- (1) Cancel the stop-work order; or (2) Terminate the work covered by the order as provided in the Default, or the Termination for Convenience of the Government, clause of this contract. (b) If a stop-work order issued under this clause is canceled either before or after a final decision in the protest, the Contractor shall resume work. The Contracting Officer shall make an equitable adjustment in the delivery schedule or contract price, or both, and the contract shall be modified, in writing, accordingly, if- (1) The stop-work order results in an increase in the time required for, or in the Contractor's cost properly allocable to, the performance of any part of this contract; and (2) The Contractor asserts its right to an adjustment within 30 days after the end of the period of work stoppage; provided, that if the Contracting Officer decides the facts justify the action, the Contracting Officer may receive and act upon a proposal at any time before final payment under this contract. (c) If a stop-work order is not canceled and the work covered by the order is terminated for the convenience of the Government, the Contracting Officer shall allow reasonable costs resulting from the stop-work order in arriving at the termination settlement. (d) If a stop-work order is not canceled and the work covered by the order is terminated for default, the Contracting Officer shall allow, by equitable adjustment or otherwise, reasonable costs resulting from the stop-work order. (e) The Government's rights to terminate this contract at any time are not affected by action taken under this clause. (f) If, as the result of the Contractor's intentional or negligent misstatement, misrepresentation, or miscertification, a protest related to this contract is sustained, and the Government pays costs, as provided in FAR 33.102(b)(2) or 33.104(h)(1), the Government may require the Contractor to reimburse the Government the amount of such costs. In addition to any other remedy available, and pursuant to the requirements of Subpart 32.6, the Government may collect this debt by offsetting the amount against any payment due the Contractor under any contract between the Contractor and the Government. I.7 52.232-25 PROMPT PAYMENT (JAN 2017) Notwithstanding any other payment clause in this contract, the Government will make invoice payments under the terms and conditions specified in this clause. The Government considers payment as being made on the day a check is dated or the date of an electronic funds transfer (EFT). Definitions of pertinent terms are set forth in sections 2.101, 32.001, and 32.902 of the Federal Acquisition Regulation. All days referred to in this clause are calendar days, unless otherwise specified. (However, see paragraph (a)(4) of this clause concerning payments due on Saturdays, Sundays, and legal holidays.) (a) Invoice payments- (1) Due date. (i) Except as indicated in paragraphs (a)(2) and (c) of this clause, the due date for making invoice payments by the designated payment office is the later of the following two events: (A) The 30th day after the designated billing office receives a proper invoice from the Contractor (except as provided in paragraph (a)(1)(ii) of this clause). (B) The 30th day after Government acceptance of supplies delivered or services performed. For a final invoice, when the payment amount is subject to contract settlement actions, acceptance is deemed to occur on the effective date of the contract settlement. (ii) If the designated billing office fails to annotate the invoice with the actual date of receipt at the time of receipt, the invoice payment due date is the 30th day after the date of the Contractor's invoice, provided the designated billing office receives a proper invoice and there is no disagreement over quantity, quality, or Contractor compliance with contract requirements. (2) Certain food products and other payments. (i) Due dates on Contractor invoices for meat, meat food products, or fish; perishable agricultural commodities; and dairy products, edible fats or oils, and food products prepared from edible fats or oils are- (A) For meat or meat food products, as defined in section 2(a)(3) of the Packers and Stockyard Act of 1921 (7 U.S.C. 182(3)), and as further defined in Pub. L. 98-181, including any edible fresh or frozen poultry meat, any perishable poultry meat food product, fresh eggs, and any perishable egg product, as close as possible to, but not later than, the 7th day after product delivery. (B) For fresh or frozen fish, as defined in section 204(3) of the Fish and Seafood Promotion Act of 1986 (16 U.S.C. 4003(3)), as close as possible to, but not later than, the 7th day after product delivery. (C) For perishable agricultural commodities, as defined in section 1(4) of the Perishable Agricultural Commodities Act of 1930 (7 U.S.C. 499a(4)), as close as possible to, but not later than, the 10th day after product delivery, unless another date is specified in the contract. (D) For dairy products, as defined in section 111(e) of the Dairy Production Stabilization Act of 1983 (7 U.S.C. 4502(e)), edible fats or oils, and food products prepared from edible fats or oils, as close as possible to, but not later than, the 10th day after the date on which a proper invoice has been received. Liquid milk, cheese, certain processed cheese products, butter, yogurt, ice cream, mayonnaise, salad dressings, and other similar products, fall within this classification. Nothing in the Act limits this classification to refrigerated products. When questions arise regarding the proper classification of a specific product, prevailing industry practices will be followed in specifying a contract payment due date. The burden of proof that a classification of a specific product is, in fact, prevailing industry practice is upon the Contractor making the representation. (ii) If the contract does not require submission of an invoice for payment (e.g., periodic lease payments), the due date will be as specified in the contract. (3) Contractor's invoice. The Contractor shall prepare and submit invoices to the designated billing office specified in the contract. A proper invoice must include the items listed in paragraphs (a)(3)(i) through (a)(3)(x) of this clause. If the invoice does not comply with these requirements, the designated billing office will return it within 7 days after receipt (3 days for meat, meat food products, or fish; 5 days for perishable agricultural commodities, dairy products, edible fats or oils, and food products prepared from edible fats or oils), with the reasons why it is not a proper invoice. The Government will take into account untimely notification when computing any interest penalty owed the Contractor. (i) Name and address of the Contractor. (ii) Invoice date and invoice number. (The Contractor should date invoices as close as possible to the date of the mailing or transmission.) (iii) Contract number or other authorization for supplies delivered or