PRESOL | R | On-site Employee Assistance - QSLCHRS09Q0054

FBO DAILY ISSUE OF SEPTEMBER 05, 2009 FBO #2842
SOLICITATION NOTICE

R -- On-site Employee Assistance - QSLCHRS09Q0054

Notice Date: 9/3/2009
Notice Type: Combined Synopsis/Solicitation
NAICS: 541611 — Administrative Management and General Management Consulting Services
Contracting Office: Library of Congress, Contracts Services, Contracts Section, 101 Independence Ave SE, LA-325, Washington, District of Columbia, 20540-9411
ZIP Code: 20540-9411
Solicitation Number: QSLCHRS09Q0054
Archive Date: 9/11/2009
Point of Contact: A J Johnson, Phone: 202-707-9129
E-Mail Address: abjo@loc.gov
(abjo@loc.gov)
Small Business Set-Aside: N/A
Description: The Library of Congress seeks to provide on-site employee assistance counseling open to all staff for problem identification, problem solving, referral for treatment and appropriate service or resource. On-site Employee Assistance – QS LCHRS09Q0054 STANDARD LIBRARY OF CONGRESS TERMS AND CONDITIONS B.1SERVICES AND PRICING This is a Firm Fixed-Price (FFP) type contract that will result from this solicitation pursuant to FAR 16.2. The FAR clauses covering this contract are in Section I. B.2Pricing. B.2.1 Offerors must quote prices for all supplies and/or services required during the base period, as well as for each option period, in order to be considered for award. Partial pricing by an Offeror shall render the proposal non-responsive to the Library's requirements and the proposal shall not be considered for award. B.2.2 Unit prices quoted shall be inclusive of all the Offeror's direct costs (e.g., labor, maintenance, handling and transportation costs ), other direct costs (ODC’s), indirect costs, and profit. Offerors must include all costs associated with providing the services described in and required by the Solicitation/Contract. B.2.3 Offerors are cautioned that its price proposal may be rejected as non-responsive to the Solicitation/Contract requirements if it is materially unbalanced as to prices for the initial contract period or any option period. A price proposal is considered to be materially unbalanced when it is based on prices that are significantly less than cost for some items/work and prices that are significantly overstated for other items/work.. B.2.4 The Library shall not be responsible for compensating Offerors for any costs tied to Solicitation/Contract requirements but not factored into the proposed prices, either by the Offeror's intention or by mistake. B.3Prices/Costs The Offerors shall complete the Pricing Schedule/Pricing Table below or submit under separate cover pricing information for each line item for the base and option periods listed. Offerors warrant that the prices in this proposal do not include any allowance for any contingency to cover increased costs for which economic adjustment is provided herewith. CLIN 0001Expert consulting rate per hour $ x #of hours = $ End of Clause C.1. STATEMENT OF WORK FOR ON-SITE EMPLOYEE ASSISTANCE COUNSELOR C.1.1. BACKGROUND The Library of Congress seeks to provide on-site employee assistance counseling open to all staff for problem identification, problem solving, referral for treatment and appropriate service or resource. C.2. GENERAL REQUIREMENTS Confidential counseling service helping employees of the Library of Congress, their spouses, domestic partners, and benefits eligible dependents to meet today's challenges. C.3. SPECIFIC REQUIREMENTS 1.Maintain office hours at least three days per week to provide employee assistance counseling open to all staff for problem identification, problem solving, referral for treatment and appropriate service or resource. 2.In the event the provider is unable to fully meet the needs of the staff member, they will use assessment, diagnosis, and referral skills to locate the most appropriate cost effective resource for the client. 3.Consult with managers and supervisors on issues of workforce performance and the prevention of workplace violence. 4.Provide group counseling for specific work units experiencing community loss or other impacting emotional or social event. 5.Arrange for a series of daytime seminars which address topics designed to assist Library staff in meeting work and personal needs. 6.Establish and/or maintain successful working relationships with leadership of employee labor organizations. 7.Partipation in and coordination with the organizers of Library sponsored health fairs and provider open houses. C.4. DELIVERABLES 1.Information will be provided monthly to agency representative reporting on staff usage. 2.Information will be provided after each daytime seminar which addresses satisfaction with topics covered and quality of presenters. 3.Daytime seminar series (usually monthly) on a variety of subjects of interest and use to Library staff, including qualified presenters. END OF CLAUSE SECTION D - PACKAGING AND MARKING D.1Payment of Postage Fees. All postage and fees related to submission of information, including forms, and reports, etc., to the Contracting Officer or Contracting Officer’s Technical Representative (COTR) or other persons designated to receive, shall be paid by the Contractor. D.2Markings. All information submitted to the CO or the COTR or other Library personnel designated to receive deliverables shall clearly indicate the following information: a. Agency/Requiring LOC Service Unit and MAIL STOP/Room Number b. Description of information/data being submitted c. Contract Number d. Contractor Name and Address END OF CLAUSE SECTION E - INSPECTION AND ACCEPTANCE E.1Contractor Responsibility The Contractor is responsible for the day-to-day inspection and monitoring of the Contractor work performed to ensure compliance with contract requirements. The results of all contractor quality control inspections conducted shall be documented on inspection reports and provided to the COTR, as requested. All work performed under this contract shall be of the highest quality and in keeping with the best practices of the industry. Services rendered under this contract shall be of sufficient quality to ensure timely delivery of supplies/provision of services, and optimum satisfaction of Human Resource Services and adequate protection of Government's assets. E.2Inspection and Acceptance Commercial items or services under this contract shall be inspected and accepted in accordance with LOC 52.212-4 Contract Terms and Conditions – Commercial Items, As Modified by the Library of Congress (FEB 2008) E.3LOC 52.246-4, Inspection of Services -- Fixed-Price. (Aug 1996) As Modified By the Library of Congress (a) Definitions. "Services," as used in this clause, includes services performed, workmanship, and material furnished or utilized in the performance of services. (b) The Contractor shall provide and maintain an inspection system acceptable to the Library covering the services under this contract. Complete records of all inspection work performed by the Contractor shall be maintained and made available to the LOC during contract performance and for as long afterwards as the contract requires. (c) The LOC has the right to inspect and test all services called for by the contract to the extent practicable at all times and places during the term of the contract. The LOC shall perform inspections and tests in a manner that will not unduly delay the work. (d) If the Government performs inspections or tests on the premises of the Contractor or a subcontractor, the Contractor shall furnish, and shall require subcontractors to furnish, at no increase in contract price, all reasonable facilities and assistance for the safe and convenient performance of these duties. (e) If any of the services do not conform to contract requirements, the Government may require the Contractor to perform the services again in conformity with contract requirements, at no increase in contract amount. When the defects in services cannot be corrected by re-performance, the Government may (1) Require the Contractor to take necessary action to ensure that future performance conforms to contract requirements, and (2) Reduce the contract price to reflect the reduced value of the services performed. (f) If the Contractor fails to promptly perform the services again or to take the necessary action to ensure future performance in conformity with contract requirements, the Government may (1) By contract or otherwise, perform the services and charge to the Contractor any cost incurred by the Government that is directly related to the performance of such service, or (2) Terminate the contract for default. (g) 20 days prior to the starting date of the contract, the Contractor shall submit to the Contracting Officer a list giving the name of the manufacturer, the brand name and intended use of each of the materials that he proposes to use in the performance of the work. The Contractor shall not use any materials which the Library determines would be unsuitable for the purpose or harmful to the surfaces to which applied, or to any other part of the building, its content, or equipment. (h) The Library has the right either to reject or to require correction of nonconforming materials. Materials are nonconforming when they are defective in material or workmanship or are otherwise not in conformity with contract requirements. The Library may reject nonconforming materials with or without disposition instructions. (j) The Contractor shall remove materials rejected or required to be corrected. However, the Contracting Officer may require or permit correction in place, promptly after notice, by and at the expense of the Contractor. The Contractor shall not tender for acceptance corrected or rejected materials without disclosing the former rejection or requirement for correction, and, when required, shall disclose the corrective action taken. E.4Performance Evaluation Meetings The Contractor's Point of Contact (POC) (refer to section or paragraph in SOW or PWS) may be required to meet at least weekly with the Contracting Officer or Contracting Officer's Technical Representative (COTR) during the first month of this contract. Meetings will be as often as necessary thereafter as determined by the Contracting Officer or COTR. However, at the Contractor's request, a meeting may be held whenever a contract discrepancy report is issued. END OF CLAUSE SECTION F - DELIVERIES OR PERFORMANCE F.152.252-01 Clauses Incorporated by Reference 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 address: http://www.arnet.gov/far/ F.2Period of Performance The period of performance for this contract will be from 09/26/2009 thru 09/24/2009. F.3Place of Performance All work associated with this contract shall be performed at the following addresses: Library of Congress. 