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Case 1:08-cv-00487-SGB

Document 25-3

Filed 07/15/2008

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OR D ER FOR SUPPLIES OR SER VICES
1 . CO N TRA CT/ P U RC H . O R D E R/ A G RE E M E N T N O . 2 . D E L IVE RY O RD E R / CA L L N O . 3 . D A TE O F O R D E R/ CA L L 4 . RE Q ./ P U RC H . R E Q U E ST N O . ( YYYYM M M D D )

P A GE 1 O F

24

5 . P RIO R ITY

W 81XW H-08-D-0039 6 . ISSU E D BY

0002 CO D E
W 81XW H

2008 Jul 11

See Schedule

7 . A D M IN IST E RE D BY (if o th er th a n 6 )

CO D E S3915A 8 . D E L IVE RY FO B X D E ST IN A T IO N OT HER (See Sch edule if o t h er)

U SA MED R E SE AR C H AC Q A C TI V I TY 820 C H AN D LER S T F O R T D E TR I C K MD 21702-5014

D E F EN S E C O N TR A C T MG MT O F F I C E SU R F AC E C O MMU N & SP T S Y STE MS P H I LA D E LPH I A 700 R O B BI N S A VE , B LD G 4-A PO B O X 11427 PH I LAD ELP H I A P A 19111-0427

9 . CO N T RA CT O R
N AME AN D AD D R E SS

CO D E 77609

FA CIL IT Y

LO C KH EE D MAR TI N S ER VI C E S, I N C D B A: LMS I 2339 R O U TE 70 W E ST, F LO O R 3W C H ER R Y H I LL N J 08002-3315

1 0 . D E L IVE R TO FO B P O IN T B Y (D at e) ( YYYYM M M D D )

1 1 . M A R K IF B U SIN E SS IS
SM A L L SM A L L D ISA D VA N TA G E D W O M E N -O W N E D

SEE SC HEDUL E
1 2 . D ISC O U N T TE RM S

1 3 . M A IL IN VO ICE S T O T H E A D D RE SS IN BL O CK See Item 15 1 4 . SH IP T O
TR I C A R E MA N A G E MEN T AC TI V I TY A U R O R A W EST 16401 E C EN TR ETE C H PKW Y A TTN A EA A U R O R A C O 80011-9043

CO D E H 94002

1 5 . P A Y M E N T W IL L BE M A D E BY

CO D E H Q 0338 M A R K A LL P A C KA G ES A N D P A P ER S W ITH ID EN TIFIC A TIO N N U M B ER S IN B LO C KS 1 A N D 2 .

D EF EN SE F I N A N C E AN D AC C O U N TI N G S ER VI C E S O U TH EN TI TLEMEN T O PER A TIO N S P O BO X 182264 C O LU MB U S O H 43218-2264

D E L IVE RY / X 16. T Y P E CA L L OF P U RCH A SE O RD E R

Th i s d el i v ery o rd er/ cal l i s i s s u ed o n an o t h er G o v ern men t ag en cy o r i n acco rd an ce w i t h an d s u b j ect t o t erms an d co n d i t i o n s o f ab o v e n u mb ered co n t ract . Referen ce y o u r q u o t e d at ed Fu rn i s h t h e fo l l o w i n g o n t erms s p eci fi ed h erei n . REF :

A CCE P T A N CE . T H E CO N T RA CT O R H E RE BY A CCE P T S T H E O FFE R RE P RE SE N T E D BY T H E N U M BE RE D P U RCH A SE O RD E R A S IT M A Y P RE VIO U SL Y H A VE BE E N O R IS N O W M O D IFIE D , SU BJE CT T O A L L O F T H E T E RM S A N D CO N D IT IO N S SE T FO RT H , A N D A GRE E S T O P E RFO RM T H E SA M E . N A M E O F CO N T RA CT O R SIGN A T U RE T Y P E D N A M E A N D T IT L E D A T E SIGN E D
( YYYYM M M D D )

If t h is bo x is m ark ed, sup p lier m ust sign A ccep t an ce an d ret urn t h e fo llo win g n um ber o f co p ies: 1 7 . A CCO U N T IN G A N D A P P RO P RIA T IO N D A T A / L O CA L U SE Se e Sch e d u le 1 8 . IT E M N O . 1 9 . SCH E D U L E O F SU P P L IE S/ SE RVICE S 2 0 . Q U A N T IT Y O RD E RE D / A CCE P T E D * 2 1 . U N IT 2 2 . U N IT P RICE 23. AM OUNT

S EE S CHEDULE
24. UNITED STATES OF AMERICA TEL: 301-619-7423 q u a n t i t y o r d er ed , i n d i ca t e b y X . If d i f f er en t , en t er a ct u a l EMAIL: [email protected] q u a n t i t y a ccep t ed b el o w q u a n t i t y o r d er ed a n d en ci r cl e. BY: Daniel R. Signore * If q u a n t i t y a ccep t ed b y t h e G o ver n m en t i s s a m e a s

25. T OT AL 26.
CONTRACTING / ORDERING OFFICER D IFFE RE N CE S

$2,468,271.00

2 7 a. Q U A N T IT Y IN CO L U M N 2 0 H A S BE E N IN SP E CT E D RE CE IVE D A CCE P T E D , A N D CO N FO RM S T O T H E CO N T RA CT E X CE P T A S N O T E D c. D A T E
( YYYYM M M D D )

b. SIGN A T U RE O F A U T H O RIZ E D GO VE RN M E N T RE P RE SE N T A T IVE

d. P RIN T E D N A M E A N D T IT L E O F A U T H O RIZ E D GO VE RN M E N T RE P RE SE N T A T IVE

e. M A IL IN G A D D RE SS O F A U T H O RIZ E D GO VE RN M E N T RE P RE SE N T A T IVE

2 8 . SH IP N O .

