Page 1 of 11 Page 1 of 14 Page 15 of 16 Page 1 of Page 1 of DESCRIPTION This is a Combined Synopsis Solicitation (CSS) for commercial services prepared in accordance with the format in FAR Subpart 12.6, Streamlined Procedures for Evaluation and Solicitation for Commercial Products and Commercial Services., using Simplified Acquisition Procedures found at FAR Part 13 and as supplemented with additional information included in this notice. This announcement constitutes the only solicitation; quotes are being requested and a written solicitation will not be issued. This Solicitation number 36C24425Q0035 is being issued as a Request for Quote (RFQ). The government anticipates awarding one, five-year, firm-fixed-price Indefinite Delivery - Indefinite Quantity (IDIQ) contract resulting from this solicitation. This solicitation document and incorporated provisions and clauses are those in effect through Federal Acquisition Circular (FAC) 2024-07 (Effective Date 08/29/2024) and can be found at: FAR | Acquisition.GOV . The associated North American Industrial Classification System (NAICS) code for this procurement is 238220 with a small business size standard of $19.0 million and the Product/Service Code is: J045 This solicitation is a Service-Disabled Veteran Owned Small Business (SDVOSB) set-aside.  This solicitation requires registration with the System for Award Management (SAM) prior to award, pursuant to applicable regulations and guidelines. Registration information is at: http://www.sam.gov . Confirmation of SAM registration will be validated prior to awarding a contract.  The Veterans Integrated Service Network 04 (VISN4), has a new requirement for Guage Calibration Services at the Lebanon VA Medical Center as listed in the Statement of Work (SOW), Attachment A.   The Contractor shall provide all necessary requirements cited in the SOW. All work is to be performed in accordance with applicable federal, state, and local regulations or ordinances. All interested offerors shall provide a quotation for the following: Pricing Schedule, Attachment C. Place of Performance: Lebanon VAMC. VISN-04 intends to award one five-year IDIQ contract with Orders anticipated to begin approximately: 11/18/2024-11/17/2029. A complete description of the services to be acquired, and/or applicable Government need(s) are as follows: See Attachment A: Performance Work Statement. Contracting Office Address: Department of Veterans Affairs Regional Procurement Office East Network Contracting Office 4 (NCO 4) VA Pittsburgh Medical Center 1010 Delafield Rd., Pittsburgh, PA 15215 Contract Specialist: Andrew Chmielewski 52.212-4, Contract Terms and Conditions - Commercial Products and Commercial Services (NOV 2023) 52.252-2 Clauses Incorporated By Reference (FEB 1998) This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es): http://www.acquisition.gov/far/index.html http://www.va.gov/oal/library/vaar/ (End of Clause) FAR Number Title Date 52.203-17 CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO INFORM EMPLOYEES OF WHISTLEBLOWER RIGHTS NOV 2023 52.204-9 52.204-13 PERSONAL IDENTITY VERIFICATION OF CONTRACTOR PERSONNEL SYSTEM FOR AWARD MANAGEMENT MAINTENANCE JAN 2011 OCT 2018 52.204-18 COMMERCIAL AND GOVERNMENT ENTITY CODE MAINTENANCE AUG 2020 52.232-40 PROVIDING ACCELERATED PAYMENTS TO SMALL BUSINESS SUBCONTRACTORS MAR 2023 52.216-18 Ordering (AUG 2020) (a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule. Such orders may be issued from 11/18/2024 through 11/17/2029. (b) All delivery orders or task orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order or task order and this contract, the contract shall control. (c) A delivery order or task order is considered "issued" when (1) If sent by mail (includes transmittal by U.S. mail or private delivery service), the Government deposits the order in the mail; (2) If sent by fax, the Government transmits the order to the Contractor s fax number; or (3) If sent electronically, the Government either (i) Posts a copy of the delivery order or task order to a Government document access system, and notice is sent to the Contractor; or (ii) Distributes the delivery order or task order via email to the Contractor s email address. (d) Orders may be issued by methods other than those enumerated in this clause only if authorized in the contract. (End of Clause) 52.216-19 Order Limitations (OCT 1995) (a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than $200.00, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract. (b) Maximum order. The Contractor is not obligated to honor (1) Any order for a single item in excess of $200.00; (2) Any order for a combination of items in excess of $50,000.00; or (3) A series of orders from the same ordering office within 30 days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) of this section. (c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) of this section. (d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within 1 days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source. (End of Clause) 52.216-22 Indefinite Quantity (OCT 