services performed (including order number and line item number). (iv) Description, quantity, unit of measure, unit price, and extended price of supplies delivered or services performed. (v) Shipping and payment terms (e.g., shipment number and date of shipment, discount for prompt payment terms). Bill of lading number and weight of shipment will be shown for shipments on Government bills of lading. (vi) Name and address of Contractor official to whom payment is to be sent (must be the same as that in the contract or in a proper notice of assignment). (vii) Name (where practicable), title, phone number, and mailing address of person to notify in the event of a defective invoice. (viii) Taxpayer Identification Number (TIN). The Contractor shall include its TIN on the invoice only if required elsewhere in this contract. (ix) Electronic funds transfer (EFT) banking information. (A) The Contractor shall include EFT banking information on the invoice only if required elsewhere in this contract. (B) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision (e.g., 52.232-38, Submission of Electronic Funds Transfer Information with Offer), contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer-System for Award Management, or 52.232-34, Payment by Electronic Funds Transfer-Other Than System for Award Management), or applicable agency procedures. (C) EFT banking information is not required if the Government waived the requirement to pay by EFT. (x) Any other information or documentation required by the contract (e.g., evidence of shipment). (4) Interest penalty. The designated payment office will pay an interest penalty automatically, without request from the Contractor, if payment is not made by the due date and the conditions listed in paragraphs (a)(4)(i) through (a)(4)(iii) of this clause are met, if applicable. However, when the due date falls on a Saturday, Sunday, or legal holiday, the designated payment office may make payment on the following working day without incurring a late payment interest penalty. (i) The designated billing office received a proper invoice. (ii) The Government processed a receiving report or other Government documentation authorizing payment, and there was no disagreement over quantity, quality, or Contractor compliance with any contract term or condition. (iii) In the case of a final invoice for any balance of funds due the Contractor for supplies delivered or services performed, the amount was not subject to further contract settlement actions between the Government and the Contractor. (5) Computing penalty amount. The Government will compute the interest penalty in accordance with the Office of Management and Budget prompt payment regulations at 5 CFR Part 1315. (i) For the sole purpose of computing an interest penalty that might be due the Contractor, Government acceptance is deemed to occur constructively on the 7th day (unless otherwise specified in this contract) after the Contractor delivers the supplies or performs the services in accordance with the terms and conditions of the contract, unless there is a disagreement over quantity, quality, or Contractor compliance with a contract provision. If actual acceptance occurs within the constructive acceptance period, the Government will base the determination of an interest penalty on the actual date of acceptance. The constructive acceptance requirement does not, however, compel Government officials to accept supplies or services, perform contract administration functions, or make payment prior to fulfilling their responsibilities. (ii) The prompt payment regulations at 5 CFR 1315.10(c) do not require the Government to pay interest penalties if payment delays are due to disagreement between the Government and the Contractor over the payment amount or other issues involving contract compliance, or on amounts temporarily withheld or retained in accordance with the terms of the contract. The Government and the Contractor shall resolve claims involving disputes and any interest that may be payable in accordance with the clause at FAR 52.233-1, Disputes. (6) Discounts for prompt payment. The designated payment office will pay an interest penalty automatically, without request from the Contractor, if the Government takes a discount for prompt payment improperly. The Government will calculate the interest penalty in accordance with the prompt payment regulations at 5 CFR Part 1315. (7) Additional interest penalty. (i) The designated payment office will pay a penalty amount, calculated in accordance with the prompt payment regulations at 5 CFR Part 1315 in addition to the interest penalty amount only if- (A) The Government owes an interest penalty of $1 or more; (B) The designated payment office does not pay the interest penalty within 10 days after the date the invoice amount is paid; and (C) The Contractor makes a written demand to the designated payment office for additional penalty payment, in accordance with paragraph (a)(7)(ii) of this clause, postmarked not later than 40 days after the invoice amount is paid. (ii)(A) The Contractor shall support written demands for additional penalty payments with the following data. The Government will not request any additional data. The Contractor shall- (1) Specifically assert that late payment interest is due under a specific invoice, and request payment of all overdue late payment interest penalty and such additional penalty as may be required; (2) Attach a copy of the invoice on which the unpaid late payment interest is due; and (3) State that payment of the principal has been received, including the date of receipt. (B) If there is no postmark or the postmark is illegible- (1) The designated payment office that receives the demand will annotate it with the date of receipt, provided the demand is received on or before the 40th day after payment was made; or (2) If the designated payment office fails to make the required annotation, the Government will determine the demand's validity based on the date the Contractor has placed on the demand, provided such date is no later than the 40th day after payment was made. (iii) The additional penalty does not apply to payments regulated by other Government regulations (e.g., payments under utility contracts subject to tariffs and regulation). (b) Contract financing payment. If this contract provides for contract financing, the Government will make contract financing payments in accordance with the applicable contract financing clause. (c) Fast payment procedure due dates. If this contract contains the clause at 52.213-1, Fast Payment Procedure, payments will be made within 15 days after the date of receipt of the invoice. (d) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment or that the Government has otherwise overpaid on a contract financing or invoice payment, the Contractor shall- (1) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the- (i) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment); (ii) Affected contract