2 9 . D O VO U CH E R N O . 3 0 . IN IT IA L S 3 2 . P A ID BY 3 3 . A M O U N T VE RIFIE D CO RRE CT FO R 3 4 . CH E CK N U M BE R

f. T E L E P H O N E N U M BE R

g. E -M A IL A D D RE SS

P A RT IA L FIN A L 31. P AYM ENT CO M P L E T E P A RT IA L FIN A L

36. I ce r tify th is acco u n t is co r r e ct an d p r o p e r fo r p aym e n t. b. SIGN A T U RE A N D T IT L E O F CE RT IFY IN G O FFICE R a. D A T E
( YYYYM M M D D )

3 5 . BIL L O F L A D IN G N O .

3 7 . RE CE IVE D A T

3 8 . RE CE IVE D BY

3 9 . D A T E RE CE IVE D
( YYYYM M M D D )

40. T OT AL 4 1 . S/R A CCO U N T N O . 4 2 . S/R VO U CH E R N O . CO N T A IN E RS

DD Fo r m 1155, DEC 2001

P RE VIO U S E D IT IO N IS O BSO L E T E .

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Section A - Solicitation/Contract Form APPEAL RESOLUTION This award is contingent upon the resolution of the appeal of Axiom Resource Management, Inc. vs. The United States, Fed. Cir. No. 2008-5072 (appeal docketed April 29, 2008), after the resolution of which the execution of terms of Contract W81XWH-06-F-0440 will resume, if allowable by the court.

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Section B - Supplies or Services and Prices

ITEM NO 0001

SUPPLIES/SERVICES

QUANTITY 1

UNIT Lot

UNIT PRICE $2,464,395.00

AMOUNT $2,464,395.00 NTE

Base Period Services T&M Program Support Services in support of PWS FOB: Destination PURCHASE REQUEST NUMBER: HT000381694111 TOT ESTIMATED PRICE CEILING PRICE ACRN AA CIN: HT0003816941110001 $2,096,054.00 $2,464,395.00 NTE

ITEM NO 000101

SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE $0.00

AMOUNT $0.00

Funding for CLIN 0001 T&M FOB: Destination PURCHASE REQUEST NUMBER: HT000381694112 TOT ESTIMATED PRICE CEILING PRICE ACRN AB CIN: HT0003816941120001 $368,341.00 $0.00

ITEM NO 0002

SUPPLIES/SERVICES

QUANTITY

UNIT Lot

UNIT PRICE

AMOUNT $3,876.00

Base Period Other Direct costs COST FOB: Destination PURCHASE REQUEST NUMBER: HT000381694111 ESTIMATED COST ACRN AA CIN: HT0003816941110002 $3,876.00 $3,876.00

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ITEM NO 1001
OPTION

SUPPLIES/SERVICES

QUANTITY 1

UNIT Lot

UNIT PRICE $1,261,241.00

AMOUNT $1,261,241.00 NTE

Option Period One Services T&M Program Support Services in support of PWS FOB: Destination TOT ESTIMATED PRICE CEILING PRICE $1,261,241.00 NTE

ITEM NO 1002
OPTION

SUPPLIES/SERVICES

QUANTITY

UNIT Lot

UNIT PRICE

AMOUNT $2,159.00

Option Period One Other Direct costs COST FOB: Destination ESTIMATED COST $2,159.00

ITEM NO 2001
OPTION

QUANTITY UNIT 1 Lot Option Period Two Services T&M Program Support Services in support of PWS FOB: Destination

SUPPLIES/SERVICES

UNIT PRICE $1,261,311.00

AMOUNT $1,261,311.00 NTE

TOT ESTIMATED PRICE CEILING PRICE

$1,261,311.00 NTE

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ITEM NO 2002
OPTION

SUPPLIES/SERVICES

QUANTITY

UNIT Lot

UNIT PRICE

AMOUNT $1,589.00

Option Period Two Other Direct costs COST FOB: Destination ESTIMATED COST $1,589.00

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Section E - Inspection and Acceptance

INSPECTION AND ACCEPTANCE TERMS Supplies/services will be inspected/accepted at:
CLIN 0001 000101 0002 1001 1002 2001 2002 INSPECT AT Destination Destination Destination Destination Destination Destination Destination INSPECT BY Government Government Government Government Government Government Government ACCEPT AT Destination Destination Destination Destination Destination Destination Destination ACCEPT BY Government Government Government Government Government Government Government

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Section F - Deliveries or Performance

DELIVERY INFORMATION
CLIN 0001 DELIVERY DATE POP 15-JUL-2008 TO 14-JAN-2009 QUANTITY N/A SHIP TO ADDRESS TRICARE MANAGEMENT ACTIVITY AURORA WEST 16401 E CENTRETECH PKWY ATTN AEA AURORA CO 80011-9043 FOB: Destination (SAME AS PREVIOUS LOCATION) FOB: Destination (SAME AS PREVIOUS LOCATION) FOB: Destination (SAME AS PREVIOUS LOCATION) FOB: Destination (SAME AS PREVIOUS LOCATION) FOB: Destination (SAME AS PREVIOUS LOCATION) FOB: Destination (SAME AS PREVIOUS LOCATION) FOB: Destination UIC H94002

000101 POP 15-JUL-2008 TO 14-JAN-2009 0002 POP 15-JUL-2008 TO 14-JAN-2009 POP 15-JAN-2009 TO 14-APR-2009 POP 15-JAN-2009 TO 14-APR-2009 POP 15-APR-2009 TO 14-JUL-2009 POP 15-APR-2009 TO 14-JUL-2009

N/A

H94002

N/A

H94002

1001

N/A

H94002

1002

N/A

H94002

2001

N/A

H94002

2002

N/A

H94002

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Section G - Contract Administration Data

ACCOUNTING AND APPROPRIATION DATA
AA: 9780130.1884 8505 P8105 2523 8AOCAAS1 (APC:VJMS97) 012143 DRAC84111 AMOUNT: $2,099,930.00 CIN HT0003816941110001: $2,096,054.00 CIN HT0003816941110002: $3,876.00 AB: 9780130.1884 8505 P8105 2523 8GCCAAS1 (APC:VJMS97) 012143 DRAC84112 AMOUNT: $368,341.00 CIN HT0003816941120001: $368,341.00