101 Independence Avenue, SE Washington, DC 20540 F.4 Required Delivery Schedule The Library requires delivery to be made according to the following schedule: Item No. Description Quantity Within Days After Date of Contract Award 0001 HR Consulting 1 LOT 09/26/2009 thru 09/24/2009 Services F.5All deliverables or reports required under this contract shall be marked with the LC Contract number and the task/delivery/purchase order number. Deliverables, reports and other documents may also be requested to be submitted electronically and shall be clearly identified as stated herein. For Equipment Deliveries Send to: Library of Congress Shipping and Receiving Landover Center Annex 1701 Brightseat Road Landover, MD 20785 Shipping Office Phone Number:202-707-0426 Shipping Office Fax Number: 202-707-8603 END OF CLAUSE SECTION G - CONTRACT ADMINISTRATION DATA G.1TECHNICAL DIRECTION A Contracting Officer's Technical Representative (COTR) may be designated to represent the Contracting Officer for the purpose of coordinating with the vendor in administering the technical aspects of performance. The COTR may issue written or oral instructions to fill in details in the scope of work set forth in this contract via the Contracting Officer. The COTR is not authorized, however, to make any changes which affect the contract amount, terms and conditions. The LC Contracting Officer is the only party authorized to make any changes which affect the terms and conditions of this contract or to bind the Library of Congress. (1)Direction to the Contractor to assist in accomplishing the requirements as indicated in the Statement of Work. (2)Comments on and approval of reports and/or other deliverables. G.2 COTR Information The Contracting Officer's Technical Representative (COTR) will provide technical direction on contract performance. The COTR per this contract is: Susan Frieswyk Worklife Service Center Director Office of the Librarian 202-707-6959 phone sfri@crs.loc.gov G.3 Contracting Officer Absenia Johnson Jr. Office of Contracts and Grants Management 202-707-9129 phone abjo@loc.gov END OF CLAUSE SECTION H - SPECIAL CONTRACT REQUIREMENTS The Contractor shall comply with the previsions in this section, paragraph, applicable to commercial services, that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or executive orders applicable to acquisitions of commercial items. H.1Interpretation of Contract Requirements No interpretation of any provisions of this contract, including applicable specifications, shall be binding on the Library unless furnished or agreed to in writing by the CO. H.2Contractor Commitments, Warranties, Representations. Any written commitment by the Contractor within the scope of this contract shall be binding upon the Contractor. Failure of the Contractor to fulfill any such commitment shall be cause for the Library to render the Contractor liable under the default provisions for damages due to the Library, under the terms of this contract. For the purpose of this contract, a written commitment by the Contractor is limited to the proposal submitted by the Contractor, and to specific written amendments to its proposal. Written commitment by the Contractor are further defined as including (1) any warranty or representation made by the Contractor in a proposal as to performance, (2) any warranty or representation made by the Contractor described in (1) above, made in any literature descriptions, drawings, or specifications accompanying or referred to in a proposal. H.3Use of Library of Congress Name or Contractual Relationship in Advertising. The Contractor agrees not to refer to awards or contracts with the Library in commercial advertising in such a manner as to state or imply that the products or services provided are endorsed or preferred by the Library or is superior to other products or services. The Contractor also agrees not to distribute or release any information which states or implies that the Library endorses, uses, or distributes the Contractor's products or services. H.4News Releases No news releases pertaining to this contract will be made without agency approval, as appropriate, and then only upon written approval received from the Contracting Officer H.5Delegation of Authority for Contract Administration The (insert name of authorized SU official or his authorized representative shall act for and on behalf of the CO with respect to Inspection and Acceptance as follows: (a) Evaluation of an overall basis of acceptability of workmanship and contractor compliance with technical requirements; and (b) The approval and acceptance of work performed under this contract. This delegation does not authorize the modification of any of the contract provisions, terms or conditions. All authority not herein delegated, is reserved to the CO. H.6Conduct of Work The personnel employed by the Contractor shall be capable employees qualified in this type of work. The Contractor shall be responsible for all damage to Library property by the activities of his employees resulting from these operations. The Contracting Officer may require removal from work on this contract any employee(s) that may be deemed incompetent, careless, insubordinate, unsuitable, or otherwise objectionable, or whose continued employment is deemed contrary to the public interest or inconsistent with the best interest of or the security of the Library H.7Indemnification The Contractor shall indemnify and hold harmless the Library of Congress and its officers, agents, representatives, and employees from all claims, loss damage, actions, causes of action, expenses and/or liability resulting from or on account of any personal/injury or property damage received or sustained by any person, or property damage growing out of, occurring or attributable to any work performed or related to this contract, regardless of whether such claims, loss damage, actions, cause of actions expense and/or liability may be attributable to the fault, failure or negligence of the Contractor. H.8Consequences of Contractor's Failure to Perform Required Firm-¬Fixed Labor Services. (a) The Contractor is responsible to totally fulfill the performance requirements of this contract. In addition to FAR Clause 52.246-4, Inspection of Services- Fixed Price (Aug 1996) (refer to Section E), the Government will deduct from the Contractor's invoice or otherwise withhold payment for any items of nonconforming service as specified below. (i) The Government may apply an inspection technique which covers all or part of the work to either assess the Contractor's performance or determine the amount of payment due or both. The defect rate, for the purpose of assessing the Contractor's performance, when the periodic or 100 percent surveillance methods are used will be the sum of all defects observed during the course of the work expressed as a percentage of the total lot population of work items on a monthly basis. When the random sampling method of surveillance is used, the total lot defect rate will be the defect rate derived from inspection of a lot sample, expressed as a percentage of the lot sample size, and applied to the total lot population of work items on a monthly basis. (ii) A contract requirement may be composed of several service subtasks. A contract requirement may be determined to be partially complete if the Contractor satisfactorily completes some, but not all, of the service subtasks requirements. Any incomplete service subtask requirement or service requirement that does not meet the output's associated standard is a defect. Defects may result in deductions being taken from the Contractor's invoice. (iii) The Government will give the Contractor written notice of defects or deficiencies or otherwise prior to deducting for non-performed or unsatisfactory work. (iv) In addition to all of the rights the Government may have, the Government will, for defects, make the deductions, as set forth below. (A) In the case of non-performed work, the Government: (1) Will deduct from the Contractor's invoice all amounts associated with such non-performed work at the prices established by the Contracting Officer unless the Contractor is permitted or required to perform pursuant to paragraph (2) below and satisfactorily completes the work (2) May, at its option. afford the Contractor an opportunity to perform the non-performed work within a reasonable period subject to the discretion of the COTR, but in no event longer than two (2) hours in the case of daily services or 24 hours in the case of all other services, of the notice to the Contractor of such non-performance, at no additional cost to the Government;. (B) In the case of unsatisfactory work, the Government: (1) Will deduct from the Contractor's invoice all amounts associated with such unsatisfactory work at the prices established by the Contracting Officer. (2) May, at its option, afford the Contractor an opportunity to perform the unsatisfactory work within a reasonable period subject to the discretion of the COTR, but in no event longer than two (2) hours in the case of daily services, or 24 hours in the case of all other services, of the notice to the Contractor of such unsatisfactory work, at no additional cost to the Government; (b) Should the Government elect options (iv) (A) (1), (iv) (A)(2), (iv)(B)(1), or (iv)(B) (2) above, the Government will not assess additional remedies if: (1) The Contractor is working in good faith with the Government to correct the problem(s) in the future; (2) The Contractor does not have a repetitive trend of non-performed and unsatisfactory work for the same requirements; and (3) The Contractor is willing to re-perform defective services at no additional cost to the Government. (c) Where the Government exercises its options in (iv)(A)(2) or (iv)(B)(2), the Contractor's original inspection results shall not be modified upon re-inspection. Instead, any payment reduction shall be offset by a credit for satisfactory re-performance. (d) The Government's exercise of rights under this clause shall not preclude either: (1) single occurrences of such nonperformance or unsatisfactory performance, or (2) multiple occurrences of non-performance or unsatisfactory performance, regardless of whether deductions were taken, from being grounds for termination in accordance with the FAR clause 52.249-8, “DEFAULT” (Fixed Price Supply and Service)” in Section I. H.9SECURTY REQUIREMENTS H.9.1 Information Technology Security H.9.1.1 Computer Security Policy. The Library requires anyone using or accessing its digital assets (including networks, servers, workstations, systems, data, web pages, and email) to protect and use them for official business, and only in accordance with Library regulations and bargaining agreements. Unauthorized or inappropriate use may result in disciplinary actions. H.9.1.2 Privacy Policy. No one has the right to privacy while using any Library computer system, including internet or email services as usage may be monitored. H.9.1.3 Level of Access. The Library Services’ (LS) Host Office will determine the level of access to the Library’s IT equipment, staff and software needed to successfully perform under this Agreement. Access may include email, word processing, internet, and intranet. H.9.1.4 Mandatory IT Security Training. Within the first 10 working days at the Library, all persons must take mandatory training in information systems security prior to use of or access to any of the Library’s digital assets. The required training is available on-line at http://www.loc.gov/staff/cld/, or from outside the Library, at http://olc.loc.gov H.9.2Collections Security H.9.2.1 Policy. The Library is a public institution responsible for making its resources (collections and staff) available to the Congress and the American people. To achieve a balance between access and security, the Library requires everyone (staff, visitors, interns, contractors, etc.), to always use due diligence and protect its assets during use. H.9.2.2 Access to the Collections. Physical access to Library collections is limited to staff and/or determined by the host LS office. In addition, established requesting processes in the various readings rooms must be followed. H.9.2.3 Loan Privileges. Borrowing materials d for personal use from the Library’s collections is limited to regular Library staff, including full- and part-time staff in permanent, conditional, indefinite, or temporary status. Loans for internal use, Library work-related purposes, are allowed for both employees and non-employees. H.9.3Physical Security. H.9.3.1 Policy. Access to Library buildings and grounds is governed by the provisions of Library of Congress Regulations, Series 1800. Employees and non-employees must comply with these and any other requirements and restrictions which the Library, or a sub-element of it may impose. H.9.3.2 Loan of Library Property. All loans of Library property must be approved and documented by the host Library Services office. A library “General Pass” (Form LW 12/54 (rev2/88)) for property must be completed for each loan. H.9.3.3 Liability – Loss or Damage of library Property. Use or loan of all Library property and signature on this contract means that the user acknowledges and agrees to: (a) return all U.S. Government items and property issued in the same condition as borrowed ; (b) accept responsibility and liability for the negligent loss or damage of issued or borrowed Library property; and (c) use the loaned property for Library purposes and not loan such property to any other person. END OF CLAUSE SECTION I – CONTRACT CLAUSES I.1FAR Clauses I.1.1 FAR 52.252-2 - Clauses Incorporated by Reference (FEB 1998) This contract incorporates the following 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 address: http://www.arnet.gov. 52.202-1Definitions (Jul 2004)52.225-3Buy American Act-Free Trade Agreements – Israeli Trade Act (Feb 2009) 52.212-1Instruction to Offerors-Commercial Items (Jun 2008) 52.225-13 Restrictions on Certain Foreign Purchases (Jun 2008) 52.222-19Child Labor – Cooperation with Authorities and Remedies (Feb 2008) 52.232-33 Payment by Electronic Funds Transfer –Central Contractor Registration (Oct 2003) 52.222.-50Combating Trafficking in Persons (Feb 2009)52.233-3 Protest After Award (Aug 1996) 52.222-21Prohibition of Segregated Facilities (Feb 1999)52.233-4Applicable Law for Breach of Contract Claim (Oct 2004) 52.222-26 Equal Opportunity (Mar 2007) (E.O. 11246) 52.246-1Contractor Inspection Requirement (Apr 1984) 52.222-36Affirmative Action for Workers with Disabilities (June 1998) 52.249-8Default (Fixed-Price Supply & Services) (Apr 1984) 52.242-15Stop Work Order (AUG 1989) 52.242-17Government Delay of Work (APR 1984) 52.247-34F.O.B. Destination (NOV 1991) The Contractor shall comply with the FAR clauses in this paragraph, applicable to commercial services, that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or executive orders applicable to acquisitions of commercial items. 52.222-41, Service Contract Act of 1965 (Nov 2007)(41 U.S.C. 351, et seq.). 52.222-42, Statement of Equivalent Rates for Federal Hires (May 1989)(29 U.S.C. 206 and 41 U.S.C. 351, et seq.). 52.222-43, Fair Labor Standards Act and Service Contract Act – Price Adjustment (Multiple Year and Option Contracts) (Nov 2006)(29 U.S.C.206 and 41 U.S.C. 351, et seq.). 52.222-44, Fair Labor Standards Act and Service Contract Act – Price Adjustment (multiple Year and Option Contracts) (Nov 2006) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.). FULL TEXT OF LOC MODIFIED CLAUSES FOR PURCHASE ORDERS FOR NON-COMMERCIAL ITEMS USING SIMPLIFIED ACQUSITION PROCEDURES. LOC 52.209-7 Security Requirements for On-Site Contractor Personnel (Jun 2009). (a) Personnel provided under this contract shall not be under pending charges and shall have not been convicted of any felony within the last 10 years, or any misdemeanor within the last 5 years (excepting minor motor vehicle infractions for which the individual paid a fine or posted collateral in the amount of $300 or less), which would indicate violent or disruptive conduct, dishonest conduct, untrustworthiness or unreliability which could reasonably affect performance on the contract or pose a security concern with respect to access to Library buildings or grounds, property or collections. Note that the term "convicted" would include a disposition of "probation" or "probation before judgment." (b) Should any person employed by the contractor to perform work under this contract be convicted of any of the aforesaid offenses, the contractor agrees to remove the individual from the contract performance and return all Library building and stack passes issued to the individual. The contractor also agrees to remove any individual under pending charges for any felony or misdemeanor with the exceptions noted above until such time as the final disposition is known. (c) Upon request of the Library, the contractor will identify personnel to be assigned to work under the contract and submit a FD-258 (contractor fingerprint chart) and any other necessary administrative forms provided by the Library so that a background check may be conducted. The parties agree that the Library has final authority to determine the suitability of contractor personnel who perform work under this contract. Nevertheless, the fact that the Library may conduct background checks on assigned contractor personnel does not relieve the contractor of the responsibility to provide qualified, reliable personnel of sound character and conduct. (End of Clause) LOC 52.212-0001 OFFEROR ANNUAL REPRESENTATIONS AND CERTIFICATIONS (Jun 2009). The prospective contractor shall complete the electronic annual representations and certifications, FAR 52.212-3 Offeror Representations and Certifications –Commercial Items (Feb 2009) at http://orca.bpn.gov in conjunction with required registration in the Central Contractor Registration (CCR) database (see FAR 4.1102). The Offeror shall submit to the Contracting Officer a copy of the completed representations and certifications with its offer. The prospective contractor shall update the representations and certifications submitted to ORCA as necessary, but at least annually, to ensure they are kept current, accurate, and complete. The representations and certifications are effective until one year from date of submission or update to ORCA. LOC 52.212-4 Contract Terms and Conditions - Commercial Items (Mar 2009) - Alternate 1 (Oct 2008) —As Modified by the Library of Congress (Jun 2009) (a) Inspection/Acceptance. (1) The Government has the right to inspect and test all materials furnished and services performed under this contract, to the extent practicable at all places and times, including the period of performance, and in any event before acceptance. The Government may also inspect the plant or plants of the Contractor or any subcontractor engaged in contract performance. The Government will perform inspections and tests in a manner that will not unduly delay the work. (2) If the Government performs inspection or tests on the premises of the Contractor or a subcontractor, the Contractor shall furnish and shall require subcontractors to furnish all reasonable facilities and assistance for the safe and convenient performance of these duties. (3) Unless otherwise specified in the contract, the Government