number and delivery order number if applicable; (iii) Affected line item or subline item, if applicable; and (iv) Contractor point of contact. (2) Provide a copy of the remittance and supporting documentation to the Contracting Officer. I.8 52.232-40 52.232-40 Providing Accelerated Payments to Small Business Subcontractors (DEC 2013) (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 items. I.9 52.251-1 GOVERNMENT SUPPLY SOURCES (APR 2012) The Contracting Officer may issue the Contractor an authorization to use Government supply sources in the performance of this contract. Title to all property acquired by the Contractor under such an authorization shall vest in the Government unless otherwise specified in the contract. The provisions of the clause at FAR 52.245-1, Government Property, apply to all property acquired under such authorization. I.10 52.251-2 INTERAGENCY FLEET MANAGEMENT SYSTEM VEHICLES AND RELATED SERVICES (JAN 1991) The Contracting Officer may issue the Contractor an authorization to obtain interagency fleet management system (IFMS) vehicles and related services for use in the performance of this contract. The use, service, and maintenance of interagency fleet management system vehicles and the use of related services by the Contractor shall be in accordance with 41 CFR 101-39 and 41 CFR 101-38.301-1. I.11 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998) This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es): I.12 HHSAR 352.270-1 ACCESSIBILITY OF MEETINGS, CONFERENCES, AND SEMINARS TO PERSONS WITH DISABILITIES (JAN 2001) The Contractor agrees as follows: (a) Planning. The Contractor will develop a plan to assure that any meeting, conference, or seminar held pursuant to this contract will meet or exceed the minimum accessibility standards set forth in 28 CFR 36.101-36.500 and Appendix A: ADA Accessibility Guidelines (ADAAG). The plan shall be submitted to the project officer for approval prior to initiating action. ( A consolidated or master plan for contracts requiring numerous meetings, conferences, or seminars may be submitted in lieu of separate plans.) (b) Facilities. Any facility to be utilized for meetings, conferences, or seminars in performance of this contract shall be in compliance with 28 CFR 36.101-36.500 and Appendix A. The Contractor shall determine, by an on-site inspection, that the facility meets these requirements. (1) Parking. Parking shall be in compliance with 28 CFR 36.101-36.500 and Appendix A. (2) Entrances. Entrances shall be in compliance with 28 CFR 36.101-36.500 and Appendix A. (3) Meeting Rooms. Meeting rooms, including seating arrangements, shall be in compliance with 28 CFR 36.101-36.500 and Appendix A. In addition, stages, speaker platforms, etc. which are to be used by persons in wheelchairs must be accessible by ramps or lifts. When used, the ramp may not necessarily be independently negotiable if space does not permit. However, any slope over 1:12 must be approved by the Project Officer and the Contractor must provide assistance to negotiate access to the stage or platform. (4) Restrooms. Restrooms shall be in compliance with 28 CFR 36.101-36.500 and Appendix A. (5) Eating Facilities. Eating facilities in the meeting facility must also comply with 28 CFR 36.101-36.500 and Appendix A. (6) Overnight Facilities. If overnight accommodations are required, the facility providing the overnight accommodations shall also comply with 28 CFR 36.101-36.500 and Appendix A. (7) Water Fountains. Water fountains shall comply with 28 CFR 36.101-36.500 and Appendix A. (8) Telephones. Public telephones shall comply with 28 CFR 36.101-36.500 and Appendix A. (c) Provisions of Services for Attendees with Sensory Impairments. (1) The Contractor, in planning the meeting, conference, or seminar, shall include in all announcements and other materials pertaining to the meeting, conference, or seminar a notice indicating that services will bemade available to persons with sensory impairments attending the meeting, if requested within five (5) days of the date of the meeting, conference, or seminar. The announcement(s) and other material(s) shall indicate that persons with sensory impairments may contact a specific person(s), at a specific address and phone number(s), to make their service requirements known. The phone number(s) shall include a telecommunication device for the deaf (TDD). (2) The Contractor shall provide, at no additional cost to the individual, those services required by persons with sensory impairments to insure their complete participation in the meeting, conference, or seminar. (3) As a minimum, when requested in advance, the Contractor shall provide the following services: (i) For persons with hearing impairments, qualified interpreters. Also, the meeting rooms will beadequately illuminated so signing by interpreters can be easily seen. (ii) For persons with vision impairments, readers and/or cassette materials, as necessary, to enable full participation. Also, meeting rooms will be adequately illuminated. (iii) Agenda and other conference material(s) shall be translated into a usable form for persons with sensory impairments. Readers, braille translations, large print text, and/or tape recordings are all acceptable. These materials shall be available to individuals with sensory impairments upon their arrival. (4) The Contractor is responsible for making a reasonable effort to ascertain the number of individuals with sensory impairments who plan to attend the meeting, conference, or seminar. However, if it can be determined that there will be no person with sensory impairment in attendance, the provision of those services under paragraph (c) of this clause for the nonrepresented group, or groups, is not required. . PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACHMENTS SECTION J - LIST OF ATTACHMENTS ATTACHMENT NO. NUMBER TITLE DATE PAGES 1 Circular No.A-133 Revised June 27, 2003 26 2 HIPPA Business Associates Agreement September 2009 9 PART IV - REPRESENTATIONS AND INSTRUCTIONS SECTION K - REPRESENTATIONS, CERTIFICATIONS AND OTHER STATEMENTS OF OFFERORS K.1. 