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Section I - Contract Clauses STATEMENT OF WORK Performance Based Statement of Work (PBSOW): Title: TRICARE POLICY AND OPERATIONS DIRECTORATE (TPOD), TRICARE OPERATIONS DIVISION (TOD)/OFFICE OF THE GENERAL COUNSEL - PROGRAM MANAGEMENT/T-3 SUPPORT Requiring Activity Name: TRICARE Policy and Operations Directorate (TPOD)/Office of the General Counsel 1.0 SCOPE

This award provides for program management support services to the TRICARE Policy and Operations Division (TPOD) to operationalize the TRICARE program. Services provided by the contractor shall include supporting Integrated Project Teams and Working Integrated Project Teams, maintaining project milestone charts, and preparing documentation as necessary. Program activities supported shall include, but are not necessarily limited to, Claims Processing, HIPAA compliance, DEERS and TEDS support, General Counsel administrative support, as well as support for the T-3 suite of contracts. 1.0.1 Background

The MHS is committed to providing the highest quality health care possible to the nation's military personnel, retirees, and eligible family members at the lowest possible costs to taxpayers. To ensure that these services are available around the globe, private sector contractors administer networks of health care providers (medical, dental and pharmacy) as well as auxiliary services (claims processing, auditing and marketing) under contracts to TMA. The services requested under this solicitation will support the administration of the TRICARE Program and support the suite of T-3 contracts for TMA. 1.0.2 Objectives

To provide administrative program management support of TPOD's acquisition initiatives. The successful accomplishments of these duties will result in the development of a suite of T-3 RFPs, smooth transitions of the contracts and successful defense of any procurement protests, as well as continued support for the current TNEX contracts. 1.1 Non-Personal Services

This award identifies services that are strictly non-personal in nature. 1.2 Inherently Governmental Functions

This award has been reviewed and contains no services that are inherently governmental functions. 1.3 Acquisition Functions Closely Associated with Inherently Governmental Functions

This award identifies acquisition functions that are closely associated with inherently governmental functions as defined in Section 804 of the FY 2005 National Defense Authorizations Act. Appropriate military or civilian personnel of the Department of Defense cannot reasonably be made available to perform these functions. However, appropriate military or civilian personnel of the Department of Defense will: (1) oversee contractor performance of the contract; and (2) perform all inherently governmental functions associated with the functions to be performed under this contract.

1.4

Organizational Conflict of Interest Category

TRICARE Management Activity (TMA) has categorized all its non-purchased care requirements into three broad categories, as defined below, for purposes of identifying, avoiding or mitigating against Organizational Conflicts of Interest (OCIs) in accordance with FAR Subpart 9.5. These categories are defined as follows:

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· ·

Category 1: TMA Internal Support: Services which, by their very nature, give the contractor access to extensive data about the contracts of all other TMA contractors. Category 2: Program Management Support: Services which assist TMA in planning and managing its activities and programs. This includes, for example: requirements analysis, acquisition support, budget planning and management, business process reengineering, program planning and execution support, and independent technical management support. Category 3: Product Support. Services or end items required to meet the mission requirements of TMA's non-purchased care activities and programs. This includes, for example: concept exploration and development; system design; system development and integration; COTS procurement and integration; internal development testing; deployment; installation; operations; and maintenance.

·

Contractor participation in more than one of these areas may give rise to an unfair competitive advantage resulting from access to advance acquisition planning, source selection sensitive or proprietary information. Furthermore, contractor participation in more than one area may give rise to a real or apparent loss of contractor impartiality and objectivity where its advisory or planning assistance in one area potentially affects its present or future participation in another area. The purpose of this categorization is to accomplish the following three objectives: (1) to inform prospective Offerors that TMA presumes that award of a contract or order in the subject category will give rise to real or apparent OCIs with respect to requirements in the other two categories; (2) to assist current contractors and prospective Offerors in developing their own business strategies regarding participation in TMA requirements and in identifying and, where possible, avoiding or mitigating against OCIs; and (3) to ensure that all current contractors and prospective Offerors are afforded the maximum practicable opportunity to compete for all TMA requirements consistent with the restrictions required under FAR Subpart 9.5 and sound business practices. For purposes of identifying, avoiding and/or mitigating against OCIs, TMA will examine all its non-purchased care requirements and acquisitions regardless of the cognizant contracting activity (e.g., USAMRAA, GSA, other agency Multiple Award Schedules, etc.) or the type of contract vehicle used (e.g., FSS order, Fair Opportunity competitive order under Multiple Award ID/IQ Contracts, competitively negotiated awards under FAR Part 15, etc.). Each TMA non-purchased care solicitation will therefore be designated as falling within one of the three above defined categories. The work called for under this contract/order has been determined by TMA to fall within the following non-purchased care OCI category: Category 2: Program Management Support 2.0 2.1 STATEMENT OF WORK (SOW) Task Management

The contractor shall provide sufficient management to ensure that this task is performed efficiently, accurately, on time, and in compliance with the requirements of this document. Specifically, the contractor shall designate a single manager to oversee this task and supervise staff assigned to this task. The contractor shall ensure that a Monthly Progress Report is submitted outlining the expenditures, billings, progress, status, and any problems/ issues encountered in the performance of this task.

2.1.1

Monthly Progress Report (MPR)

The contractor shall ensure that a MPR is submitted outlining the expenditures, billings, progress, status, and any problems/ issues encountered in the performance of this task (Deliverable 2), in accordance with the format located at: http://www.tricare.osd.mil/tps/MonthlyProgressReport.doc Contractor shall submit a copy of Section 4.0. of the MPR, cost reporting template to the COR. The completed cost report templates shall be emailed to [email protected]. The MPR shall include the labor hours expended, by labor category, for each task and sub-task. The contractor shall require all subcontractors to provide input to the MPR where there are critical or significant tasks related to the

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prime contract. Critical or significant tasks shall be defined by mutual agreement between the Government and contractor. 2.1.2 Subcontractor Expenditures Plan

The contractor shall prepare and deliver a Subcontract Expenditures Report (Deliverable 3) that discloses actual subcontract expenditures by company name, business size standard (i.e. Woman Owned Business, Veteran Owned Business, etc.), and other socioeconomic programs (i.e. Indian Incentive Program, Historically Black Colleges and Universities and Minority Institutions, etc.). 2.1.3 Work Breakdown Structure (WBS): Not applicable for this task. 2.1.4 a. Transition Support Incoming Transition