will accept or reject services and materials at the place of delivery as promptly as practicable after delivery, and they will be presumed accepted 60 days after the date of delivery, unless accepted earlier. (4) At any time during contract performance, but not later than 6 months (or such other time as may be specified in the contract) after acceptance of the services or materials last delivered under this contract, the Government may require the Contractor to replace or correct services or materials that at time of delivery failed to meet contract requirements. Except as otherwise specified in paragraph (a)(6) of this clause, the cost of replacement or correction shall be determined under paragraph (i) of this clause, but the “hourly rate” for labor hours incurred in the replacement or correction shall be reduced to exclude that portion of the rate attributable to profit. Unless otherwise specified below, the portion of the “hourly rate” attributable to profit shall be 10 percent. The Contractor shall not tender for acceptance materials and services required to be replaced or corrected without disclosing the former requirement for replacement or correction, and, when required, shall disclose the corrective action taken. [Insert portion of labor rate attributable to profit.] (5)(i) If the Contractor fails to proceed with reasonable promptness to perform required replacement or correction, and if the replacement or correction can be performed within the ceiling price (or the ceiling price as increased by the Government), the Government may— (A) By contract or otherwise, perform the replacement or correction, charge to the Contractor any increased cost, or deduct such increased cost from any amounts paid or due under this contract; or (B) Terminate this contract for cause. (ii) Failure to agree to the amount of increased cost to be charged to the Contractor shall be a dispute under the Disputes clause of the contract. (6) Notwithstanding paragraphs (a)(4) and (5) above, the Government may at any time require the Contractor to remedy by correction or replacement, without cost to the Government, any failure by the Contractor to comply with the requirements of this contract, if the failure is due to— (i) Fraud, lack of good faith, or willful misconduct on the part of the Contractor's managerial personnel; or (ii) The conduct of one or more of the Contractor’s employees selected or retained by the Contractor after any of the Contractor’s managerial personnel has reasonable grounds to believe that the employee is habitually careless or unqualified. (7) This clause applies in the same manner and to the same extent to corrected or replacement materials or services as to materials and services originally delivered under this contract. (8) The Contractor has no obligation or liability under this contract to correct or replace materials and services that at time of delivery do not meet contract requirements, except as provided in this clause or as may be otherwise specified in the contract. (9) Unless otherwise specified in the contract, the Contractor's obligation to correct or replace Government-furnished property shall be governed by the clause pertaining to Government property. (b) Assignment. The Contractor or its assignee may assign its rights to receive payment due as a result of performance of this contract to a bank, trust company, or other financing institution, including any Federal lending agency in accordance with the Assignment of Claims Act (31 U.S.C. 3727). However, when a third party makes payment (e.g., use of the Governmentwide commercial purchase card), the Contractor may not assign its rights to receive payment under this contract. (c) Changes. Changes in the terms and conditions of this contract may be made only by written agreement of the parties. (d) Disputes. This contract is subject to LOC 52.233-1, Disputes (Jul 2002) - As Modified by the Library of Congress (Feb 2008). (e) Definitions. (1) The clause at FAR 52.202-1, Definitions (Jul 2004), is incorporated herein by reference. As used in this clause— (i) Direct materials mean those materials that enter directly into the end product, or that are used or consumed directly in connection with the furnishing of the end product or service. (ii) Hourly rate means the rate(s) prescribed in the contract for payment for labor that meets the labor category qualifications of a labor category specified in the contract that are— (A) Performed by the contractor; (B) Performed by the subcontractors; or (C) Transferred between divisions, subsidiaries, or affiliates of the contractor under a common control. (iii) Materials means— (A) Direct materials, including supplies transferred between divisions, subsidiaries, or affiliates of the contractor under a common control; (B) Subcontracts for supplies and incidental services for which there is not a labor category specified in the contract; (C) Other direct costs (e.g., incidental services for which there is not a labor category specified in the contract, travel, computer usage charges, etc.); (D) The following subcontracts for services which are specifically excluded from the hourly rate: [Insert any subcontracts for services to be excluded from the hourly rates prescribed in the schedule.]; and (E) Indirect costs specifically provided for in this clause. (iv) Subcontract means any contract, as defined in FAR Subpart 2.1, entered into with a subcontractor to furnish supplies or services for performance of the prime contract or a subcontract including transfers between divisions, subsidiaries, or affiliates of a contractor or subcontractor. It includes, but is not limited to, purchase orders, and changes and modifications to purchase orders. (f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence such as, acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to the Contracting Officer of the cessation of such occurrence. (g) Invoice. (1) The Contractor shall submit an invoice via email to: fsdacc@loc.gov. An invoice must include— (i) Name and address of the Contractor; (ii) Invoice date and number; (iii) Contract number, contract line item number and, if applicable, the order number; (iv) Description, quantity, unit of measure, unit price and extended price of the items delivered; (v) Shipping number and date of shipment, including the bill of lading number and weight of shipment if shipped on Government bill of lading. A freight bill shall be submitted for any shipping charges in excess of $400. (vi) Terms of any discount for prompt payment offered; (vii) Name and address of official to whom payment is to be sent; (viii) Name, title, and phone number of person to notify in event of defective invoice; and (ix) Taxpayer Identification Number (TIN). The Contractor shall include its TIN on the invoice only if required elsewhere in this contract. (x) 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, contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer—Central Contractor Registration, or 52.232-34, Payment by Electronic Funds Transfer—Other Than Central Contractor Registration), or applicable agency procedures. (C) EFT banking information is not required if the Government waived the requirement to pay by EFT. (2) Invoices will be handled in accordance with LOC 52.232-25 Prompt Payment (Oct 2008) -As Modified by the Library of Congress (Jun 2009) (h) Patent indemnity. The Contractor shall indemnify the Government and its officers, employees and agents against liability, including costs, for actual or alleged direct or contributory infringement of, or inducement to infringe, any United States or foreign patent, trademark or copyright, arising out of the performance of this contract, provided the Contractor is reasonably notified of such claims and proceedings. (i) Payment. (1) Services accepted. Payment shall be made for services accepted by the Government that have been delivered to the delivery destination(s) set forth in this contract. The Government will pay the Contractor as follows upon the submission of commercial invoices approved by the Contracting Officer: (i) Hourly rate. (A) The amounts shall be computed by multiplying the appropriate hourly rates prescribed in the contract by the number of direct labor hours performed. Fractional parts of an hour shall be payable on a prorated basis. (B) The rates shall be paid for all labor performed on the contract that meets the labor qualifications specified in the contract. Labor hours incurred to perform tasks for which labor qualifications were specified in the contract will not be paid to the extent the work is performed by individuals that do not meet the qualifications specified in the contract, unless specifically authorized by the Contracting Officer. (C) Invoices may be submitted once each month (or at more frequent intervals, if approved by the Contracting Officer) to the Contracting Officer or the authorized representative. (D) When requested by the Contracting Officer or the authorized representative, the Contractor shall substantiate invoices (including any subcontractor hours reimbursed at the hourly rate in the schedule) by evidence of actual payment, individual daily job timecards, records that verify the employees meet the qualifications for the labor categories specified in the contract, or other substantiation specified in the contract. (E) Unless the Schedule prescribes otherwise, the hourly rates in the Schedule shall not be varied by virtue of the Contractor having performed work on an overtime basis. (1) If no overtime rates are provided in the Schedule and the Contracting Officer approves overtime work in advance, overtime rates shall be negotiated. (2) Failure to agree upon these overtime rates shall be treated as a dispute under the Disputes clause of this contract. (3) If the Schedule provides rates for overtime, the premium portion of those rates will be reimbursable only to the extent the overtime is approved by the Contracting Officer. (ii) Materials. (A) If the Contractor furnishes materials that meet the