1995) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract. (b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the "maximum." The Government shall order at least the quantity of supplies or services designated in the Schedule as the "minimum." (c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations. (d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after 11/17/2030. (End of Clause) FAR 52.237-2 Protection of Government Buildings, Equipment, and Vegetation (Apr 1984) The Contractor shall use reasonable care to avoid damaging existing buildings, equipment, and vegetation on the Government installation. If the Contractor s failure to use reasonable care causes damage to any of this property, the Contractor shall replace or repair the damage at no expense to the Government as the Contracting Officer directs. If the Contractor fails or refuses to make such repair or replacement, the Contractor shall be liable for the cost, which may be deducted from the contract price. (End of clause) VAAR 852.203-70 COMMERCIAL ADVERTISING (MAY 2018) VAAR 852.219-73  VA NOTICE OF TOTAL SET-ASIDE FOR CERTIFIED SERVICE-DISABLED VETERAN-OWNED SMALL BUSINESSES (JAN 2023) (DEVIATION)  (a) Definition. for the Department of Veterans Affairs, Service-disabled Veteran-owned small business concern or SDVOSB :    (1) Means a small business concern      (i) Not less than 51 percent of which is owned by one or more service-disabled Veterans or, in the case of any publicly owned business, not less than 51 percent of the stock of which is owned by one or more service-disabled Veterans or eligible surviving spouses (see VAAR 802.201, Surviving Spouse definition);      (ii) The management and daily business operations of which are controlled by one or more service-disabled Veterans (or eligible surviving spouses) or, in the case of a service-disabled Veteran with permanent and severe disability, the spouse or permanent caregiver of such Veteran;      (iii) The business meets Federal small business size standards for the applicable North American Industry Classification System (NAICS) code identified in the solicitation document;      (iv) The business has been certified for ownership and control pursuant to 38 U.S.C. 8127, 13 CFR 128, and is listed as certified in the SBA certification database at https://veterans.certify.sba.gov/; and      (v) The business agrees to comply with VAAR subpart 819.70 and Small Business Administration (SBA) regulations regarding small business size, government contracting, and the Veteran Small Business Certification Program at 13 CFR parts 121, 125, and 128.    (2) The term Service-disabled Veteran means a Veteran, as defined in 38 U.S.C. 101(2), with a disability that is service-connected, as defined in 38 U.S.C. 101(16).    (3) The term small business concern has the meaning given that term under section 3 of the Small Business Act (15 U.S.C. 632).    (4) The term small business concern owned and controlled by Veterans with service-connected disabilities has the meaning given the term small business concern owned and controlled by service-disabled veterans under section 3(q)(2) of the Small Business Act (15 U.S.C. 632(q)(2)).    (5) The term SDVOSB participant  or certified SDVOSB means a small business that has been certified in the SBA Veteran Small Business Certification Program and listed in the SBA certification database (see 13 CFR 128.102).  (b) General. In order for a concern to submit an offer and be eligible for the award of an SDVOSB set-aside or sole source contract, the concern must qualify as a small business concern under the size standard corresponding to the NAICS code assigned to the contract and be listed as an SDVOSB participant in the SBA certification database as set forth in 13 CFR 128.    (1) Offers received from entities that are not certified SDVOSBs and listed in the SBA certification database at the time of offer shall not be considered.    (2) Any award resulting from this solicitation shall be made to a certified SDVOSB listed in the SBA certification database who is eligible at the time of submission of offer(s) and at the time of award.    (3) The requirements in this clause apply to any contract, order or subcontract where the firm receives a benefit or preference from its designation as an SDVOSB, including set-asides, sole source awards, and evaluation preferences.  (c) Representation. Pursuant to 38 U.S.C. 8127(e), only certified SDVOSBs listed in the SBA certification database are considered eligible to receive award of a resulting contract. By submitting an offer, the prospective contractor represents that it is an eligible and certified SDVOSB as defined in this clause, 13 CFR 121, 125, and 128, and VAAR subpart 819.70.  (d) Agreement/LOS certification. When awarded a contract action, including orders under multipleaward contracts, an SDVOSB agrees that in the performance of the contract, the SDVOSB shall comply with requirements in VAAR subpart 819.70 and SBA regulations on small business size, and government contracting programs at 13 CFR part 121 and part 125, including the non-manufacturer rule and limitations on subcontracting (LOS) requirements in 13 CFR 121.406(b) and 13 CFR 125.6. For the purpose of limitations on subcontracting, only certified SDVOSBs listed in the SBA certification database (including independent contractors) shall be considered eligible and/or similarly situated (i.e., a firm that has the same small business program status as the prime contractor). An otherwise eligible firm further agrees to comply with the required LOS certification requirements in this solicitation (see 852.219 75 or 852.219 76 as applicable). These requirements are summarized as follows:    (1) Services. In the case of a contract for services (except construction), the SDVOSB prime contractor will not pay more than 50% of the amount paid by the government to the prime for contract performance to firms that are not certified SDVOSBs listed in the SBA certification database (excluding direct costs to the extent they are not the principal purpose of the acquisition and the SDVOSB/ VOSB does not provide the service, such as airline travel, cloud computing services, or mass media purchases). When a contract includes both services and supplies, the 50 percent limitation shall apply only to the service portion of the contract.    (2) Supplies/products.      (i) In the case of a contract for supplies or products (other than from a non-manufacturer of such supplies), the SDVOSB prime contractor will not pay more than 50% of the amount paid by the government to the prime for contract performance, excluding the cost of materials, to firms that are not certified SDVOSBs listed in the SBA certification database. When a contract includes both supply and services, the 50 percent limitation shall apply only to the supply portion of the contract.      (ii) In the case of a contract for supplies from a non-manufacturer, the SDVOSB prime contractor will supply the product of a domestic small business manufacturer or processor, unless a waiver as described in 13 CFR 121.406(b)(5) has been granted. Refer to 13 CFR 125.6(a)(2)(ii) for guidance pertaining to multiple item procurements.    (3) General construction. In the case of a contract for general construction, the SDVOSB prime contractor will not pay more than 85% of the amount paid by the government to the prime for contract performance, excluding the cost of materials, to firms that are not certified SDVOSBs listed in the SBA certification database.    (4) Special trade construction contractors. In the case of a contract for special trade contractors, no more than 75% of the amount paid by the government to the prime for contract performance, excluding the cost of materials, may be paid to firms that are not certified SDVOSBs listed in the SBA certification database.    (5) Subcontracting. An SDVOSB subcontractor must meet the NAICS size standard assigned by the prime contractor and be certified and listed in the SBA certification database to count as similarly situated. Any work that a first tier SDVOSB subcontractor further subcontracts will count towards the percent of subcontract amount that cannot be exceeded. For supply or construction contracts, the cost of materials is excluded and not considered to be subcontracted. When a contract includes both services and supplies, the 50 percent limitation shall apply only to the portion of the contract with the preponderance of the expenditure upon which the assigned NAICS is based. For information and more specific requirements, refer to 13 CFR 125.6.   (e) Required limitations on subcontracting compliance measurement period. An SDVOSB shall comply with the limitations on subcontracting as follows: [ ] By the end of the base term of the contract or order, and then by the end of each subsequent option period; or [ X] By the end of the performance period for each order issued under the contract.  (f) Joint ventures. A joint venture may be considered eligible as an SDVOSB if the joint venture complies with the requirements in 13 CFR 128.402 and the managing joint venture partner makes the representations under paragraph (c) of this clause. A joint venture agrees that, in the performance of the contract, the applicable percentage specified in paragraph (d) of this clause will be performed by the aggregate of the joint venture participants.  (g) Precedence. The VA Veterans First Contracting Program, as defined in VAAR 802.101, subpart 819.70, and this clause, takes precedence over any inconsistencies between the requirements of the SBA Veteran Small Business Certification Program and the VA Veterans First Contracting Program.  (h) Misrepresentation. Pursuant to 38 U.S.C. 8127(g), any business concern, including all its principals, that is determined by VA to have willfully and intentionally misrepresented a company s SDVOSB status is subject to debarment from contracting with the Department for a period of not less than five years (see VAAR 809.406 2 Causes for Debarment). VAAR 852.219-75 VA NOTICE OF LIMITATIONS ON SUBCONTRACTING CERTIFICATE OF COMPLIANCE FOR SERVICES AND CONSTRUCTION (JAN 2023) (DEVIATION) (a) Pursuant to 38 U.S.C. 8127(l)(2), the offeror certifies that (1) If awarded a contract (see FAR 2.101 definition), it will comply with the limitations on subcontracting requirement as provided in the solicitation and the resultant contract, as follows: (i) Services. In the case of a contract for services (except construction), the contractor will not pay more than 50% of the amount paid by the government to it to firms that are not certified SDVOSBs listed in the SBA certification database as set forth in 852.219 73 or certified VOSBs listed in the SBA certification database as set forth in 852.219 74. Any work that a similarly situated certified SDVOSB/VOSB subcontractor further subcontracts will count towards the 50% subcontract amount that cannot be exceeded. Other direct costs may be excluded to the extent they are not the principal purpose of the acquisition and small business concerns do not provide the service as set forth in 13 CFR 125.6. (2) The offeror acknowledges that this certification concerns a matter within the jurisdiction of an Agency of the United States. The offeror further acknowledges that this certification is subject to Title 18, United States Code, Section 1001, and, as such, a false, fictitious, or fraudulent certification may render the offeror subject to criminal, civil, or administrative penalties, including prosecution. (3) If VA determines that an SDVOSB/ VOSB awarded a contract pursuant to 38 U.S.C. 8127 did not act in good faith, such SDVOSB/VOSB shall be subject to any or all of the following: (i) Referral to the VA Suspension and Debarment Committee; (ii) A fine under section 16(g)(1) of the Small Business Act (15 U.S.C. 645(g)(1)); and (iii) Prosecution for violating 18 U.S.C. 1001. (b) The offeror represents and understands that by submission of its offer and award of a contract it may be required to provide copies of documents or records to VA that VA may review to determine whether the offeror complied with the limitations on subcontracting requirement specified in the contract. Contracting officers may, at their discretion, require the contractor to demonstrate its compliance with the limitations on subcontracting at any time during performance and upon completion of a contract if the information regarding such compliance is not already available to the contracting officer. Evidence of compliance includes, but is not limited to, invoices, copies of subcontracts, or a list of the value of tasks performed. (c) The offeror further agrees to cooperate fully and make available any documents or records as may be required to enable VA to determine compliance with the limitations on subcontracting requirement. The offeror understands that failure to provide documents as requested by VA may result in remedial action as the Government deems appropriate. (d) Offeror completed certification/fill-in required. The formal certification must be completed, signed and returned with the offeror s bid, quotation, or proposal. The Government will not consider offers for award from offerors that do not provide the certification, and all such responses will be deemed ineligible for evaluation and award. Certification I hereby certify that if awarded the contract, [insert name of offeror] will comply with the limitations on subcontracting specified in this clause and in the resultant contract. I further certify that I am authorized to execute this certification on behalf of [insert name of offeror]. Printed Name of Signee: ___________ Printed Title of Signee: _____________ Signature: ____________ Date: ______________ Company Name and Address: _______________ (END CLAUSE) VAAR 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV 2018) VAAR 852.242-71 ADMINISTRATIVE CONTRACTING OFFICER (OCT 2020) FAR 52.212-5, Contract Terms And Conditions Required To Implement Statutes Or Executive Orders-Commercial Products And Commercial Services (MAY 2024). The following subparagraphs are applicable: Subparagraph (b)(5), (b)(9), (b)(11), (b)(12), (b)(23), (b)(25), (b)(26), (b)(31), (b)(32), (b)(33), (b)(34), (b)(35), (b)(36), (b)(37), (b)(39), (b)(46), (b)(51), (b)(55), (b)(56), (b)(59). Subparagraph (c)(1), (c)(2) Class 25190/ Monetary Wage-Fringe Benefits $34.69, (c)(7), (c)(8). The following solicitation provisions apply to this acquisition and may be incorporated by reference: 52.252-1 Solicitation Provisions Incorporated By Reference (FEB 1998) This solicitation incorporates one or more solicitation provisions by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. The offeror is cautioned that the listed provisions may include blocks that must be completed by the offeror and submitted with its quotation or offer. In lieu of submitting the full text of those provisions, the offeror may identify the provision by paragraph identifier and provide the appropriate information with its quotation or offer. Also, the full text of a solicitation provision may be accessed electronically at this/these address(es): http://www.acquisition.gov/far/index.html http://www.va.gov/oal/library/vaar/ (End of Provision) FAR Number Title Date 52.204-7 SYSTEM FOR AWARD MANAGEMENT OCT 2018 52.204-16 COMMERCIAL AND GOVERNMENT ENTITY CODE REPORTING AUG 2020 52.229-11 TAX ON CERTAIN FOREIGN PROCUREMENTS NOTICE AND REPRESENTATION JUN 2020 852.233-70 852.239-75 PROTEST CONTENT/ALTERNATIVE DISPUTE RESOLUTION INFORMATION AND COMMUNICATION TECHNOLOGY ACCESSIBILITY NOTICE OCT 2018 FEB 2023 52.204-24 Representation Regarding Certain Telecommunications And Video Surveillance (Nov 2021) 52.216-1 Type Of Contract (Apr 1984) The Government contemplates award of a Firm-Fixed-Price, IDIQ contract resulting from this solicitation. 