[CLINS]{.underline} [Type]{.underline}

0001-0006 Cost Plus Fixed Fee

0101-0106 Firm Fixed Price

0201-0206 Cost Plus Award Fee

0301-0306 Time & Material

> 0307-0308 (0307 applicable to 0301-0303; 0308 applicable to 0304-0306)
>
> 0401-0406 Fixed Price Award Fee
>
> TOTAL

ESTIMATED

> SUPPLIES OR MIN ESTIMATED FIXED COST PLUS

[CLIN SERVICES QTY COST FEE FIXED FEE]{.underline}

0001 [Functional Area 1]{.underline} XXX XXX XXX SEE H.2 & H.22

Information Systems

Engineering (ISE)

0002 [Functional Area 2]{.underline} XXX XXX XXX SEE H.2 & H.22

Systems Operations &

Management (SOM)

0003 [Functional Area 3]{.underline} XXX XXX XXX SEE H.2 & H.22

Information System Security

Support Services (ISS)

###### 

###### OPTION

0004 [Functional Area 1]{.underline} XXX XXX XXX SEE H.2 & H.22

Information Systems

Engineering (ISE)

State and Local

0005 [Functional Area 2]{.underline} XXX XXX XXX SEE H.2 & H.22

Systems Operations &

Management (SOM)

State and Local

0006 [Functional Area 3]{.underline} XXX XXX XXX SEE H.2 & H.22

Information System Security

Support Services (ISS)

State and Local

SUPPLIES OR UNIT TOTAL

######## CLIN SERVICES QTY PRICE PRICE

0101 [Functional Area 1]{.underline} XXX XXX SEE H.2 & H.22

Information Systems

Engineering (ISE)

0102 [Functional Area 2]{.underline} XXX XXX SEE H.2 & H.22

Systems Operations &

Management (SOM)

0103 [Functional Area 3]{.underline} XXX XXX SEE H.2 & H.22

Information System Security

Support Services (ISS)

###### OPTION

0104 [Functional Area 1]{.underline} XXX XXX SEE H.2 & H.22

Information Systems

Engineering (ISE)

State and Local

0105 [Functional Area 2]{.underline} XXX XXX SEE H.2 & H.22

Systems Operations &

Management (SOM)

State and Local

0106 [Functional Area 3]{.underline} XXX XXX SEE H.2 & H.22

Information System Security

Support Services (ISS)

State and Local

TOTAL

ESTIMATED MAX AWARD

CLIN SUPPLIES OR EST BASE COST PLUS AWARD FEE

[SERVICES QTY COST FEE BASE FEE FEE EARNED]{.underline}

0201 [Functional Area 1]{.underline} XXX XXX \$0 SEE H.2 & H.22

Information Systems

Engineering (ISE)

0202 [Functional Area 2]{.underline} XXX XXX \$0 SEE H.2 & H.22

Systems Operations &

Management (SOM)

0203 [Functional Area 3]{.underline} XXX XXX \$0 SEE H.2 & H.22

Information System

Security Support

Services (ISS)

###### OPTION

0204 [Functional Area 1]{.underline} XXX XXX \$0 SEE H.2 & H.22

Information Systems

Engineering (ISE)

State and Local

0205 [Functional Area 2]{.underline} XXX XXX \$0 SEE H.2 & H.22

Systems Operations &

Management (SOM)

State and Local

0206 [Functional Area 3]{.underline} XXX XXX \$0 SEE H.2 & H.22

Information System

Security Support

Services (ISS)

State and Local

SUPPLIES OR EST UNIT

[CLIN SERVICES QTY PRICE CEILING PRICE]{.underline}

0301 [Functional Area 1]{.underline} XXX XXX SEE H.2 & H.22

Information Systems

Engineering (ISE)

0302 [Functional Area 2]{.underline} XXX XXX SEE H.2 & H.22

Systems Operations &

Management (SOM)

0303 [Functional Area 3]{.underline} XXX XXX SEE H.2 & H.22

Information System Security

Support Services (ISS)

###### OPTION

0304 [Functional Area 1]{.underline} XXX XXX SEE H.2 & H.22

Information Systems

Engineering (ISE)

State and Local

0305 [Functional Area 2]{.underline} XXX XXX SEE H.2 & H.22

Systems Operations &

Management (SOM)