definition of a commercial item at FAR 2.101, the price to be paid for such materials shall be the contractor's established catalog or market price, adjusted to reflect the— (1) Quantities being acquired; and (2) Any modifications necessary because of contract requirements. (B) Except as provided for in paragraph (i)(1)(ii)(A) and (D)(2) of this clause, the Government will reimburse the Contractor the actual cost of materials (less any rebates, refunds, or discounts received by the contractor that are identifiable to the contract) provided the Contractor— (1) Has made payments for materials in accordance with the terms and conditions of the agreement or invoice; or (2) Makes these payments within 30 days of the submission of the Contractor’s payment request to the Government and such payment is in accordance with the terms and conditions of the agreement or invoice. (C) To the extent able, the Contractor shall— (1) Obtain materials at the most advantageous prices available with due regard to securing prompt delivery of satisfactory materials; and (2) Give credit to the Government for cash and trade discounts, rebates, scrap, commissions, and other amounts that are identifiable to the contract. (D) Other Costs. Unless listed below, other direct and indirect costs will not be reimbursed. (1) Other Direct Costs. The Government will reimburse the Contractor on the basis of actual cost for the following, provided such costs comply with the requirements in paragraph (i)(1)(ii)(B) of this clause: [Insert each element of other direct costs (e.g., travel, computer usage charges, etc. Insert “None” if no reimbursement for other direct costs will be provided. If this is an indefinite delivery contract, the Contracting Officer may insert “Each order must list separately the elements of other direct charge(s) for that order or, if no reimbursement for other direct costs will be provided, insert ‘None’.”] (2) Indirect Costs (Material Handling, Subcontract Administration, etc.). The Government will reimburse the Contractor for indirect costs on a pro-rata basis over the period of contract performance at the following fixed price: [Insert a fixed amount for the indirect costs and payment schedule. Insert “$0” if no fixed price reimbursement for indirect costs will be provided. (If this is an indefinite delivery contract, the Contracting Officer may insert “Each order must list separately the fixed amount for the indirect costs and payment schedule or, if no reimbursement for indirect costs, insert ‘None’).”] (2) Total cost. It is estimated that the total cost to the Government for the performance of this contract shall not exceed the ceiling price set forth in the Schedule and the Contractor agrees to use its best efforts to perform the work specified in the Schedule and all obligations under this contract within such ceiling price. If at any time the Contractor has reason to believe that the hourly rate payments and material costs that will accrue in performing this contract in the next succeeding 30 days, if added to all other payments and costs previously accrued, will exceed 85 percent of the ceiling price in the Schedule, the Contractor shall notify the Contracting Officer giving a revised estimate of the total price to the Government for performing this contract with supporting reasons and documentation. If at any time during the performance of this contract, the Contractor has reason to believe that the total price to the Government for performing this contract will be substantially greater or less than the then stated ceiling price, the Contractor shall so notify the Contracting Officer, giving a revised estimate of the total price for performing this contract, with supporting reasons and documentation. If at any time during performance of this contract, the Government has reason to believe that the work to be required in performing this contract will be substantially greater or less than the stated ceiling price, the Contracting Officer will so advise the Contractor, giving the then revised estimate of the total amount of effort to be required under the contract. (3) Ceiling price. The Government will not be obligated to pay the Contractor any amount in excess of the ceiling price in the Schedule, and the Contractor shall not be obligated to continue performance if to do so would exceed the ceiling price set forth in the Schedule, unless and until the Contracting Officer notifies the Contractor in writing that the ceiling price has been increased and specifies in the notice a revised ceiling that shall constitute the ceiling price for performance under this contract. When and to the extent that the ceiling price set forth in the Schedule has been increased, any hours expended and material costs incurred by the Contractor in excess of the ceiling price before the increase shall be allowable to the same extent as if the hours expended and material costs had been incurred after the increase in the ceiling price. (4) Access to records. At any time before final payment under this contract, the Contracting Officer (or authorized representative) will have access to the following (access shall be limited to the listing below unless otherwise agreed to by the Contractor and the Contracting Officer): (i) Records that verify that the employees whose time has been included in any invoice meet the qualifications for the labor categories specified in the contract; (ii) For labor hours (including any subcontractor hours reimbursed at the hourly rate in the schedule), when timecards are required as substantiation for payment— (A) The original timecards (paper-based or electronic); (B) The Contractor’s timekeeping procedures; (C) Contractor records that show the distribution of labor between jobs or contracts; and (D) Employees whose time has been included in any invoice for the purpose of verifying that these employees have worked the hours shown on the invoices. (iii) For material and subcontract costs that are reimbursed on the basis of actual cost— (A) Any invoices or subcontract agreements substantiating material costs; and (B) Any documents supporting payment of those invoices. (5) Overpayments/Underpayments. Each payment previously made shall be subject to reduction to the extent of amounts, on preceding invoices, that are found by the Contracting Officer not to have been properly payable and shall also be subject to reduction for overpayments or to increase for underpayments. The Contractor shall promptly pay any such reduction within 30 days unless the parties agree otherwise. The Government within 30 days will pay any such increases, unless the parties agree otherwise. The Contractor’s payment will be made by check. If the Contractor becomes aware of a duplicate invoice payment or that the Government has otherwise overpaid on an invoice payment, the Contractor shall: (i) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the— (A) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment); (B) Affected contract number and delivery order number, if applicable; (C) Affected contract line item or subline item, if applicable; and (D) Contractor point of contact. (ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer. (6) Interest. (i) Interest penalties will be handled in accordance with the interest penalty provisions in LOC 52.232-25, Prompt Payment (Oct 2008) – As Modified by the Library of Congress (Jun 2009) (ii) Upon receipt and approval of the invoice designated by the Contractor as the “completion invoice” and supporting documentation, and upon compliance by the Contractor with all terms of this contract, any outstanding balances will be paid within 30 days unless the parties agree otherwise. The completion invoice, and supporting documentation, shall be submitted by the Contractor as promptly as practicable following completion of the work under this contract, but in no event later than 1 year (or such longer period as the Contracting Officer may approve in writing) from the date of completion. (7) Release of claims. The Contractor, and each assignee under an assignment entered into under this contract and in effect at the time of final payment under this contract, shall execute and deliver, at the time of and as a condition precedent to final payment under this contract, a release discharging the Government, its officers, agents, and employees of and from all liabilities, obligations, and claims arising out of or under this contract, subject only to the following exceptions. (i) Specified claims in stated amounts, or in estimated amounts if the amounts are not susceptible to exact statement by the Contractor. (ii) Claims, together with reasonable incidental expenses, based upon the liabilities of the Contractor to third parties arising out of performing this contract, that are not known to the Contractor on the date of the execution of the release, and of which the Contractor gives notice in writing to the Contracting Officer not more than 6 years after the date of the release or the date of any notice to the Contractor that the Government is prepared to make final payment, whichever is earlier. (iii) Claims for reimbursement of costs (other than expenses of the Contractor by reason of its indemnification of the Government against patent liability), including reasonable incidental expenses, incurred by the Contractor under the terms of this contract relating to patents. (8) Prompt payment. The Government will make payment in accordance with LOC 52.232-25 Prompt Payment (Oct 2008) - As Modified by the Library of Congress (June 2009). (9) Electronic Funds Transfer (EFT). If the Government makes payment by EFT, see 52.212-5(b) for the appropriate EFT clause. (10) Discount. In connection with any discount offered for early payment, time shall be computed from the date of the invoice. For the purpose of computing the discount earned, payment shall be considered to have been made on the date which appears on the payment check or the specified payment date if an electronic funds transfer payment is made. (j) Risk of