52.233-2 Service Of Protest (Sep 2006) Notify the following: Nicholas Guzenski through VA Email: Nicholas.Guzenski@va.gov 852.233 70, Protest Content/Alternative Dispute Resolution (Oct 2018) (End of Clause) Addendum To Far 52.212-1 Instructions To Offerors-Commercial Products And Commercial Services: Any questions or concerns regarding this solicitation should be forwarded in writing via e-mail to the Point of Contact listed below. Quotes in response to this RFQ are due on 2:00 PM (EST), Tuesday, November 5, 2024. Quotes shall be submitted in writing and sent via email to Contracting Specialist: Andrew Chmielewski; andrew.chmielewski@va.gov. Please insert Solicitation Number 36C24425Q0035 Lebanon Guage Calibration Services in the subject line of your email. All submissions shall be 5MB or less. If the email is more than 5MB, submit multiple emails labeling them 1 of XX, 2 of XX, etc. Late submissions shall be treated in accordance with the solicitation provision at FAR 52.212-1(f). Any questions or concerns regarding this solicitation shall be forwarded in writing via email to the Contracting Specialist by 2:00 PM EST, Thursday October 31, 2024. Questions will not be accepted after this date. Responses to the Offeror s question(s) will be posted via an amendment on SAM.gov / Contract Opportunities via: http://www.sam.gov Failure to follow all instructions may result in Offeror(s)s being determined as non-responsive and be removed from this competition. All proposals shall be valid 60 days from the quote response date. Offeror(s)s are cautioned to be responsive to all requirements in the SOW and to provide sufficient information to allow for evaluation of the quotes. Offeror s are required to submit the following: Attachment C: Price Schedule: Please complete price information in the last two columns of Attachment C and return with your quote. To facilitate the award process, all quotes shall include a statement regarding the terms and conditions herein as follows: "The terms and conditions in the solicitation are acceptable to be included in the award document without modification, deletion, or addition." Or "The terms and conditions in the solicitation are acceptable to be included in the award document with the exception, deletion, or addition of the following:" And a statement to acknowledge amendments, if applicable. Cover Letter. Offeror(s)s shall submit a cover letter identifying their Company name, contact information, CAGE Code, SAM Unique Entity ID (UEI) number of the prime and any teaming partner/subcontractor. Offeror(s)s shall include a completed copy of the provision 52.212-3 with their quote if the Offeror(s) has not completed it electronically in the System for Award Management (SAM), accessed via: http://www.sam.gov Offeror(s)s shall submit a Technical Capability which shall address the following at a minimum: Staffing/Contractor Personnel: Explain ability to supply adequate staff to perform gauge calibration in accordance with the SOW. Qualifications: Explain contractor s ability to meet industry standards in accordance with the SOW with regards to gauge calibration. The evaluator shall submit Past Performance Questionnaire (Attachment B) with their quote. Offeror(s)s shall provide up to three (3) references, preferably of Government work, performed in the last three (3) years. Past performance information shall be recent (performance within the last three years) and relevant to this scope of work. All past performance references shall be completed by the evaluator and include name of client, customer point of contact, customer telephone number, contract number, award amount, project/service location, and other information relevant to this quote. The apparent awardees past performance will be evaluated as part of the contractor responsibility determination to ensure the presence of an acceptable performance record in accordance with FAR 9.104-1. The Government reserves the right to seek past performance information from any sources not included in your past performance and available to the Government to include, but not limited to, CPARS or other databases; interviews with Program Managers, customers, and Contracting Officers; and references provided by the contractor. The contractor must include a signed copy of VAAR 852.219-75 VA NOTICE OF LIMITATIONS ON SUBCONTRACTING CERTIFICATE OF COMPLIANCE FOR SERVICES AND CONSTRUCTION. This shall be submitted with the solicitation attachments. Addendum