State and Local

0306 [Functional Area 3]{.underline} XXX XXX SEE H.2 & H.22

Information System Security

Support Services (ISS)

State and Local

####### CLIN SUPPLIES OR SERVICES QTY ESTIMATED COST

0307 Materials for Item 0301-0303 1 LOT SEE H.2, H.22, H.25

0308 Materials for Item 0304-0306 1 LOT SEE H.2, H.22,H.25

MAX AWARD

CLIN SUPPLIES OR UNIT TOTAL AWARD FEE

[SERVICES QTY PRICE PRICE FEE EARNED]{.underline}

0401 [Functional Area 1]{.underline} XXX XXX XXX SEE H.2 & H.22

Information Systems

Engineering (ISE)

0402 [Functional Area 2]{.underline} XXX XXX XXX SEE H.2 & H.22

Systems Operations &

Management (SOM)

0403 [Functional Area 3]{.underline} XXX XXX XXX SEE H.2 & H.22

Information System

Security Support

Services (ISS)

###### OPTION

0404 [Functional Area 1]{.underline} XXX XXX XXX SEE H.2 & H.22

Information Systems

Engineering (ISE)

State and Local

0405 [Functional Area 2]{.underline} XXX XXX XXX SEE H.2 & H.22

Systems Operations &

Management (SOM)

State and Local

0406 [Functional Area 3]{.underline} XXX XXX XXX SEE H.2 & H.22

Information System

Security Support

Services (ISS)

State and Local

(End of Section B)

## ITOP II STATEMENT OF WORK

**[1.0 GENERAL]{.underline}**

**[1.1]{.underline}** ITOP II provides Information Technology (IT)
efforts for DOT and all of its Operating Administrations, other
government agencies including state/local government entities, and
certain quasi-governmental entities. Work may be performed at
headquarters and/or field offices located both throughout the United
States and abroad, as specified in each task order, to obtain the gamut
of support resources related to Information Resource Management (IRM),
from studies and plans to software development to database
administration to mainframe and telecommunications support (including
remote access hardware/software) to electronic libraries. Inherent in
providing these goods and services, the Contractor shall provide the
supervision and management effort necessary for efficient and effective
administration and control of work performed under ITOP II. The
Contractor shall ensure adequate resources are dedicated to satisfy the
requirements of work assignments.

**[1.2]{.underline}** Reserved

**[1.3]{.underline}** The SOW contained herein is intended to outline
the general requirements required of vendors under ITOP II. Specific
details of work assignments, deliverables, documentation, training,
applicable government/departmental/industry standards, etc., will be
provided in individual task orders.

**[1.4]{.underline}** This contract is intended to cover the gamut of IT
efforts. The following primary functional areas and examples of the
types of tasks included under each are listed below. Other IT efforts,
as required, can be obtained under this SOW.

-   ***Information Systems Engineering (ISE) Support Services***

-   Information Technology (IT) Strategic Planning, Program Assessment,
    and Studies

-   Business Process Reengineering (BPR)

-   Software Life Cycle Management (SLCM)

-   Software Engineering

-   Software Maintenance and Licensing

-   Electronic Commerce (EC) Support

-   Independent Verification and Validation

-   IT Research and Development

-   Other ISE Tasks

-   ***Systems Operations & Management (SOM) Support Services***

-   Office Automation Support/Help Desk

-   Network Support (including Interdepartmental Data Network (IDN),
    Local Area Networks (LAN), Wide Area Networks (WAN), Internet
    access, etc.)