As an incoming contractor, the contractor shall include a separately priced item for the development and implementation of a draft plan for the incoming transition to a new contractor or Government entity (Deliverable 4). When ordered, the incoming contractor shall collaborate with the Government and outgoing contractor's staff and management, to plan and implement a complete transition from the outgoing contractor to the incoming contractor. If needed, a two-week transition period may be provided for the incoming contractor to coordinate and work with the outgoing contractor. The transition plan shall include, but is not limited to: · · · · · · · · · · · b. Coordination with Government representatives, Review, evaluation and transition of current support services, Transition of historic data to new contractor system, Government-approved training and certification process, Transfer of hardware warranties and software licenses (if applicable), Transfer of all necessary business and/or technical documentation, Transfer of compiled and uncompiled source code, to include all versions, maintenance updates and patches (if applicable), Orientation phase and program to introduce Government personnel, programs, and users to the contractor's team, tools, methodologies, and business processes, Distribution of contractor purchased Government owned assets, including facilities, equipment, furniture, phone lines, computer equipment, etc., Transfer of Government Furnished Equipment (GFE) and Government Furnished Information (GFI), and GFE inventory management assistance. Option Item: Outgoing Transition

As the outgoing contractor, the contractor shall include a separately priced item for the development and implementation of a draft plan for the outgoing transition to a new contractor or Government entity. (Deliverable 5). When ordered, the outgoing contractor shall collaborate with the Government and successor management and staff, to plan and implement a complete transition from the outgoing contractor to the incoming contractor. If needed, a thirty calendar day transition period may be provided for the outgoing contractor to coordinate and work with the incoming contractor. The transition plan shall include, but is not limited to: · · · Coordination with Government representatives, Review, evaluation and transition of current support services, Transition of historic data to new contractor system,

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· · · · ·

Government-approved training and certification process, Transfer of hardware warranties and software licenses (if applicable), Transfer of all necessary business and/or technical documentation, Transfer of compiled and uncompiled source code, to include all versions, maintenance updates and patches (if applicable), Orientation phase and program to introduce Government personnel, programs, and users to the contractor's team, tools, methodologies, and business processes, equipment, furniture, phone lines, computer equipment, etc., Transfer of Government Furnished Equipment (GFE) and Government Furnished Information (GFI), and GFE inventory management assistance. Applicable TMA debriefing and personnel out-processing procedures. Turn-in of all government keys, ID/access cards, and security codes.

· · ·

2.1.5

Program Management Plan

The contractor shall develop a Program Management Plan (Deliverable 6) that requires Government approval. It will be used to manage, track and evaluate the contractor's performance. The Program Management Plan shall consist of control policies and procedures in accordance with standard industry practices for project administration, execution and tracking. The Program Management Plan shall include the following: · · · Identification of milestones where Government information/activity is required and timeline dependencies for subsequent contractor activities; An Integrated Master Management Plan (IMMP) describing the contractor's overall management approaches, policies and procedures including suggested project metrics; and, A detailed staffing plan.

The Program Management Plan shall be due five (5) calendar days after award. 2.1.6 Quality Control Plan

The contractor shall prepare and adhere to a Quality Control Plan (QCP). The QCP shall initially be submitted with the offeror's proposal and will be updated upon award (Deliverable 7). The QCP shall document how the contractor will meet and comply with the quality standards established in this statement of work. At a minimum, the QCP must include a self-inspection plan, an internal staffing plan, and an outline of the procedures that the Contractor will use to maintain quality, timeliness, responsiveness, customer satisfaction, and any other requirements set forth in this solicitation. 2.1.7 Contingency Operations Plan

The contractor shall prepare and submit a Contingency Operations Plan to the Government. The Contingency Operations Plan shall be due ten (10) calendar days after award, and will be updated on a quarterly basis (Deliverable 8). The Contingency Operations Plan shall document contractor plans and procedures to maintain TMA support during an emergency. The Contingency Operations Plan shall include the following: · · · · · A description of the contractor's emergency management procedures and policy A description of how the contractor will account for their employees during an emergency Planned temporary work locations or alternate facilities How the contractor will communicate with TMA during emergencies A list of primary and alternate contractor points of contact, each with primary and alternate: · Telephone numbers · E-mail addresses

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· · 2.1.8

Procedures for protecting Government furnished equipment (if any) Procedures for safeguarding sensitive and/or classified Government information (if applicable) Operations During Emergency Situations

Individual contingency operation plans shall be activated immediately after determining that an emergency has occurred, shall be operational within twelve (12) hours of activation, and shall be sustainable until the emergency situation is resolved and normal conditions are restored or the contract is terminated, whichever comes first. In case of a life threatening emergency, the COR shall immediately make contact with his contractor Task Managers to ascertain the status of any contractor personnel who were located in Government controlled space affected by the emergency. When any disruption of normal, daily operations occur, contractor Task Managers and Contracting Officer Representatives (CORs) shall promptly open an effective means of communication and verify: · · · · Key points of contact (Government and contractor) Temporary work locations (alternate office spaces, telework, virtual offices, etc.) Means of communication available under the circumstances (e.g. email, webmail, telephone, FAX, courier, etc.) Essential work products expected to continue production by priority

The Government and contractor Task Managers must make use of the resources and tools available to continue TMA contracted functions to the maximum extent possible under emergency circumstances. Contractors must obtain approval from the COR and Contracting Officer prior to incurring costs over and above those allowed for under the terms of this contract. Regardless of contract type, and of work location, contractors performing work in support of authorized tasks within the scope of their contract shall charge those hours accurately in accordance with the terms of this contract. 2.2 2.2.1 Specific Tasks Program Management Support

The contractor shall provide Program Management support services to the TMA as needed to operationalize the TRICARE program. Services provided by the contractor shall include supporting Integrated Project Teams and Working Integrated Project Teams, maintaining project milestone charts, and preparing documentation as necessary. The documentation may include Concept of Operations (CONOPS), Functional Requirements Document (FRD), risk assessments, implementation and compliance plans, cost estimates, and Change Management Fact Sheets. All work provided shall be performed in compliance with the DoD 5000 series and TMA directives. Activities supported shall include, but are not necessarily limited to, Claims Processing, HIPAA compliance, DEERS and TEDS support. 2.2.2 Transition and Integration Contract Support