loss. Unless the contract specifically provides otherwise, risk of loss or damage to the supplies provided under this contract shall remain with the Contractor until, and shall pass to the Government upon: (1) Delivery of the supplies to a carrier, if transportation is f.o.b. origin; or (2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation is f.o.b. destination. (k) Taxes. The contract price includes all applicable Federal, State, and local taxes and duties. (l) Termination for the Government’s convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the Contractor shall be paid an amount for direct labor hours (as defined in the Schedule of the contract) determined by multiplying the number of direct labor hours expended before the effective date of termination by the hourly rate(s) in the contract, less any hourly rate payments already made to the Contractor plus reasonable charges the Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system that have resulted from the termination. The Contractor shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor’s records. The Contractor shall not be paid for any work performed or costs incurred that reasonably could have been avoided. (m) Termination for cause. The Government may terminate this contract, or any part hereof, for cause in the event of any default by the Contractor, or if the Contractor fails to comply with any contract terms and conditions, or fails to provide the Government, upon request, with adequate assurances of future performance. In the event of termination for cause, the Government shall not be liable to the Contractor for any amount for supplies or services not accepted, and the Contractor shall be liable to the Government for any and all rights and remedies provided by law. If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience. (n) Title. Unless specified elsewhere in this contract, title to items furnished under this contract shall pass to the Government upon acceptance, regardless of when or where the Government takes physical possession. (o) Warranty. The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular purpose described in this contract. (p) Limitation of liability. Except as otherwise provided by an express warranty, the Contractor will not be liable to the Government for consequential damages resulting from any defect or deficiencies in accepted items. (q) Other compliances. The Contractor shall comply with all applicable Federal, State and local laws, rules and regulations applicable to its performance under this contract. (r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. 3701, et seq., Contract Work Hours and Safety Standards Act; 41 U.S.C. 51-58, Anti-Kickback Act of 1986; 41 U.S.C. 265 and 10 U.S.C. 2409 relating to whistleblower protections; Section 1553 of the American Recovery and Reinvestment Act of 2009, relating to whistleblower protections for contracts funded under that Act; 49 U.S.C. 40118, Fly American; and 41 U.S.C. 423 relating to procurement integrity. (s) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order: (1) The schedule of supplies/services. (2) The Assignments, Disputes, Payments, Invoice, Other Compliances, and Compliance with Laws Unique to Government Contracts paragraphs of this clause. (3) The clause at LOC 52.212-5. (4) Addenda to this solicitation or contract, including any license agreements for computer software. (5) Solicitation provisions if this is a solicitation. (6) Other paragraphs of this clause. (7) The Standard Form 1449 or Optional Form 347. (8) Other documents, exhibits, and attachments. (9) The specification. (t) Central Contractor Registration (CCR) (1) Unless exempted by an addendum to this contract, the Contractor is responsible during performance and through final payment of any contract for the accuracy and completeness of the data within the CCR database, and for any liability resulting from the Government’s reliance on inaccurate or incomplete data. To remain registered in the CCR database after the initial registration, the Contractor is required to review and update on an annual basis from the date of initial registration or subsequent updates its information in the CCR database to ensure it is current, accurate and complete. Updating information in the CCR does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document. (2)(i) If a Contractor has legally changed its business name, “doing business as” name, or division name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in FAR Subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day’s written notification of its intention to (A) change the name in the CCR database; (B) comply with the requirements of Subpart 42.12; and (C) agree in writing to the timeline and procedures specified by the responsible Contracting Officer. The Contractor must provide with the notification sufficient documentation to support the legally changed name. (ii) If the Contractor fails to comply with the requirements of paragraph (t)(2)(i) of this clause, or fails to perform the agreement at paragraph (t)(2)(i)(C) of this clause, and, in the absence of a properly executed novation or change-of-name agreement, the CCR information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the meaning of the “Suspension of Payment” paragraph of the electronic funds transfer (EFT) clause of this contract. (3) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in the CCR record to reflect an assignee for the purpose of assignment of claims (see Subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the CCR database. Information provided to the Contractor’s CCR record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the “Suspension of payment” paragraph of the EFT clause of this contract. (4) Offerors and Contractors may obtain information on registration and annual confirmation requirements via the internet at http://www.ccr.gov or by calling 1-888-227-2423 or 269-961-5757. LOC 52.227-0001 INDEMNIFICATION (Jun 2009). The Contractor will indemnify, defend and hold harmless the LOC or owner, from any and all damages and claims for damages which the LOC may sustain by reason of injury or death to persons or damage to property, including but not limited to LOC employees and their property, arising from the use of the article(s) comprising this shipment or from any latent or hidden defects in such article(s) or the dangerous conditions thereof. LOC 52.227-0002 INFRINGEMENT (Jun 2009). None of the items shipped or services provided hereunder infringe any patent, trademark, label, copyright, or other rights; and the Contractor agrees to defend, protect, indemnify and save the LOC, its assigns, subsidiaries, affiliates & customers from all loss, claims, costs, suits, damages, fines, penalties, expenses and counsel fees incurred or suffered by reason of any breach of the foregoing. If the LOC is enjoined from using the goods/services hereby sold, the Contractor shall repurchase item from the LOC at the original purchase price and the transportation, installation (if any), and all other costs relating to the purchase thereof. LOC 52.229-0001 FEDERAL, STATE, OR LOCAL TAXES (Jun 2009). Except as may be otherwise provided in this contract, the contract price includes all applicable Federal, State and local taxes and duties in effect on the date of this contract, but does not include any taxes from which the Government, the Contractor or this transaction is exempt. Upon request of the Contractor, the Government shall furnish a tax exemption certificate or similar evidence of exemption with respect to any such tax not included in the contract's price pursuant to this clause. For the purpose of this clause, the term date of this contract means the date of the Contractor's quotation or, if no quotation, the date of this purchase order. The Library's tax exemption is authorized under § 107(a) Title 4 U.S. Code; Tax ID.# 53-600-2532. LOC 52.246-0001 ACCEPTANCE (Jun 2009). The Contracting Officer may designate a Contracting Officer's Technical Representative (COTR) to perform acceptance or other contract related duties; however, the COTR has no authority to change prices, terms, conditions, delivery schedule, etc. LOC 52.246.0002 ENDORSEMENTS (Jun 2009). The Contractor shall not, without prior written authorization of the Contracting Officer, in any manner advertise or publish the fact that the Contractor has contracted to furnish the Library the goods or services herein mentioned. LOC 52.247-0001 SHIPPING (Jun 2009). All shipments, including drop shipments, must be identified with shipping vendor's name, address and vendor identification number of business concern and the Library of Congress (LOC) purchase order number and/or contract number, if applicable. LOC 52.247-0002 RECEIVING (Jun 2009). Delivery times and locations are identified in the Delivery Clause, LOC 52.247-9004, which is hereby incorporated by reference. LOC 52.247-0003 FREIGHT CHARGES (Jun 2009). Freight charges, if authorized, will be shown as separate line items. Invoices for freight charges of $500 or more must be accompanied by a copy of the common carrier’s freight bill, or if shipped by company truck, an itemized bill of lading (apportioned for less than truck load shipments). The Library will not be liable for freight charges unless authorized by the Contracting Officer in advance of shipment. LOC 52.217-6 OPTION FOR INCREASED QUANTITY FOR SERVICES (SEP 2008) – as Modified by the Library of Congress The Government may increase the quantity of services called for in the Schedule at the unit price specified. The Contracting Officer may exercise the option by written notice to the Contractor 30 days prior to the end of this contract’s period of performance. Delivery of the added services shall continue at the same rate as the like services called for under the contract, unless the parties otherwise agree. (End of Clause) FAR Part 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 15 days of expiration of this contract. (End of Clause) LOC 52.222-3 Convict Labor (Jun 2003) – As Modified by the Library of Congress (Jun 2009) The Contractor agrees not to employ in the performance of this contract any person undergoing a sentence of imprisonment imposed by any court of a State, the District of Columbia, Puerto Rico, the Northern Mariana Islands, American Samoa, Guam, or the U.S. Virgin Islands. (End of Clause) END OF CLAUSE LOC 52.232-25 Prompt Payment (Oct 2008) – As Modified by the Library of Congress (Jun 2009) 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. (a) Invoice payments-- (1) Due date. (i) 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)Reserved. (3)Contractor’s invoice. The Contractor shall prepare and submit invoices to: fsdacc@loc.gov. 