-   Computer Center Technical Support

-   Media/Training Center Support

-   Telecommunications Support

-   Seat Management

-   Independent Verification and Validation

-   Software Maintenance and /or Licensing

-   Other SOM Tasks

-   ***Information System Security (ISS) Support Services***

-   Mainframe Automated Information Security Support

-   Disaster Recovery, Continuity of Operations, and Contingency
    Planning

-   Computer Security Awareness and Training

-   Computer Security Incident Response

-   Virus Detection, Elimination, and Prevention

-   Computer Security Plan Preparation

-   Certification of Sensitive Systems

-   Quantitative Risk Analysis of Large Sensitive Systems

-   Security for Small Systems, Telecommunications, and Client Service

-   Hot-site and Cold-site Support Services including Hardware and
    Software

-   Independent Verification and Validation

-   Software/Hardware Maintenance and /or Licensing

-   Other ISS Tasks

**[1.5]{.underline}** Integral to the services necessary in performing
tasks in the preceding functional areas, acquisition of
hardware/software and/or licensing of software from 3^rd^ party sources
may also be required of the Contractor. Under any of the three
functional areas, a task order may be used to acquire hardware/software
that is integral to the services being provided. Purchase of
hardware/software or licenses of software from 3rd party sources in
support of task orders in any functional area shall not impact the
determination of the appropriate functional area classification of the
task order. Functional area classification shall be determined solely
upon the preponderance of services provided. The types of
hardware/software envisioned would include, but are not limited to, such
items as: network devices, switches, routers, bridges, hubs, protocol
translators, modems, cabling, wiring closet hardware, wireless access
devices, voice and data integration products, Defense Message System
(DMS) peripherals, Internet and electronic commerce access gateways, IT
infrastructure hardware/software utilities, CASE tools (e.g., Oracle
Case, ER-WIN, Predict, System Architect, Knowledgeware, Frontier Super
TCP, Netscape, Web Browser), models, database management systems,
personal computers, workstations, servers, printers, application
software products, compact disk/read only memory (CD/ROM), digital
libraries, imaging and optical character recognition equipment,
commercial off-the-shelf (COTS) items, general supplies, etc.
Technological refreshment/enhancements of hardware/software as well as
special access considerations for IT resources may be required by
individual task orders. (Reference H.29)

**[1.6]{.underline}** The DOT Transportation Administrative Services
Center (TASC) supports a multitude of internal component organizations
and provides similar services to outside agencies. In the performance of
its work, the DOT TASC is usually required to follow the standard of the
agency/organizational component it is supporting. Each
agency/organizational component will specify the standards, which the
Contractor shall follow in performance of a prospective task order. The
Contractor shall be required to work according to the architectures,
standards, guidelines, and procedures as stated in individual task
orders, including, but not limited to, various standards as set forth in
agency guidance (e.g., DOT's IRM Manual (DIRMM) H 1350.2). Additionally,
the Contractor shall assist the Government as necessary in performing
fee-for-service operations (e.g., provide data for billing purposes,
keep track of costs expended/revenues obtained, formulate cost-recovery
and budget projections, etc.).

**[1.7]{.underline}** It may be necessary on certain task orders to
perform software capability evaluations (SCE). The Government may use
the SCE developed by the Software Engineering Institute (SEI) Carnegie
Mellon University (CMU), Pittsburgh, PA, 15213, in evaluating the
contractor's/subcontractor's task order proposal. The SCE level required
will be specified in individual task orders.

**[1.8]{.underline}** In performing the preceding functional areas, the
Contractor must have personnel resources available with varying levels
of experience in job categories such as Project Managers, Senior
Technical Computer Specialists, Facility Administrators, Programmers,
Technical Writers, Application Program Managers, Equipment Analysts,
Systems Programmers, Computer Analysts, Senior Computer Analysts, Data
Base Analysts/ Administrators/Programmers, CASE Specialists, Audiovisual
Specialists, Communications Engineers/Specialists, etc.

**[2.0 Information Systems Engineering (ISE) Support
Services]{.underline}**

The Department requires assistance with ISE products and services. ISE
addresses the system life cycle needs for information and computing
resources at all organizational levels. This section describes the ISE
functional requirements and provides information that the Contractor may
need to know in order to perform ISE tasks.

Examples of the types of tasks included under the ISE functional area
are: (1) IT Strategic Planning, Program Assessment, and Studies; (2)
Business Process Reengineering (BPR); (3) Software Life Cycle Management
(SLCM); (4) Software Engineering; and (5) Software Maintenance and
Licensing,; (6) (EDI) Support Electronic Commerce (EC)/Electronic Data
Interchange; (7) Independent Verification and Validation; (8) IT
Research and Development and (9) Other ISE Tasks.

**[2.1 IT Strategic Planning, Program Assessment, and
Studies]{.underline}**

**[2.1.1]{.underline}** The Contractor shall provide resources to
support in the development, analysis, and implementation of IT
strategies, architectures, program planning and assessment, and risk,
trade-off, requirements, alternatives, and feasibility studies that
advance the goals and objectives of the Government.