The transition of the current T-NEX suite of contracts to the suite of contracts under the T-3 acquisition process is projected to be an intensive undertaking that shall have significant impact on the ability of the TRICARE program to continue meeting beneficiary expectations. The contractor shall conduct in-depth planning, preparation, and support of the T-3 transition activities. Transition covers setting requirements, risk identification, development of mitigating strategies, resource planning, project tracking and oversight, transition facilitation, problem solving and documentation. The contractor shall assist the government with: · · · · Development of transition requirements for the suite of T-3 contracts; Transition WIPT support, such as meeting facilitation and documentation; Preparation of briefings and papers on transition plans; Recommendation and documentation of options for overall transition strategy;

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· · · · · · · ·

Development of timelines, including preparation and upkeep of individual project timelines, with appropriate integration of contract start-up; Determination of resources requirements, including staffing for each transition; Project Management tracking system setup and maintenance; Development of documentation strategies for transitions managers and staff; Preparation of materials for transition staff use, such as binders and hard copy documentation; Development of support plans for transition field teams; Attend Local Support Contracting WIPT meetings and recommend strategies for integration and management of local transitions; and, Participate in development and execution of communications to beneficiaries and interest groups regarding transitions.

The TMA's T-3 suite of contracts includes the managed care support contracts, TRICARE Dual Eligible Fiscal Intermediary, pharmacy, dental (Active Duty Dental Program, TRICARE Dental Program, TRICARE Retiree Dental Program), foreign, designated providers, and operational audit services contracts, all being developed as part of the T-3 initiative. The contractor shall provide analytical and technical support for all implementation plans being developed to assist in the phased activation of the T-3 contracts. 2.2.3 Office of General Counsel Support

The contractor shall provide support services to the TMA Office of General Counsel (OGC). These services shall be administrative in nature, including but not be limited to providing document tracking, cataloging, archiving, and retrieval using digital scanners and optical character recognition software. As requested, the contractor shall provide paralegal support services to assist OGC personnel prepare issue briefs, memoranda, internal correspondence, and other documents as needed to assist TMA decision making processes, and to assist OGC personnel undertake litigation arising from the development and implementation of contract activities. This support shall include researching and documenting the resolution of matters relating to the administration of previous managed care support contracts or to potential conflicts that may be expected to arise during the requirement development phases of the suite of T-3 managed care support contracts. The contractor shall assist the government with: document management and maintenance of the Automated Litigation Support System, administrative duties, to include organizing and managing the litigation repository, including scanning, copying and indexing litigation documents required in maintaining litigation files, and assisting at trials and in depositions. The contractor shall provide legal research to attorneys, and may act as team leader in preparation of trial documents. Occasional travel may be required for trials and depositions. 2.2.4 Administrative Support

The contractor shall provide administrative support to TMA as required. The support shall include, but not be limited to, providing telephone coverage, scheduling meetings and managing calendars, collecting briefings and read aheads, preparing travel documents, and providing quality control of outgoing documents. 2.2.5 Special Studies & Trend Analyses

The contractor shall support TMA by evaluating, designing, and coordinating solutions to challenges affecting the accomplishment of the TRICARE mission. The contractor shall clearly communicate these solutions to multiple audiences with diverse technical, budgetary, military, business and political backgrounds/experience. The contractor shall provide subject matter expert support, design support, implementation and coordination as requested for ad hoc studies, to include expertise areas of healthcare operations, claims processing, and heathcare technical evaluation and assessments of TRICARE contractors' change order proposals. The contractor shall attend meetings and perform other ad hoc tasks as requested that leverage subject matter expertise for TMA benefit.

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2.2.6

Subject Matter Expert (SME) Support

The contractor shall provide subject matter expertise for TRICARE activities affected by the suite of T-3 initiatives, such as acquisition strategies, program management, communications and customer service, information technology, claims processing, and any other area of specialization as requested. Resumes shall be submitted for all staff proposed as SMEs. 2.2.7 Performance Based Budgeting/Financial Management

Not Applicable for this task. 2.2.8 Business Process Improvement

Not Applicable for this task. 2.2.9 Functional Validation and Verification

Not Applicable for this task. 2.2.10 Records Management

Not Applicable for this task. 2.2.11 Information Management

Not Applicable for this task. 2.2.12 Acquisition Management

Not Applicable for this task. 2.2.13 Logistical Support

Not Applicable for this task. 3.0 INSPECTION AND ACCEPTANCE

The Contracting Officer's Representative for the Task Order (COR) is a Government official who has been delegated specific technical, functional and oversight responsibilities for this task order. The COR specified in paragraph 5.1 is responsible for inspection and acceptance of all services, incoming shipments, documents, and services. 3.1 Acceptance Criteria

Certification by the Government of satisfactory services provided is contingent upon the contractor performing in accordance with the terms and conditions of the referenced agreement, this order, and all amendments. 3.2 Contractor Payment Processing

The contractor is responsible for properly preparing and forwarding to the appropriate Government official, the invoice and receiving report for payment. The contractor shall attach back up information to receiving reports for direct labor and Other Direct Costs (ODCs). Direct labor backup information shall reflect the person's name, job title and quantity of hours worked for each pay period at a minimum. Backup information for ODCs shall list all elements of costs, such as travel breakout backup, including itinerary, dates of travel, name of employees traveling plus per diem costs shall accompany the receiving report. All ODCs exceeding $2500 require that the contractor conduct appropriate competition. When the Wide Area Workflow ­ Receipt and Acceptance application is able to be used, it is the preferred method of submission. (See paragraph 3.4 below.) 3.3 Invoice Review

The COR may reject or require correction of any deficiencies found in the invoice or receiving report. In the event of a rejected invoice or receiving report, the contractor will be notified in writing by the COR of the specific reasons for rejection. 3.4 Wide Area Workflow ­ Receipt and Acceptance