52.204-7 SYSTEM FOR AWARD MANAGEMENT OCT 2016 (a) Definitions. As used in this provision- "Electronic Funds Transfer (EFT) indicator" means a four-character suffix to the unique entity identifier. The suffix is assigned at the discretion of the commercial, nonprofit, or Government entity to establish additional System for Award Management records for identifying alternative EFT accounts (see subpart 32.11) for the same entity. "Registered in the System for Award Management (SAM) database" means that- (1) The Offeror has entered all mandatory information, including the unique entity identifier and the EFT indicator, if applicable, the Commercial and Government Entity (CAGE) code, as well as data required by the Federal Funding Accountability and Transparency Act of 2006 (see subpart 4.14) into the SAM database; (2) The offeror has completed the Core, Assertions, and Representations and Certifications, and Points of Contact sections of the registration in the SAM database; (3) The Government has validated all mandatory data fields, to include validation of the Taxpayer Identification Number (TIN) with the Internal Revenue Service (IRS). The offeror will be required to provide consent for TIN validation to the Government as a part of the SAM registration process; and (4) The Government has marked the record "Active". "Unique entity identifier" means a number or other identifier used to identify a specific commercial, nonprofit, or Government entity. See www.sam.gov for the designated entity for establishing unique entity identifiers. (b)(1) By submission of an offer, the offeror acknowledges the requirement that a prospective awardee shall be registered in the SAM database prior to award, during performance, and through final payment of any contract, basic agreement, basic ordering agreement, or blanket purchasing agreement resulting from this solicitation. (2) The Offeror shall enter, in the block with its name and address on the cover page of its offer, the annotation "Unique Entity Identifier" followed by the unique entity identifier that identifies the Offeror's name and address exactly as stated in the offer. The Offeror also shall enter its EFT indicator, if applicable. The unique entity identifier will be used by the Contracting Officer to verify that the Offeror is registered in the SAM database. (c) If the Offeror does not have a unique entity identifier, it should contact the entity designated at www.sam.gov for establishment of the unique entity identifier directly to obtain one. The Offeror should be prepared to provide the following information: (1) Company legal business name. (2) Tradestyle, doing business, or other name by which your entity is commonly recognized. (3) Company Physical Street Address, City, State, and Zip Code. (4) Company Mailing Address, City, State and Zip Code (if separate from physical). (5) Company telephone number. (6) Date the company was started. (7) Number of employees at your location. (8) Chief executive officer/key manager. (9) Line of business (industry). (10) Company Headquarters name and address (reporting relationship within your entity). (d) If the Offeror does not become registered in the SAM database in the time prescribed by the Contracting Officer, the Contracting Officer will proceed to award to the next otherwise successful registered Offeror. (e) Processing time, which normally takes 48 hours, should be taken into consideration when registering. Offerors who are not registered should consider applying for registration immediately upon receipt of this solicitation. (f) Offerors may obtain information on registration at https://www.acquisition.gov . K.2 52.204-8 ANNUAL REPRESENTATIONS AND CERTIFICATIONS (JAN 2017) (a)(1) The North American Industry Classification System (NAICS) code for this acquisition is 621420 (2) The small business size standard is 9.00. (3) The small business size standard for a concern which submits an offer in its own name, other than on a construction or service contract, but which proposes to furnish a product which it did not itself manufacture, is 500 employees. (b)(1) If the provision at 52.204-7, System for Award Management, is included in this solicitation, paragraph (d) of this provision applies. (2) If the provision at 52.204-7 is not included in this solicitation, and the offeror is currently registered in the System for Award Management (SAM), and has completed the Representations and Certifications section of SAM electronically, the offeror may choose to use paragraph (d) of this provision instead of completing the corresponding individual representations and certifications in the solicitation. The offeror shall indicate which option applies by checking one of the following boxes: □ (i) Paragraph (d) applies. □ (ii) Paragraph (d) does not apply and the offeror has completed the individual representations and certifications in the solicitation. (c)(1) The following representations or certifications in SAM are applicable to this solicitation as indicated: (i) 52.203-2, Certificate of Independent Price Determination. This provision applies to solicitations when a firm-fixed-price contract or fixed-price contract with economic price adjustment is contemplated, unless- (A) The acquisition is to be made under the simplified acquisition procedures in Part 13; (B) The solicitation is a request for technical proposals under two-step sealed bidding procedures; or (C) The solicitation is for utility services for which rates are set by law or regulation. (ii) 52.203-11, Certification and Disclosure Regarding Payments to Influence Certain Federal Transactions. This provision applies to solicitations expected to exceed $150,000. (iii) 52.203-18, Prohibition on Contracting with Entities that Require Certain Internal Confidentiality Agreements or Statements-Representation. This provision applies to all solicitations. (iv) 52.204-3, Taxpayer Identification. This provision applies to solicitations that do not include the provision at 52.204-7, System for Award Management. (v) 52.204-5, Women-Owned Business (Other Than Small Business). This provision applies to solicitations that- (A) Are not set aside for small business concerns; (B) Exceed the simplified acquisition threshold; and (C) Are for contracts that will be performed in the United States or its outlying areas. (vi) 52.209-2, Prohibition on Contracting with Inverted Domestic Corporations-Representation. (vii) 52.209-5, Certification Regarding Responsibility Matters. This provision applies to solicitations where the contract value is expected to exceed the simplified acquisition threshold. (viii) 52.209-11, Representation by Corporations Regarding Delinquent Tax Liability or a Felony Conviction under any Federal Law. This provision applies to all solicitations. (ix) 52.214-14, Place of Performance-Sealed Bidding. This provision applies to invitations for bids except those in which the place of performance is specified by the Government. (x) 52.215-6, Place of Performance. This provision applies to solicitations unless the place of performance is specified by the Government. (xi) 52.219-1, Small Business Program Representations (Basic & Alternate I). This provision applies to solicitations when the contract will be performed in the United States or its outlying areas. (A) The basic provision applies when the solicitations are issued by other than DoD, NASA, and the Coast Guard. (B) The provision with its Alternate I applies to solicitations issued by DoD, NASA, or the Coast Guard. (xii) 52.219-2, Equal Low Bids. This provision applies to solicitations when contracting by sealed bidding and the contract will be performed in the United States or its outlying areas. (xiii) 52.222-22, Previous Contracts and Compliance Reports. This provision applies to solicitations that include the clause at 52.222-26, Equal Opportunity. (xiv) 