**[2.1.2]{.underline}** IT Strategic Planning, Program Assessment, and
Studies functions include, but are not limited to, the capability to:

a\. Analyze the Government's external environment (e.g., political
climate, economic and social trends, legislation, customer
demand/expectation, changes and advancements in technology, emerging
technology trends, and competitive conditions) to determine its effect
and relationship on advancing the goals and direction of Governmental
business;

b\. Identify Governmental strengths and weaknesses to determine the
effect on and relationship of corporate culture (e.g., organizational
structure, past performance, present activity, resource allocation,
perceived versus actual priorities) on advancing the goals and direction
of Governmental business;

c\. Identify and quantify likelihood and risks inherent in meeting
specified needs as identified in the development of strategic goals and
objectives, including assessing such factors as skill level of human
resources, access to state-of-the-art technology, etc.);

d**.** Determine the effect and relationship of special interest groups
and trade associations on advancing the goals and direction of
Governmental business in terms of organizational structure, risk
tolerance, resource allocation, perceived versus actual priorities,
etc.;

e\. Provide/recommend short term, intermediate, and long term IT
strategic goals, their alternatives, trade-offs, and constraints in
meeting stated goals;

f\. Develop architectures, data management strategies, statements of
work, requirements analyses, alternatives analyses, feasibility studies,
cost/benefit analyses, operational plans, et al, which incorporate
agency/program office requirements, objectives and standards of
performance related to costs for direct labor/overhead/administration,
etc.;

g\. Identify business processes that impede the accomplishment of goals
and objectives as stated in IT strategic planning/program documents;

h\. Develop approaches (including phase costs, schedules, etc.) for
desired or approved IT posture or configuration for future specified
use;

i\. Establish quantifiable measurements for overall performance for
meeting IT goals and objectives, including such parameters as budget,
efficient and effective resource allocation, operating cost reductions,
return on capital investment, resultant standing in the industry, etc.;

j\. Provide assistance to Government during operational capability
demonstrations, proposal evaluations, programmatic/contractual problem
identification and resolution, etc.;

k\. Provide recommendations to management regarding programs that will
advance transportation and technology goals and objectives (e.g.,
through access to experts and academia who can provide both broad
insight and in-depth analyses regarding the future and direction of the
industry/discipline and how technology impacts that future/direction or
how the direction of industry forces changes in technology);

l\. Perform in-depth analyses or apply expert analyses to worldwide
transportation technology trends and markets to determine and anticipate
customer transportation needs and expectations;

m\. Model findings using Integrated DEFinition Methods (IDEF) compliant
tools and produce what-if scenarios ( IDEF methods are a graphical means
of providing an understanding of business operations and for
communicating the design of business improvements);

n\. Incorporate findings to develop, update, or revise strategic goals
and objectives for the agency and transportation customers;

o\. Identify and examine current Governmental programs that exist in the
support of corporate goals and objectives; and

p\. Provide findings from studies, assessments of existing programs and
strategic goals and objectives for use in developing, updating, or
revising transportation related programs to meet the needs and
expectation of agency customers.

**[2.2 Business Process Reengineering (BPR)]{.underline}**

**[2.2.1]{.underline}** The Contractor shall provide resources to
support in the development, analysis, and implementation of improvements
in the flow of business, work, and program processes and tool
utilization.

**[2.2.2]{.underline}** BPR functions include, but are not limited to,
the capability to:

a\. Identify the scope, performance measures, opportunities, and
constraints for performing business process improvement efforts;

b\. Identify, describe, and validate business processes in the current
environment using IDEF compliant tools to develop As-Is activity and
data models;

c\. Perform activity based costing and simulation of current and
redesigned business processes;

d\. Identify organizational, management, work flow, information flow,
personnel, information technology, and decision support problems that
exist in current business processes or practices which impede the
accomplishment of agency missions, goals, and objectives;

e\. Analyze and define business process improvements;

f\. Benchmark best business practices;

g\. Identify, describe, and validate redesigned business processes for
the target environment using IDEF compliant tools to develop To-Be
activity and data models;

h\. Identify and develop cost effective alternatives for improving
business processes and applicable implementation plans;

i\. Effectively integrate workforce and information technology,
including cultural change management;

j\. Build business or program performance criteria (e.g.,
recommendations regarding the need to re-engineer program, process, and
business relationships; improvements in efficiency which translate into
reductions in transaction processing time and costs; improvements in
customer responsiveness and strategic advantage; access to new
technology or technology implementation; use of CASE and Rapid
Application Development tools

and techniques; and re-evaluate and revise marketplace rules and
regulatory policy); and

k\. Define organizational strategy related to such things as functional
integration; interorganizational partnering; outsourcing; team-based
quality management; effective links with the best suppliers for
requirements; effective and reliable links with customers and users of
transportation systems; and supportive and adaptive organizational
structures.