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Contractors shall utilize, to the extent possible, the Wide Area Workflow-Receiving and Acceptance (WAWF-RA) system to submit electronic payment requests and receiving reports in accordance with DFARS 232.7004. Use of WAWF will allow for the submission of an invoice and receiving report as a combined form. The WAWF 2 IN 1 format (for services) and the COMBO format (only for supplies or equipment) are the preferred methods of processing electronic invoices and receiving reports within TMA. Information regarding WAWF-RA is available on the Internet at: https://wawf.eb.mil/. Prior to submitting the first WAWF-RA electronic form for a given task order, contractors should first coordinate with the assigned TMA COR. When initiating documents within WAWF, vendors must use the appropriate two-part TMA location code to include BOTH the Government Acceptor DoDAAC / Extension (Ext) fields and the Local Processing Office (LPO) DoDAAC / Extension fields as displayed within the WAWF application and illustrated below: Service Acceptor / Ext. -----------------|--------------HT0003 | FTPOPS -----------------|-------------LPO DoDAAC / Ext. -----------------|--------------HT0003 | ________ -----------------|---------------

4.0 4.1

DELIVERABLES Delivery Address

All deliverables shall be submitted to the COR, listed in paragraph 5.1 of this contract. 4.2 Method of Delivery

Electronic copies shall be delivered using Microsoft Office suite of tools (for example, MS WORD, MS EXCEL, MS POWERPOINT, MS PROJECT, or MS ACCESS format), unless otherwise specified by the COR. Electronic submission shall be made via email, unless otherwise agreed to by the COR. 4.3 Shipping

The contractor shall use the U.S. Postal Service standard delivery for delivery of materials, equipment, or required hardcopy documents. The COR must approve all exceptions to this requirement. 4.4 Government Acceptance Period

The COR will have five (5) workdays to review draft deliverables and make comments. The contractor shall have two (2) workdays to make corrections. Upon receipt of the final deliverables, the COR will have two (2) workdays for final review prior to acceptance or providing documented reasons for non-acceptance. Should the Government fail to complete the review within the review period the deliverable will become acceptable by default. The COR will have the right to reject or require correction of any deficiencies found in the deliverables that are contrary to the information contained in the contractor's accepted proposal. In the event of a rejected deliverable, the contractor will be notified in writing by the COR of the specific reasons for rejection. The contractor shall have five (5) workdays to correct the rejected deliverable and return it per delivery instructions. 4.5 Delivery Schedule Abbreviations

The following abbreviations are used in the delivery/deliverable schedule: Abbreviation AM COR DA DACA Days Definition Acquisition Manager Contracting Officer's Representative for the Task order Days after Days after contract award (award of this order) Calendar Days unless otherwise specified

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E H NLT 4.6

Electronic Copy Hard Copy Not Later Than

Deliverable/Delivery Schedule

A summary of deliverables follows. Copies are to be provided to the Government officials indicated in electronic file (E), and/or hard copy (H).

Item Deliverable 1

TS Ref Appendix B

Title Non-Disclosure Agreement Monthly Progress Report Subcontract Expenditures Report

Dist AM COR AM COR CO AM COR

E

H 1 1

Initial

Subsequent

Signed statements are due, from each employee assigned, prior to performing ANY work on this task. NLT 45 DACA NLT 90 DA DO Award NLT 15th of each month Quarterly thereafter. A final submission reflecting all expenditures on this order is due within 5 days of completion of the order.

Deliverable 2 Deliverable 3

2.1.1 2.1.2

1 1 1 1 1

1 1 1 1

Deliverable 4 Deliverable 5 Deliverable 6 Deliverable 7 Deliverable 8 5.0 5.1

2.1.4.a 2.1.4.b 2.1.5 2.1.6 2.1.7

Incoming Transition Plan Outgoing Transition Plan Program Management Plan Quality Control Plan Contingency Operations Plan

COR AM COR AM COR AM COR AM COR AM

1 1 1 1

1 0 1 0

With Proposal With Proposal 15 DACA

1 1 1 1

1 0 1 0

With Proposal 10 DACA

15 DACA Quarterly thereafter.

CONTRACT ADMINISTRATION DATA Contact Information for Key Personnel

Contracting Officer's Representative (COR) The COR for this order is listed below: See COR appointment letter in the contract file. Task Manager (TM) The TM for this order is listed below: See contract file. Acquisition Manager (AM) The AM for this order is listed below: See contract file

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5.2

Contract Type for this Order

This task order is a Time and Materials order. 5.3 Place of Performance

The contractor will perform all work awarded under this contract at: TRICARE Management Activity 16401 East Centretech Parkway Aurora, CO 80011-9043 5.4 Period of Performance

Period of performance for this order shall be: Base Period- 15 July 2008 through 14 January 2009 Option One- 15 January 2009 through 14 April 2009 Option Two- 15 April 2009 through 14 July 2009

5.5

Anticipated Level of Effort

The following is the estimated level of effort: Labor Category Base OP1 OP2

Program Management Support Project Manager Task Manager (SME) Sr. Healthcare Professional Gen. Mgmt Professional Senior Analyst Junior Analyst Technical Assistant Subtotal

940 450 1390 2820 4700 14100 7520 31920

470 225 695 1410 2350 7050 3760 15960

470 225 695 1410 2350 7050 3760 15960

Office of General Counsel Support Senior Analyst Junior Analyst Technical Assistant Junior Legal Analyst Subtotal TOTAL

1880 4700 2820 940 10340 42260

940 2350 1410 470 5170 21130

940 2350 1410 470 5170 21130

5.5.1

T-3 Levels of Effort

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Optional levels of effort may be required as TMA ramps up for the follow-on procurements of TRICARE contracts known as T-3. Below estimated levels of effort shall be separately priced for the base and all option periods. Option A 5.6 Labor Category Sr. Healthcare Professional (SME) BASE 1880 OP1 940 OP2 940

Contractor Travel

Arrangements for and costs of all travel, transportation, meals, lodging, and incidentals are the responsibility of the contractor. Travel costs shall be incurred and billed in accordance with FAR Part 31. Costs for these expenses will be reviewed and certified by the COR and approved by the Contracting Officer. All travel and transportation shall utilize commercial sources and carriers provided the method used for the appropriate geographical area results in reasonable charges to the government. The Government will not pay for business class or first-class travel. Lodging and meals shall be reimbursed in accordance with regulations defined in FAR PART 31. Estimated travel is indicated below: From Aurora, CO To Washington, DC, or San Antonio, or San Diego Round Trip (Y/N) Y # of Trips 4 # of People 1 # of Days 5

5.6.1 5.7

Travel Outside of the U.S.: N/A Other Direct Costs (ODCs): Not required for this task.