to 52.212-2 Evaluation Commercial Products and Commercial Services The Government will perform an evaluation using a comparative evaluation of each quote. The Government will compare quotes to one another in order to select the quote that best benefits the Government. Comparative evaluation will be conducted in accordance with FAR 13.106-2(b)(3). The following factors shall be used to evaluate Offeror(s)s: 1. Price 2. Technical Capability (b) A written notice of award or acceptance of a quote, mailed or otherwise furnished to the successful Offeror(s) within the time for acceptance specified in the quote, shall result in a binding contract without further action by either party. Before the offer's specified expiration time, the Government may accept a quote, whether or not there are negotiations after its receipt, unless a written notice of withdrawal is received before award. The Contracting Officer will award one, firm fixed price contract resulting from this RFQ to the responsible Offeror(s) whose quote conforming to the RFQ is most advantageous to the Government. Price The government reserves the right to award to an Offeror with other than the lowest price. The award will be made to the Offeror whose quote represents the best overall value to the government. Technical The Offeror clearly demonstrates in its response a clear understanding of all the Government s requirements and effective approach for the completion of service in accordance with the SOW. Past Performance Offerors must have a record of satisfactory or neutral past performance. If no record of past performance is found, the Offeror will receive a rating of neutral. The Government will utilize but is not limited to internal documentation including Federal Awardee Performance and Information System (FAPIIS) for determining the past performance of Offerors. Records Management Language for Contracts When Federal agencies acquire goods or services, they need to determine what Federal records management requirements should be included in the contract. Federal contractors often create, send, or receive Federal records. Federal contracts should provide clear legal obligations describing how the contract employees must handle Federal records. Agency records officers, procurement counsel, and acquisitions officers must discuss how to integrate records management obligations into their existing procurement processes. NARA has developed the following language to be included as an agency-specific term and condition in Federal contracts for a variety of services and products. The majority of contracts should include language on records management obligations, but each contract should be evaluated individually. For example, the data-rights paragraph (Paragraph 10 below) may not be appropriate for all contracts. Instead, agencies may be better served by one of the established data-rights clauses in the Federal Acquisition Regulations. This language should not replace specific records management requirements included within Federal information system contracts. RECORDS MANAGEMENT OBLIGATIONS A. Applicability This clause applies to all Contractors whose employees create, work with, or otherwise handle Federal records, as defined in Section B, regardless of the medium in which the record exists. B. Definitions Federal record as defined in 44 U.S.C. § 3301, includes all recorded information, regardless of form or characteristics, made or received by a Federal agency under Federal law or in connection with the transaction of public business and preserved or appropriate for preservation by that agency or its legitimate successor as evidence of the organization, functions, policies, decisions, procedures, operations, or other activities of the United States Government or because of the informational value of data in them. The term Federal record: 1. includes [Agency] records. 2. does not include personal materials. 3. applies to records created, received, or maintained by Contractors pursuant to their [Agency] contract. 4. may include deliverables and documentation associated with deliverables. C. Requirements 1. Contractor shall comply with all applicable records management laws and regulations, as well as National Archives and Records Administration (NARA) records policies, including but not limited to the Federal Records Act (44 U.S.C. chs. 21, 29, 31, 33), NARA regulations at 36 CFR Chapter XII Subchapter B, and those policies associated with the safeguarding of records covered by the Privacy Act of 1974 (5 U.S.C. 552a). These policies include the preservation of all records, regardless of form or characteristics, mode of transmission, or state of completion. 2. In accordance with 36 CFR 1222.32, all data created for Government use and delivered to, or falling under the legal control of, the Government are Federal records subject to the provisions of 44 U.S.C. chapters 21, 29, 31, and 33, the Freedom of Information Act (FOIA) (5 U.S.C. 552), as amended, and the Privacy Act of 1974 (5 U.S.C. 552a), as amended and must be managed and scheduled for disposition only as permitted by statute or regulation. 