52.222-25, Affirmative Action Compliance.This provision applies to solicitations, other than those for construction, when the solicitation includes the clause at 52.222-26, Equal Opportunity. (xv) 52.222-38, Compliance with Veterans' Employment Reporting Requirements. This provision applies to solicitations when it is anticipated the contract award will exceed the simplified acquisition threshold and the contract is not for acquisition of commercial items. (xvi) 52.222-57, Representation Regarding Compliance with Labor Laws (Executive Order 13673). This provision applies to solicitations expected to exceed $50 million which are issued from October 25, 2016 through April 24, 2017, and solicitations expected to exceed $500,000, which are issued after April 24, 2017. Note to paragraph (c)(1)(xvi): By a court order issued on October 24, 2016, 52.222-57 is enjoined indefinitely as of the date of the order. The enjoined paragraph will become effective immediately if the court terminates the injunction. At that time, GSA, DoD and NASA will publish a document in the Federal Register advising the public of the termination of the injunction. (xvii) 52.223-1, Biobased Product Certification. This provision applies to solicitations that require the delivery or specify the use of USDA-designated items; or include the clause at 52.223-2, Affirmative Procurement of Biobased Products Under Service and Construction Contracts. (xviii) 52.223-4, Recovered Material Certification. This provision applies to solicitations that are for, or specify the use of, EPA-designated items. (xix) 52.223-22, Public Disclosure of Greenhouse Gas Emissions and Reduction Goals-Representation. This provision applies to solicitation that include the clause at 52.204-7. (xx) 52.225-2, Buy American Certificate. This provision applies to solicitations containing the clause at 52.225-1. (xxi) 52.225-4, Buy American-Free Trade Agreements-Israeli Trade Act Certificate. (Basic, Alternates I, II, and III.) This provision applies to solicitations containing the clause at 52.225-3. (A) If the acquisition value is less than $25,000, the basic provision applies. (B) If the acquisition value is $25,000 or more but is less than $50,000, the provision with its Alternate I applies. (C) If the acquisition value is $50,000 or more but is less than $77,533, the provision with its Alternate II applies. (D) If the acquisition value is $77,533 or more but is less than $100,000, the provision with its Alternate III applies. (xxii) 52.225-6, Trade Agreements Certificate. This provision applies to solicitations containing the clause at 52.225-5. (xxiii) 52.225-20, Prohibition on Conducting Restricted Business Operations in Sudan-Certification. This provision applies to all solicitations. (xxiv) 52.225-25, Prohibition on Contracting with Entities Engaging in Certain Activities or Transactions Relating to Iran-Representation and Certifications. This provision applies to all solicitations. (xxv) 52.226-2, Historically Black College or University and Minority Institution Representation. This provision applies to solicitations for research, studies, supplies, or services of the type normally acquired from higher educational institutions. (2) The following representations or certifications are applicable as indicated by the Contracting Officer: __ (i) 52.204-17, Ownership or Control of Offeror. __ (ii) 52.204-20, Predecessor of Offeror. __ (iii) 52.222-18, Certification Regarding Knowledge of Child Labor for Listed End Products. __ (iv) 52.222-48, Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance, Calibration, or Repair of Certain Equipment- Certification. __ (v) 52.222-52, Exemption from Application of the Service Contract Labor Standards to Contracts for Certain Services-Certification. __ (vi) 52.223-9, with its Alternate I, Estimate of Percentage of Recovered Material Content for EPA-Designated Products (Alternate I only). __ (vii) 52.227-6, Royalty Information. __ (A) Basic. __(B) Alternate I. __ (viii) 52.227-15, Representation of Limited Rights Data and Restricted Computer Software. (d) The offeror has completed the annual representations and certifications electronically via the SAM website accessed through https://www.acquisition.gov. After reviewing the SAM database information, the offeror verifies by submission of the offer that the representations and certifications currently posted electronically that apply to this solicitation as indicated in paragraph (c) of this provision have been entered or updated within the last 12 months, are current, accurate, complete, and applicable to this solicitation (including the business size standard applicable to the NAICS code referenced for this solicitation), as of the date of this offer and are incorporated in this offer by reference (see FAR 4.1201); except for the changes identified below [offeror to insert changes, identifying change by clause number, title, date]. These amended representation(s) and/or certification(s) are also incorporated in this offer and are current, accurate, and complete as of the date of this offer. FAR CLAUSE # TITLE DATE CHANGE ____________ _________ _____ _______ Any changes provided by the offeror are applicable to this solicitation only, and do not result in an update to the representations and certifications posted on SAM. K.3. 52.209-5 CERTIFICATION REGARDING RESPONSIBILITY MATTERS (OCT 2015) (a)(1) The Offeror certifies, to the best of its knowledge and belief, that- (i) The Offeror and/or any of its Principals- (A) Are □ are not □ presently debarred, suspended, proposed for debarment, or declared ineligible for the award of contracts by any Federal agency; (B) Have □ have not □, within a three-year period preceding this offer, been convicted of or had a civil judgment rendered against them for: commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) contract or subcontract; violation of Federal or State antitrust statutes relating to the submission of offers; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, tax evasion, violating Federal criminal tax laws, or receiving stolen property (if offeror checks "have", the offeror shall also see 52.209-7, if included in this solicitation); (C) Are □ are not □ presently indicted for, or otherwise criminally or civilly charged by a governmental entity with, commission of any of the offenses enumerated in paragraph (a)(1)(i)(B) of this provision; (D) Have □, have not □, within a three-year period preceding this offer, been notified of any delinquent Federal taxes in an amount that exceeds $3,500 for which the liability remains unsatisfied. (1) Federal taxes are considered delinquent if both of the following criteria apply: (i) The tax liability is finally determined. The liability is finally determined if it has been assessed. A liability is not finally determined if there is a pending administrative or judicial challenge. In the case of a judicial challenge to the liability, the liability is not finally determined until all judicial