6.0 6.1

OTHER TERMS, CONDITIONS, AND PROVISIONS Organizational Conflict of Interest

The contractor shall sign one copy of the TMA Organizational Conflict of Interest certification statement (Appendix A). Failure to adhere to this statement shall constitute default on the part of the contractor. 6.2 Information Assurance. Not applicable to this task. 6.3 Enterprise Architecture. Not applicable to this task. 6.4 6.4.1 6.4.2 6.4.3 Protection of Information FAR 52.224-1 -- Privacy Act Notification (1984) FAR 52.224-2 -- Privacy Act (1984) Dissemination of Information/Publishing

There shall be no dissemination or publication, except within and between the contractor and any subcontractors or specified Integrated Product/Process Team (IPT) members who have a need to know, of information developed under this order or contained in the reports to be furnished pursuant to this order without prior written approval of the TMA TM or the Contracting Officer. TMA approval for publication will require provisions which protect the intellectual property and patent rights of both TMA and the contractor. 6.5 6.5.1 Contractor Employees Contractor Identification

Contractor personnel performing services in a contractor capacity shall possess and wear an identification badge that displays his or her name and the name of their company. The contractor shall ensure that contractor personnel

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identify themselves as contractors when attending meetings, answering Government telephones, providing any type of written correspondence, or working in situations where their actions could be construed as official Government acts. 6.5.2 Attendance at Meetings

Contractor personnel shall attend meetings or otherwise communicate with Government and/or other contract representatives to meet the requirements of this order. Contractor personnel make their contractor status known during introductions. 6.5.3 Use of Military Rank by Contractor Personnel

Contractor personnel, while performing in a contractor capacity, shall refrain from using their retired or reserve component military rank or title in all written or verbal communications associated with the contracts in which they provide services under. 6.5.4 Telecommuting for Federal Contractors

A federal agency shall generally not discourage a contractor from allowing its employees to telecommute in the performance of Government contracts. Therefore, agencies shall not include in a solicitation a requirement that prohibits an offeror from permitting its employees to telecommute unless the Contracting Officer first determines that the requirements of the agency, including security requirements, cannot be met if telecommuting is permitted. The Contracting Officer shall document the basis for the determination in writing and specify the prohibition in the solicitation. Additionally, when telecommuting is prohibited, the Contracting Officer shall address the evaluation procedures of the solicitation as it relates to this subject. When telecommuting is not prohibited, a federal agency shall not unfavorably evaluate an offer because it includes telecommuting, unless the Contracting Officer first determines that the requirements of the agency, including security requirements, would be adversely impacted if telecommuting is permitted. The Contracting Officer shall document the basis for the determination in writing and address the evaluation procedures in the solicitation. 6.5.5 Non-Disclosure Agreement

The contractor shall sign one version of the following Non-disclosure Statement (Appendix B) (Deliverable 1) on behalf of the company, only if applicable, and shall also ensure that all staff assigned to, including all subcontractors and consultants, or performing on this Task order execute and adhere to the terms of the following non-disclosure statement, protecting the procurement sensitive information of the Government and the proprietary information of other contractors. Assignment of staff who have not executed this statement or failure to adhere to this statement shall constitute default on the part of the contractor. 6.6 6.6.1 Access Requirements Contractor access to HA/TMA Systems/Network

Contracting companies must notify the TMA Privacy Office after being awarded a TRICARE contract that requires access to a DoD system. The contractor shall be required to gain access to the HA/TMA network for performance of this task. As such, contractor personnel shall undergo appropriate background investigation (Automated Data Processor/Information Technology (ADP/IT) security clearance) and security awareness training. The contractor shall be prepared for this process to take at least two (2) weeks, if not longer. The contractor shall submit a Standard Form 85P for background investigation to the Office of Personnel Management and obtain receipt confirmation as a prerequisite for contractor personnel to access the HA/TMA network. The Standard Form 85P is available at: http://www.tricare.osd.mil/tmaprivacy/sf85p.pdf. Contracting companies shall notify the TMA Privacy Office when the security officer has submitted the SF85P user form to OPM for new employees. Upon termination of a contractor employee from the TRICARE Contract, contracting companies shall notify the TMA Privacy Office and OPM of the action, including the termination date. The contractor shall follow the TMA Privacy Office guidelines for submittal of ADP/IT security clearances and ensure all contractor personnel are designated as ADP/IT-I, ADP/IT-II, or ADP/IT-III where their duties meet the criteria of the position sensitivity designations. As required, the contractor shall contact the TMA Privacy Office for guidance on the appropriate ADP/IT levels for contractor personnel on the contract. The TMA Privacy Office

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procedures for personnel security are listed on the following website: http://www.tricare.osd.mil/tmaprivacy/personnel-security.cfm. A Common Access Card (CAC) will be issued by the government to contractor staff once the security investigation has been scheduled. The contractor shall use the CAC whenever accessing TMA/HA systems/networks. The CAC identifies the specific individual accessing TMA/HA systems/networks. 6.6.2 Contractor access to classified information: Not applicable to this task. 6.7 Development: Not applicable to this task. 6.8 Data Rights: Not applicable to this task. 6.9 Quality Assurance

The Government will review Monthly Progress Reports and will attend regular task performance review meetings with the contractor to survey quality of products and services according to the following plan. 6.9.1 Quality Assurance Surveillance Plan (QASP)

The Government intends to utilize a Quality Assurance Surveillance Plan (QASP) to monitor the quality of the contractor's performance. This plan provides a basis for the COR to evaluate the quality of the contractor's performance. The oversight provided for in the order and in this plan would help to ensure that service levels reach and maintain the required levels throughout the contract term. Further, the QASP provides the COR with a proactive way to avoid unacceptable or deficient performance, and provides verifiable input for the required Past Performance Information Assessments. The QASP will be finalized immediately following award and a copy provided to the contractor after award. The QASP is a living document and may be updated by the Government as necessary.