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 with the reasons why it is not a proper invoice. (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 contract 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—Central Contractor Registration, or 52.232-34, Payment by Electronic Funds Transfer--Other Than Central Contractor Registration), 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.) (b) Contract financing payments. If this contract provides for contract financing, the Governmentwill 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 contract 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. (e) Interest Penalty. (1) In general, the Library will not pay interest, and contracts and purchase orders will not provide for an interest penalty. The Contracting Officer, in consultation with the appropriate service unit, shall determine if it is in the best interest of the Library to include an interest penalty clause in a specific contract. The service unit and Office of Contracts shall advise Financial Services when a specific contract or class of contracts contains an interest penalty clause. (2)An interest penalty shall be paid when all of the following conditions are met: a.There is a contract or purchase order with a business concern under which the terms of the contract call for an interest penalty for past due payments. b.The Library has accepted the property or service and there is no disagreement over quantity, quality, or other contract provisions. c.A proper invoice (see LCR 1530, Section 9.D.(2)) has been received (except where no invoice is required, for example, some periodic lease payments) or notice was not given that the invoice was not proper within 7 days of receipt of the invoice. d.Payment is made to the business concern after the due date and/or a discount is taken after the discount period has expired and the underpayment is not corrected before the payment due date. (End of Clause) LOC 52.233-1 Disputes (Jul 2002) - As Modified by the Library of Congress (Feb 2008) (a)This contract is subject to the Contract Disputes Act of 1978 as modified by Section 1501 of Title I of Division H of the Consolidated Appropriations Act, 2008, Pub. L. No. 110-161, _____Stat____(2008). (b)All disputes arising under or relating to this contract shall be resolved under subject clause. (c) “Claim,” as used in this clause, means a written demand or written assertion by one of the contracting parties seeking, as a matter of right, the payment of money in a sum certain, the adjustment or interpretation of contract terms, or other relief arising under or relating to this contract. However, a written demand or written assertion by the Contractor seeking the payment of money exceeding $50,000 is not a claim until certified. A voucher, invoice, or other routine request for payment that is not in dispute when submitted is not a claim. The submission may be converted to a claim, by complying with the submission and certification requirements of this clause, if it is disputed either as to liability or amount or is not acted upon in a reasonable time. (d) (1) A claim by the Contractor shall be made in writing and, unless otherwise stated in this contract, submitted within 6 years after accrual of the claim to the Contracting Officer for a written decision. A claim by the Government against the Contractor shall be subject to a written decision by the Contracting Officer. (2) (i) The contractor shall provide the certification specified in paragraph (d)(2)(iii) of this clause when submitting any claim exceeding $50,000. (ii) The certification requirement does not apply to issues in controversy that have not been submitted as all or part of a claim. (iii) The certification shall state as follows: “I certify that the claim is made in good faith; that the supporting data are accurate and complete to the best of my knowledge and belief; that the amount requested accurately reflects the contract adjustment for which the Contractor believes the Government is liable; and that I am duly authorized to certify the claim on behalf of the Contractor.” (3) The certification may be executed by any person duly authorized to bind the Contractor with respect to the claim. (e) For Contractor claims of $100,000 or less, the Contracting Officer must, if requested in writing by the Contractor, render a decision within 60 days of the request. For Contractor-certified claims over $100,000, the Contracting Officer must, within 60 days, decide the claim or notify the Contractor of the date by which the decision will be made. (f) The decision of the Contracting Officer shall be final and conclusive unless, the Contractor appeals, within 90 days of receipt of a Contracting Officer’s decision, to the Government Accountability Office Contract Appeals Board, 441 G Street N.W., Room 7182, Washington, D.C. 20548. Facsimile: 202-512-9749; E-Mail: CAB@gao.gov. (g) Interest Penalty. Claims shall not be assessed interest penalty. (h) The Contractor shall proceed diligently with performance of this contract, pending final resolution of any request for relief, claim, appeal, or action arising under the contract, and comply with any decision of the Contracting Officer. (End of Clause) LOC 52.247-9004 Deliveries (Nov 2007) (a) Effective October 01, 2006, all non-mail deliveries (Freight Companies, Bulk Shipment, etc.) to the Madison Library Loading Dock must follow the following three security steps, which were verified by the Capitol Police on October 13, 2006. (1) First security screening at the Off-Site Delivery Center located at: 4700 Shepard Parkway SW, Washington, DC Phone: 202-226-0905 5:00am to 2:00 pm, Monday through Friday (A) Required Letter. Prior to making a delivery, the contractor must first fax a letter to the US Capitol Police. The letter must be on company letterhead and be signed by the owner, president, or manager. The letter must contain, in print, the names of persons requesting access to the Madison Library loading dock. Names must be listed in alphabetical order. The letter must contain the following information for each person: (i) Name of the Company (ii) Name of the Drivers (person requiring access) (iii) Social Security Number (iv) Date of Birth (v) Building to be accessed (Madison) (vi) Company contact person and telephone number (B)Requests for access to the facility must be renewed annually. Contractors shall fax the required letter to: US Capitol Policeand Library of Congress Police Off-Site Delivery Center 101 Independence Avenue SE 4700 Shepard Parkway SWWashington, DC 20540 Washington, DC 20032 Attn: Sgt. Marcella FAX #: 202-226-0571 FAX#. 202-707-0130 (C)Other required items. The following two items must be provided to the US Capitol Police when arriving at the Off-Site Delivery Center: (i) Bill of lading with Library of Congress point of contact and telephone number (ii) Picture ID for Driver(s) and other occupants of the vehicle (2) Second security screening at the Capitol Hill Access Entrance located at: Delaware Avenue and D Street, SW 4:45 am to 3:00 pm, Monday through Friday (3) Final delivery at the Madison Library Loading Dock located at: C Street between 2nd and 3rd Streets, SE 6:30 am to 3:00 pm, Monday through Friday (b) Shipment through the mailing system (i.e. UPS, FEDEX, DHL, etc.) must have the following address: 101 Independence Ave., SE Washington, DC 20540 (c) If the vendor makes a partial shipment and then changes the mode of shipment (from the off-site to the Madison Loading Dock) for the final delivery, the address and location of the shipment should change to coincide with the mode of shipment. (d) The contractor shall be responsible for ensuring these requirements are met. Should the contractor fail to meet these requirements and delivery must be rescheduled, the contractor shall assume full responsibility for repeated delivery attempts, at no additional cost to the Library. (End of Clause) PERFORMANCE UNDER THIS ORDER CONSTITUTES SELLER'S ACCEPTANCE OF ALL TERMS AND CONDITIONS END OF CLAUSES SECTION K – REPRESENTATIONS AND CERTIFICATIONS OF OFFEROR K.1. Offeror Annual Representations and Certifications The prospective contractor shall comply with the requirements of LOC 52.212-0001, Offeror Representations and Certifications (Jun 2009). END OF CLAUSES SECTION L.1. - INSTRUCTIONS, CONDITIONS, AND NOTICES TO OFFERORS VOLUME II - TECHNICAL PROPOSAL L.1. PROPOSAL INSTRUCTIONS Read the entire solicitation document prior to preparation of your proposal. Proposal shall be compiled and submitted in two (2) separate volumes. Volume I - Price Proposal and Volume II – Technical Proposal.. The proposal submitted in response to this solicitation shall be arranged in two sections, individually titled and containing the following information: VOLUME I - CONTRACT DATA AND PRICE PROPOSAL Standard Form 33 or 1449, Solicitation, Offer, and Award Submit a signed Standard Form 1449, as well as any certifications as they are applicable to the offer, must be completed and submitted in Volume I. LOC Vendor Information Request form OFFERORS are required to complete the LOC Vendor Information Request form attached to this solicitation and return the completed form with the price proposal. Financial Data Offeror must submit information to demonstrate their financial resources in accordance with FAR