appeal rights have been exhausted. (ii) The taxpayer is delinquent in making payment. A taxpayer is delinquent if the taxpayer has failed to pay the tax liability when full payment was due and required. A taxpayer is not delinquent in cases where enforced collection action is precluded. (2) Examples. (i) The taxpayer has received a statutory notice of deficiency, under I.R.C. § 6212, which entitles the taxpayer to seek Tax Court review of a proposed tax deficiency. This is not a delinquent tax because it is not a final tax liability. Should the taxpayer seek Tax Court review, this will not be a final tax liability until the taxpayer has exercised all judicial appeal rights. (ii) The IRS has filed a notice of Federal tax lien with respect to an assessed tax liability, and the taxpayer has been issued a notice under I.R.C. § 6320 entitling the taxpayer to request a hearing with the IRS Office of Appeals contesting the lien filing, and to further appeal to the Tax Court if the IRS determines to sustain the lien filing. In the course of the hearing, the taxpayer is entitled to contest the underlying tax liability because the taxpayer has had no prior opportunity to contest the liability. This is not a delinquent tax because it is not a final tax liability. Should the taxpayer seek tax court review, this will not be a final tax liability until the taxpayer has exercised all judicial appeal rights. (iii) The taxpayer has entered into an installment agreement pursuant to I.R.C. § 6159. The taxpayer is making timely payments and is in full compliance with the agreement terms. The taxpayer is not delinquent because the taxpayer is not currently required to make full payment. (iv) The taxpayer has filed for bankruptcy protection. The taxpayer is not delinquent because enforced collection action is stayed under 11 U.S.C. 362 (the Bankruptcy Code). (ii) The Offeror has o has not o , within a three-year period preceding this offer, had one or more contracts terminated for default by any Federal agency. (2) "Principal," for the purposes of this certification, 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). This Certification Concerns a Matter Within the Jurisdiction of an Agency of the United States and the Making of a False, Fictitious, or Fraudulent Certification May Render the Maker Subject to Prosecution Under Section 1001, Title 18, United States Code. (b) The Offeror shall provide immediate written notice to the Contracting Officer if, at any time prior to contract award, the Offeror learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. (c) A certification that any of the items in paragraph (a) of this provision exists will not necessarily result in withholding of an award under this solicitation. However, the certification will be considered in connection with a determination of the Offeror's responsibility. Failure of the Offeror to furnish a certification or provide such additional information as requested by the Contracting Officer may render the Offeror nonresponsible. (d) Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render, in good faith, the certification required by paragraph (a) of this provision. The knowledge and information of an Offeror is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. (e) The certification in paragraph (a) of this provision is a material representation of fact upon which reliance was placed when making award. If it is later determined that the Offeror knowingly rendered an erroneous certification, in addition to other remedies available to the Government, the Contracting Officer may terminate the contract resulting from this solicitation for default. K.4 SIGNATURE BLOCK I, the undersigned, do hereby attest that all representations and certifications made in this Section K are true. Also, I, the undersigned, am aware of the penalties prescribed in 18 U.S. Code 1001 for making false statements in offers; and I am legally authorized to bind the company or organization represented. __________________________________________ _____________ (Signature) (Date) __________________________________________ (Typed or Printed Name) __________________________________________ (Title) __________________________________________ (Solicitation Number) __________________________________________ (Name of Company/Organization Represented) __________________________________________ (Address, including Zip Code) __________________________________________ (Telephone Number, including Area Code). SECTION L - INSTRUCTIONS, CONDITIONS, AND NOTICES TO OFFERORS L.1 NOTICE LISTING SOLICITATION PROVISIONS INCORPORATED BY REFERENCE The following solicitation provisions pertinent to this section are hereby incorporated by reference (by Citation Number, Title, and Date) in accordance with the FAR provision at FAR "52.252-1 SOLICITATION PROVISIONS INCORPORATED BY REFERENCE" in Section L of this solicitation. See FAR 52.252-1 for an internet address (if specified) for electronic access to the full text of a provision. NUMBER TITLE DATE FEDERAL ACQUISITION REGULATION (48 CFR Chapter 1) HEALTH AND HUMAN SERVICES ACQUISITION REGULATION (48 CFR Chapter 3) SOLICITATION PROVISIONS: HHSAR NUMBER TITLE DATE 352.215-12 RESTRICTION ON DISCLOSURE AND USE OF APR 1984 DATA L.2 52.216-1 TYPE OF CONTRACT (APR 1984) The Government contemplates award of a (Cost reimbursement) contract resulting from this solicitation. L.3 52.233-2 SERVICE OF PROTEST (SEP 2006) (a) Protests, as defined in section 33.101 of the Federal Acquisition Regulation, that are filed directly with an agency, and copies of any protests that are filed with the General Accountability Office (GAO), shall be served on the Contracting Officer (addressed as follows) by obtaining written and dated acknowledgment of receipt from: Hand-Carried Address: RALPH W. KETCHER SENIOR CONTRACTING OFFICER INDIAN HEALTH SERVICE NASHVILLE AREA 711 STEWARTS FERRY PIKE NASHVILLE, TN 37214 Mailing Address: SAME AS ABOVE (b) The copy of any protest shall be received in the office designated above within one day of filing a protest with the GAO. L.4 52.252-1 SOLICITATION PROVISIONS INCORPORATED BY REFERENCE (FEB 1998) This solicitation incorporates one or more solicitation provisions by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. The offeror is cautioned that the listed provisions may include blocks that must be completed by the offeror and submitted with its quotation or offer. In lieu of submitting the full text of those provisions, the offeror may identify the provision by paragraph identifier and provide the appropriate information with its quotation or offer. Also, the full text of a solicitation provision may be accessed electronically at this/these address(es): http://acquisition.gov/far/ L.5 GENERAL INSTRUCTIONS FOR THE PREPARATION OF PROPOSALS Each offeror's proposal submitted in response to this solicitation shall be in three (3) volumes as described below. The Technical Proposal, Volume I, should be submitted in an original and