6.9.2

Performance Standards Summary Matrix.

By monitoring the contractor, the COR will determine whether the performance levels set forth in the order have been attained. Performance standards are specified in the summary matrix in the Standard and Acceptable Quality Level columns.

Task 1. Program Management Support (See Para 2.2.1)

Indicator Provide professional, technically knowledgeable staff to support TMA operations. Provide professional, technically knowledgeable

Standard Timeliness of completed projects.

Acceptable Quality Level 95% of assigned projects are accurately completed by the due date.

Method of Surveillance Observation and written or oral complaints.

Incentive Exercise of Option Period and past performance

2. Transition and Integration Contract Support (See

Timeliness of completed projects.

95% of assigned projects are accurately completed by the

Observation and written or oral complaints.

Exercise of Option Period and past performance

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Para 2.2.2)

3. OGC Support (See Para 2.2.3)

staff to support TMA transition efforts from TNEX to T-3 contracts. Provide professional para-legal support to OGC. Provide administrative support on an as required basis. Support the analyses and design of program options.

due date.

Timeliness of completed projects.

4. Administrative Support (See Para 2.2.4) 5. Special Studies and Trend Analysis (See Para 2.2.5)

Timeliness of completed projects.

a. Timeliness of completed projects. b. Quality of supporting documentation.

6. Subject Matter Expert (SME) Support (See Para 2.2.6)

Provide SMEs to support T-3 initiatives.

Timeliness of access to qualified expert personnel.

95% of assigned projects are accurately completed by the due date. 95% of assigned projects are accurately completed by the due date. a. 95% of assigned projects are accurately completed by the due date. b. Documentation is adequate to support conclusions or recommendations 95% of the time. SME will be available within 10 calendar days of notification of requirement.

Observation and written or oral complaints. Observation and written or oral complaints. Observation and written or oral complaints.

Exercise of Option Period and past performance Exercise of Option Period and past performance Exercise of Option Period and past performance

Observation and written or oral complaints.

Exercise of Option Period and past performance

6.9.3

Surveillance Process

The COR will conduct performance evaluations based on the required standards set forth in the performance standards summary above, and as specified in the QASP. 6.9.3.1 On-The-Spot Document Inspections The COR will perform random checks of the work products, files, and information data bases. 6.9.3.2 Quarterly Meetings The COR will meet with the contractor on a quarterly basis to assess performance and will provide a quarterly written assessment. 6.9.3.3 Observance and feedback from TMA customers and staff The COR will take note of any unacceptable observances during the work hours and will log negative feedback from other staff or TMA customers. 6.9.4 Performance Evaluation Process

The Contractor Performance Assessment Reporting System (CPARS) has been adopted by TMA to electronically capture assessment data and manage the evaluation process. CPARS is used to assesses a contractor's performance and provide a record, both positive and negative, on a given contract during a specific period of time. The CPARS

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process is designed with a series of checks and balances to facilitate the objective and consistent evaluation of contractor performance. Both government and contractor program management perspectives are captured on the CPAR form and together make a complete CPAR. Once the Assessing Official completes the proposed assessment for the period of performance, the CPARS is released to the appropriate Contractor Representative for their review and comments. User ID and Password will be provided to the designated Contractor Representative upon issuance of a task order. The contractor has 30 days after the Government's evaluation is completed to comment on the evaluation. The Contractor Representative must either concur or nonconcur to each CPAR. If the contractor concurs with the proposed assessment and the Reviewing Official does not wish to see the CPAR, the Assessing Official may close out the CPAR. Otherwise, they must forward the CPAR to the Reviewing Official for them to review, enter comments if appropriate, and close out. The Reviewing Official may at their option direct the Assessing Official to forward every CPAR to them for review. 6.10 6.10.1 Government Furnished Equipment (GFE)/ Information (GFI)/Facilities Government Furnished Facilities

The Government will provide office facilities, equipment, and materials for daily business use of staff called for under this order. This shall include office space, desk, telephone, chair, computer, shared printer, and requisite consumable materials. 6.10.2 Government Furnished Equipment/Information/Property

The contractor shall identify, in their proposal, any Government Furnished Equipment/Information or contractoracquired-Government Owned property (CAP), necessary to perform this task. This shall include any contractor purchased or acquired/ Government-owned items. Detailed Bills of Materials shall be submitted along with the proposal; noting part numbers, prices, and need dates for all required GFE. The contractor shall maintain a detailed inventory accounting system for Government Furnished Equipment/Material or CAP. The inventory accounting system must specify, as a minimum: product description (make, model), Government tag number, date of receipt, name of recipient, location of receipt, current location, purchase cost (if CAP), and contract/order number under which the equipment is being used. The contractor shall either: a) attach an update inventory report to each Monthly Progress Report, or b) certify that the inventory has been updated and is available for Government review. In either case the contractor's inventory listing must be available for Government review within one business day of COR request. 6.11 Section 508 Requirement: Not Applicable to this task. 7.0 7.1 APPLICABLE DOCUMENTS Compliance Documents: Not Applicable to this task. 7.2 Reference Documents

The following documents may be helpful to the contractor in performing the work described in this document:

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CLAUSES INCORPORATED BY REFERENCE

52.216-7 52.217-8

Allowable Cost And Payment Option To Extend Services

DEC 2002 NOV 1999

CLAUSES INCORPORATED BY FULL TEXT

EXPORT CONTRACT ACT COMPLIANCE (DEC 2006) (USAMRAA) The contractor shall assess the work to be performed in this effort to assure that all actions are in compliance with the Export Administration Regulations, 15 CFR Part 730 (EAR), of the Export Administration Act of 1979, 50 U.S.C. app. 2401-2420 (EAA). Technology listed in the Commerce Control List (CCL), 15 CFR Part 774, of the EAR shall not be exported or exposed to foreign nationals without the written consent of the U.S. Department of Commerce.

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 prior to contract expiration; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 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 12 months. (End of clause)