Part 9 (http://www.acquisition.gov/comp/far/current/html/Subpart%209_1.html#wp1084058). Offeror may either submit a Dun and Bradstreet Financial Report or an Audited Financial Statement. Central Contractor Registration (CCR) Offeror must submit proof of registration in CCR. The web address for CCR is www.ccr.gov. Price Proposal The Library of Congress has a fiduciary responsibility to the American taxpayers and to customer agencies to take full advantage of the governments leverage in the market in order to obtain the best value for the taxpayer. The Library of Congress is seeking discounts, terms and conditions equal to or better than the Offerors most favored customer. All proposed pricing shall be submitted in a format provided in Section B. In addition to the firm fixed unit prices contained in Section B, the offeror must provide the cost elements (cost breakdown) supporting the proposed hour rates. L.2. MAIL TO/DELIVER TO ADDRESS FOR OFFERS/PROPOSALS Proposal should be submitted in accordance with the proposal instructions provided herein and delivered as follows: Offeror shall submit proposals, via overnight express mail or hand-delivered, with an original and four (4) copies. Offeror is advised that an offer in response to this solicitation is subject to physical examination, x-ray, or other inspection prior to acceptance at the location designated for receipt of offers. Inspection may be conducted by Government personnel or others acting on behalf of the Government. For any hand-delivered offer, whether delivered by the Offeror or a courier service, the offeror must allow sufficient time to accommodate inspection by designated security personnel. To facilitate this security inspection, initial delivery to an alternate office may be required prior to final delivery by the offeror to the address designated for receipt of offers. (CAUTION: Delivery to the security inspection point does not constitute timely delivery for receipt of offers.) Proposals sent via FedEx, UPS, USPS, DHL, etc. shall be addressed as follows: The Library of Congress John Adams Bldg, 3rd Floor, Room LA-325 Office of Contracts & Grants Management 101 Independence Avenue, S.E. Washington, DC 20540-9414 ATTN: Absenia Johnson Jr., Contract Specialist Proposal for RFP QS LCHR09Q0054 Enclosed L.3. FAR PROVISIONS AND NOTICES. L.3.1. FAR 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 contractor is cautioned that the listed provisions may include blocks that must be completed by the contractor and submitted with its quotation or offer. In lieu of submitting the full text of those provisions, the contractor 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 address: http:\www.arnet.gov/far L.3.2. NOTICE. The following solicitation provisions pertinent to this section are hereby incorporated by reference: FEDERAL ACQUISITION REGULATION (48 CFR CHAPTER 1) NUMBER DATE TITLE 52.204-6OCT 2003Data Universal Numbering System (DUNS) Number 52.237-1APR 1984Site Visit L.3.3. (FAR 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 Accounting Office (GAO), shall be served on the Contracting Officer (addressed as follows) by obtaining written and dated acknowledgment of receipt from: The Library of Congress Office of Contracts & Grants Management ATTN: Absenia Johnson Jr., Contracting Officer John Adams Bldg., Room LA-325 101 Independence Avenue, SE Washington, DC 20540-9414 Fax #: 202-707-0456, Email: abjo@loc.gov (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. Pre-Proposal Conference/Site Visits: The purpose of the site visits is to provide information concerning the requirement which may be helpful in the preparation of proposals and to answer questions regarding the solicitation. We encourage questions. If a prospective offeror fails to attend the site visits or to submit questions it will be construed to mean that the offeror fully understands all of the requirements. Failure to attend either a pre-proposal conference or site visit will not constitute grounds for later claims. Only prospective offerors who provided written confirmation of attendance will be notified of rescheduling. And, expenses related to the reschedule shall be fully the prospective offerors expense. Remarks at a conference will not qualify the terms and conditions of the solicitation, nor change the solicitation or specifications. L.5. Questions and Requests for explanations or clarifications from offerors 1. Please read the solicitation in its entirety. 2. All questions, requests for explanations or clarifications must be submitted via email to abjo@loc.gov. Ensure the solicitation # is provided in the subject line of the email. Pertinent information given to a prospective offeror shall be given to all prospective offerors on the electronic posting system. Only questions that clearly identify the solicitation shall be answered. 3. The cut off date for questions is seven (7) business days prior to the proposal due date. END OF CLAUSE SECTION M - EVALUATION FACTORS FOR AWARD M.1. METHOD OF AWARD M.1.1. Award shall be made by notice in writing to the responsible offeror whose proposal conforms to and is responsive to the terms of the request for proposal and whose proposal is most advantageous to the government, using the best value method. The tradeoff process will be used to obtain the best value to the Library. M.2. RESPONSIBLE - RESPONSIVE OFFERS Award to responsible, responsive offeror as referred to above means that consideration will be made of offerors who operate and are based in the United States. Subcontractors and joint ventures are not acceptable. M.2.1. To be determined responsible, a prospective contractor must (1) have adequate financial resources to perform the contract, or the ability to obtain them (see FAR 9.104-3(a) comply with the required or proposed delivery or performance schedule, taking into consideration all existing commercial and governmental business commitments (see FAR 9.104-3(b) (2)have a satisfactory performance record a (see FAR 9.104-3(b)) (3)have a satisfactory record of integrity and business ethics (see FAR 9.104-3(c)) (4)have the necessary organization, experience, accounting and operational controls, and technical (see FAR 9.104-1(e)) (5)be otherwise qualified and eligible to receive an award under applicable laws and regulations. (see FAR 9.104-1(g)) M.2.2. Responsiveness of proposals: to be considered for award An offer must comply in all material respects with the request for offers; offer conditions which alter requirements or limit the government's rights shall not be considered Telegraphic offers shall not be considered Facsimile offers shall not be considered Offers must be filled out, executed and submitted in accordance with the instructions and all items required must be submitted with the offer. M.3. Trade Off Process The Government intends to use the trade-off process in selecting the offer that is most advantageous. The trade-off process is a method of evaluating price and other factors as specified in the solicitation to select the offer that provides the best value to the Government. This process permits trade-offs between price and technical factors. It allows the Government to accept other than the lowest priced offer or the highest technically scored offer as follows: M.4STATEMENT OF THE PROPOSED EVALUATION FACTORS AND THEIR The Government reserves the right to award without discussion. If the Government elects to have Discussions, the Government reserves the right to limit the number of proposals in the competitive EVALUATION CRITERIA 1.Contractor selection will be made after an evaluation of proposals and responses. An award will be made to that vendor whose combination of technical and price proposals represent the best value to the Government and are within the available Library of Congress resources. 2.Vendors are reminded that unsupported promises to comply with the requirements will not be sufficient. Proposals must not merely parrot back the specifications, but rather must provide convincing documentary evidence in support of any concluding statements relating to promised performance. 3.Cost evaluation will include analysis of the total cost and cost elements (if applicable) to perform the required work. The total cost supplied by the vendor will constitute the total firm-fixed unit price for that service or deliverable. 4.Proposals that are unrealistic as to technical commitment or unreasonably low or high in cost or price will be deemed reflective of an inherent lack of technical competence or indicative of failure to comprehend the complexity and risk involved in the requirements and may be grounds for rejection of the proposal. 5.Technical proposals will be evaluated with respect to five criteria. The technical proposal is worth more than the cost proposal; however, in the event that technical proposals are relatively equal in technical merit, cost may increase in importance. RELATIVE IMPORTANCE 1.The evaluation factors are listed below. When combined, evaluation factors 1 through 5 are significantly more important than price. 2.Vendor must have at least two years experience in providing counseling services to groups and individuals in a workplace setting. Vendor must hold a Masters degree in counseling or a related field and must be licensed to practice by a state accrediting body. 3.Vendor must be able to provide documentation demonstrating his or her experience and ability provide suitable referrals to medical, counseling or advising professionals with regard to cost, location and availability of services. 4.Vendor must be able to provide documentation demonstrating his or her experience and ability in arranging for a series of daytime seminars which address topics designed to assist Library staff in meeting work and personal needs. 5.Price
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Place of Performance: Address: Library of Congress., 101 Independence Avenue, SE, Washington, DC 20540, United States; Zip Code: 20540
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