3. In accordance with 36 CFR 1222.32, Contractor shall maintain all records created for Government use or created in the course of performing the contract and/or delivered to, or under the legal control of the Government and must be managed in accordance with Federal law. Electronic records and associated metadata must be accompanied by sufficient technical documentation to permit understanding and use of the records and data. 4. [Agency] and its contractors are responsible for preventing the alienation or unauthorized destruction of records, including all forms of mutilation. Records may not be removed from the legal custody of [Agency] or destroyed except for in accordance with the provisions of the agency records schedules and with the written concurrence of the Head of the Contracting Activity. Willful and unlawful destruction, damage or alienation of Federal records is subject to the fines and penalties imposed by 18 U.S.C. 2701. In the event of any unlawful or accidental removal, defacing, alteration, or destruction of records, Contractor must report to [Agency]. The agency must report promptly to NARA in accordance with 36 CFR 1230. 5. The Contractor shall immediately notify the appropriate Contracting Officer upon discovery of any inadvertent or unauthorized disclosures of information, data, documentary materials, records or equipment. Disclosure of non-public information is limited to authorized personnel with a need-to-know as described in the [contract vehicle]. The Contractor shall ensure that the appropriate personnel, administrative, technical, and physical safeguards are established to ensure the security and confidentiality of this information, data, documentary material, records and/or equipment is properly protected. The Contractor shall not remove material from Government facilities or systems, or facilities or systems operated or maintained on the Government s behalf, without the express written permission of the Head of the Contracting Activity. When information, data, documentary material, records and/or equipment is no longer required, it shall be returned to [Agency] control or the Contractor must hold it until otherwise directed. Items returned to the Government shall be hand carried, mailed, emailed, or securely electronically transmitted to the Contracting Officer or address prescribed in the [contract vehicle]. Destruction of records is EXPRESSLY PROHIBITED unless in accordance with Paragraph (4). 6. The Contractor is required to obtain the Contracting Officer's approval prior to engaging in any contractual relationship (sub-contractor) in support of this contract requiring the disclosure of information, documentary material and/or records generated under, or relating to, contracts. The Contractor (and any sub-contractor) is required to abide by Government and [Agency] guidance for protecting sensitive, proprietary information, classified, and controlled unclassified information. 7. The Contractor shall only use Government IT equipment for purposes specifically tied to or authorized by the contract and in accordance with [Agency] policy. 8. The Contractor shall not create or maintain any records containing any non-public [Agency] information that are not specifically tied to or authorized by the contract. 9. The Contractor shall not retain, use, sell, or disseminate copies of any deliverable that contains information covered by the Privacy Act of 1974 or that which is generally protected from public disclosure by an exemption to the Freedom of Information Act. 10. The [Agency] owns the rights to all data and records produced as part of this contract. All deliverables under the contract are the property of the U.S. Government for which [Agency] shall have unlimited rights to use, dispose of, or disclose such data contained therein as it determines to be in the public interest. Any Contractor rights in the data or deliverables must be identified as required by FAR 52.227-11 through FAR 52.227-20. 11. Training. All Contractor employees assigned to this contract who create, work with, or otherwise handle records are required to take [Agency]-provided records management training. The Contractor is responsible for confirming training has been completed according to agency policies, including initial training and any annual or refresher training.  SECTION D - CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS  See attached document: Attachment A Statement of Work See attached document: Attachment B Past Performance Questionnaire See attached document: Attachment C Price Schedule  See attached document: Attachment D Wage Determination Point of Contact Combined Synopsis/Solicitation Notice Combined Synopsis/Solicitation Notice Page 3 of 3 Combined Synopsis/Solicitation Notice *= Required Field Combined Synopsis/Solicitation Notice Page 1 of 3 Andrew Chmielewski Department of Veterans Affairs Regional Procurement Office East Network Contracting Office 4 (NCO 4) 1010 Delafield Rd., Pittsburgh, PA 15215 andrew.chmielewski@va.gov End of Document