copy(ies). The Business Proposal, Volume II, should be submitted in an original and (BUS-COPIES) copy(ies). The Cost/Price Proposal, Volume III, should be submitted in an original and copy(ies). A cover letter may also be provided, at the offeror's option. Proposals must be prepared in accordance with these instructions, provide all required information in the format specified. Failure of a proposal to show compliance with these instructions may be grounds for exclusion of the proposal from further consideration. These instructions prescribe the format of proposals and describe the approach to be used in development and presentation of proposal data. They are designed to assure submission of information essential to the understanding and comprehensive evaluation of offeror's proposals. There is no intent to limit the contents of proposals. The instructions permit inclusion of any additional data or information an offeror deems pertinent. L.5.1 VOLUME I - TECHNICAL PROPOSAL This volume of the proposal shall consist of the sections described below. NO PRICING DATA SHALL BE SUBMITTED IN THIS VOLUME. Prospective offerors are asked to bear in mind that all material submitted should be directly pertinent to the requirements of this RFP. Extraneous narrative, elaborate brochures, uninformative "PR" material, and so forth, shall not be submitted. Section 1 - Transmittal Letter A letter that formally transmits the proposal, and states how the offeror meets the RFP specifications. Section 2 - Executive Summary and Table of Contents Summarize the offer, highlighting salient features of the proposal. Include a description of the offeror's approach and plans to satisfy and support requirements of this solicitation. Indicate offeror's complete acceptance of the solicitation requirements or specify any exceptions. Provide a clear table of contents with page number references. Section 3 - Project Management and Support Personnel Staffing Provide an overall plan for managing and staffing all phases of this effort. The plan shall include detailed information concerning the offeror's ability to adequately staff the operation. Section 4 - Mandatory Requirements Provide a statement concerning this proposal with respect to each mandatory requirement as stated in this RFP. The offeror will format his responses by providing the requirement nomenclature and a description of the manner in which the requirement is satisfied by the offeror's proposal. Responses must be supported by appropriate published technical documentation and technical documents. Section 5 - Offeror's Addendum This section is provided for submission of any additional information not included elsewhere but considered to be pertinent to your proposal. L.5.2 VOLUME II - BUSINESS PROPOSAL This volume of the proposal shall consist of the sections described below. Section 1 - General Management In this section, the offeror shall concisely describe its planned management approach to the contract as detailed in Section 3 of Volume I. Anticipated problems related to the contract should be described, as well as the proposed resolution of such problems. The offeror shall discuss its management chain of command, with particular reference to its contract management functions. The office which would be principal support office under the contract shall be named and described. Section 2 - Experience and Capabilities In this section, the offeror shall describe its capabilities (and those of its subcontractors, if any), and discuss its experience with contracts of a similar nature and magnitude. The offeror shall discuss how its previous experience prepares it to undertake a contract of this scope envisioned in this solicitation. The offeror shall further describe those changes which it contemplates to develop the capability to perform the proposed contract. Section 3 - Compliance In this section, the offeror shall respond to each requirement in Sections B through I of the RFP and indicate clearly whether it proposes to comply. The purpose of facilitating discussions, for every instance where the offeror does not propose to comply with or agree to a requirement, the offeror shall propose an alternative and describe its reasoning therefore. It is not necessary to proceed on a paragraph-by-papragraph basis except as required for clarity; for example, if the offeror agrees to the terms of Section H of the RFP in their entirety, a simple statement to that effect will suffice. Section 4 - Administration In this section, the offeror shall describe, in detail, the manner in which it would perform under the contract. It shall, discuss the organization it would establish to comply with the requirements of this contract, what controls would exist to insure that the required installation/delivery/performance schedule(s) is/are met, and how problems would be dealt with. The objective of this discussion is to demonstrate that the offeror understands the unique peculiarities of this contract and will be able to effectively operate within the framework proposed. Section 5 - Financial Capability The offeror shall provide a copy of their most recent annual financial statements. Also, a copy of their most recent quarterly (or other partial year) financial statement should be included. Offerors should provide all information deemed relevant to their proposal and in demonstrating their ability to perform the requirement from a financial point of view if awarded the subject contract. Similar information is requested on all non-Offeror items included with your offer. L.5 RETURN OF OFFERS It is important that the offer is sealed and the outer envelope or wrapping of the offer is addressed as follows: (NOTE: Failure to so mark the outer cover could be the cause of the offer being misdirected and received too late at the required destination as shown below). FROM: Offeror's Return Address TO: DONNA S. HARJO CONTRACTING OFFICER INDIAN HEALTH SERVICE NASHVILLE AREA 711 STEWARTS FERRY PIKE NASHVILLE L.6 ACCEPTANCE OF PROPOSALS The Government reserves the right to: a. Consider as acceptable only those proposals submitted in accordance with all technical requirements set forth or referenced in this solicitation and which demonstrate an understanding of the problems involved and the scope of the project. b. Reject, as unacceptable, proposals deleting or altering technical requirements which are considered by the Government not to be beyond the state of the art or impossible of attainment. L.7 AMENDMENTS TO PROPOSAL Changes to the Proposal by the offeror shall be accomplished by amended page(s). Changes from the original page shall be indicated by a vertical line, adjacent to the change, on the outside page margin. The offeror shall include the date of the amendment on the lower right hand edge of the page. L.8 CONTRACT CLAUSES Any resultant contract shall include the clauses applicable to the selected offeror's organization and type of contract awarded as required by Public Law, Executive Order, or procurement regulations in effect at the time of execution of the proposed contract and not at the time of submission of the solicitation . PART IV - REPRESENTATIONS AND INSTRUCTIONS SECTION M - EVALUATION FACTORS FOR AWARD M.1 NOTICE LISTING SOLICITAION PROVISIONS INCORPORATED BY REFERENCE The following solicitation provisions pertinent to this section are hereby incorporated by reference (by Citation Number, Title, and Date) in accordance with the FAR provisions at FAR "52.252-1 SOLICITATION PROVISIONS INCORPORATED BY REFERENCE" in Section L of this solicitation. See FAR 52.252-1 for any internet address (if specified) for electronic access to the full text of a provision. NUMBER TITLE DATE 52.217-3 EVALUATION EXCLUSIVE OF OPTIONS APR 1984 1. GENERAL Proposals received shall first be evaluated from a technical standpoint without regard to proposal cost. Those proposals which are considered to be technically acceptable shall then be evaluated from a financial and management standpoint. 2. TECHNICAL EVALUATION This evaluation shall be based on the completeness and thoroughness of the proposal submitted. The offeror must show that the objectives stated in the proposal are understood and offer a logical program for their achievement. To facilitate proposal evaluation, the offeror shall submit as part of the proposal a separate enclosure entitled, "Technical Proposal". You are advised that the evaluations of technical proposals and cost or price are of approximately equal value. The data and information must be keyed to each paragraph of the technical proposal requirements as outlined below. (Factors to be considered are listed below together with the highest possible score for each section. Scores for each section may be given in the range from 0 to the score indicated. Total score for the entire evaluation cannot exceed the maximum score of 100): 1. ORGANIZATION AND BACKGROUND Weight 1. Is the organization located, or able to be located, with the Urban Indian population 2.5 service area? 2. Is the organization composed of Urban Indians residing in the service area and is it 2.5 organized in such a manner that it can serve Urban Indians? 3. Does the organization show evidence of experience in the Health and Human Service 2.5 field? 4. Are the Articles of Incorporation and By-Laws in order? 5.0 Are there elected procedures for board members which are clearly stated in the By-Laws? Is the relationship between the organization as such and the administration clear? 5. Does the membership of the Governing Body demonstrate its membership knowledge 5.0 of acceptable business practices? 6. Is there evidence that the Executive Director is qualified by education and experience 2.5 to oversee and to conduct the business of this Contract in a diligent and prudent manner? 2. PROJECT PLAN Weight 1. Is the proposal complete, clearly, written, and responsive to the RFP? 5.0 2. Is the proposed staffing adequate to carry out the task proposed both in type of provider and number of staff? Are the key positions described in Position Descriptions giving appropriated weight to academic background and experience? 3. Is the proposal realistic given the Contractor's prior experience and the present proposed 5.0 Task? 4. Is there a Grant Chart or other mechanism provided which gives clearly stated and realistic 5.0 time frames for accomplishing the Statement of Work? 5. Are there assurance that the tasks will be adequately organized and will meet the RFP 5.0 requirements? 6. Is there an evaluation plan for the Contractor to monitor its progress in carrying out the 5.0 the proposed activities? 7. Are the resources required and any necessary training and technical assistance needed 5.0 described adequately? 8. Is the proposal responsive to the spirit as well as the letter of the RFP including 2.5 the goals set forth in the sponsoring legislation? 3. ADMINISTRATION AND MANAGEMENT WEIGHT 1. Is the proposed Project/Program Director qualified and experienced as specified in the 5.0 Scope of Work? A minimum qualification should be a Bachelor's Degree or equivalent in one of the Health or Human Service Sciences with a minimum of five (5) years of progressive administrative and /or program management experience, (Clerical experience is not qualifying) 2. Is there evidence of an adequate personnel system through personnel policies submitted 5.0 with the proposal and do these policies meet the Indian Health Service (IS) rerquirements? 3. Is there evidence of acceptable financial management? This should include timely periodic 5.0 Financial reporting management, a financial record keeping system based on generally Accepted accounting principles, and provides for adequate bonding of employees, and an outside audit of accounts? 4. Is management responsibility for property, supplies and equipment clearly stated, and is 2.5 adequate? 5. Are the facilities used, or proposed to be used, maintained properly for personnel and 2.5 client health and safety? Is the location as free as possible from cultural barriers, discrimination against Indians, and open to the handicapped? (Fire and Life Safety Code) 4. NETWORKING AND OTHER FUNDING 1. Does the proposed Contractor show a past history of or present ability to, receive funding awards from sources other then Indian Health Service, such as other Federal, State, County, City, Private, and third party reimbursement systems to augment its health and substance abuse programs? 2. The RFP and Statement of Work require that the potential Contractor network with other organizations in the urban area. Does the proposed Contractor show evidence of a formal relationship with other Health and Human Services organizations, State, City, or County, organizations, private organizations such as AA and the Mental Health Association, local hospitals and clinics? 3. In response to the RFP, has the prospective Contractor furnished evidence that the organizations has performed adequately in prior years. Such evidence might be in the form of Government evaluations provided in the proposal to demonstrate that earlier work under Government contract was satisfactory. Similar evidence of work accomplished for a state or city would be satisfactory. 5. NEGOTIATION AND SELECTION OF SUCESSFUL OFFEROR 1. Negotiations will be conducted with those offerors determined to have submitted technically acceptable proposal together with a realistic cost estimate. Costs and prices shall be evaluated on the basis of cost realism which is defined as the offeror's ability to project costs which are reasonable and indicate that the offeror understands the nature and extent of work to be performed. 2. The Government reserves the right to conduct oral interviews of all proposed project personnel, including key staff prior to award. 3. Award shall be made to the responsible offeror submitting the proposal (Technical and Business) determined to be most advantageous to the Government, as evaluated under the criteria described in this section.