**[2.3 Software Life Cycle Management (SLCM)]{.underline}**

**[2.3.1]{.underline}** The Contractor shall provide resources to
support any or all phases and stages of SLCM, including planning,
analysis, troubleshooting, integration, acquisition, installation,
operation, maintenance, training, documentation, and administration. The
Contractor may be responsible for obtaining and/or supporting the
necessary software, hardware, firmware, resources, etc. required for a
system project.

**[2.3.2]{.underline}** SLCM functions include, but are not limited to,
the capability to:

a\. Develop applications in accordance with applicable Federal
Information Processing Standards (FIPS), OMB Circulars A-123, A-127, and
A-130, Privacy Act, security regulations and agency specific policies
and procedures (e.g., the Department Information Resource Management
Manual (DIRMM)), industry and government *de facto* standards, etc.;

b\. Develop the objectives and general definition of the requirements
for a proposed system (project initiation phase). The system(s) could be
in-house development, reengineering an existing system(s), installing
and implementing Other Government Agency System(s) (OGAS), and
Commercial Off The Shelf (COTS) software;

c\. Develop a needs statement, conducting a feasibility study, risk
analysis, cost benefit analysis, and decision paper to justify the need
for procuring COTS, developing a new application, redesigning existing
applications, or installing a system from another government agency. The
study, analysis, and decision paper shall include information on the
criticality/sensitivity of data, an executive summary, and detail
documentation to support the decision for a future system;

d\. Develop the requirements (development phase) for a system. This
includes the definition, design, security requirements, programming, and
testing stages of development. The Contractor may be required to develop
a project plan with milestones, define a conceptual and physical system
design and system requirements to include database design, process
flows, forms, inputs, outputs, and inquiries;

e\. Apply proven and new system development methodologies and tools, and
defining hardware, software, and firmware requirements. The Contractor
may be required to define the system environment, security
vulnerability, stability, size, scale, complexity, reliability,
integrity, communications, and storage requirements;

f\. Develop a test plan, writing and testing programs, and preparing a
test analysis report. Testing may include functional and technical,
unit, system, interface and integration testing. The Contractor shall be
required to correct all discrepancies found during the testing period
prior to system acceptance/accreditation or as agreed upon by the
Government. The Contractor may be required to develop training
materials, a training plan, and conduct training on or off site;

g\. Develop system documentation that will capture functional,
interface, integration, data, security, and internal control
requirements, a data sensitivity and criticality description,
system/subsystem or modules, program, database design, security and
internal control specifications. The Contractor may be required to
develop user, computer operations and program maintenance manuals, and
plans for training, testing, quality assurance, contingency operations,
backup, recovery, and restart procedures;

h\. Support COTS and OGAS applications as required, such as functional
and technical test and evaluation of the software including database
design, network performance, etc. The Contractor may be required to
develop an interface(s) with the application and install the software
and any updates and upgrades;

i\. Support data conversion, implementation, user and maintenance of the
system. The Contractor may be required to develop and/or execute a
conversion and implementation plan and strategies, develop standard
operating procedures, and conduct and/or participate in post
implementation reviews;

j\. Maintain the day to day system operating environment, developing
disaster recovery, risk assessment and configuration management plans.
This could include control of software releases, program changes,
investigating program problems, reviewing and evaluating system change
requests for complexity and size, preparing hour and cost estimates for
change requests, and operating a help desk; and

k\. Conduct periodic performance measurement and evaluation activities
that may lead to reengineering existing applications to improve
productivity, changing functional and technical requirements, etc. The
Contractor may be required to document requirements of existing systems
that were not previously documented or need updating.

**[2.4 Software Engineering]{.underline}**

**[2.4.1]{.underline}** The Contractor shall provide software
engineering support (including planning, analysis, design, evaluation,
testing, quality assurance, and project management) in the application
of computer equipment through computer programs, procedures, tools, and
associated documentation.

**[2.4.2]{.underline}** Software engineering functions include, but are
not limited to, the capability to:

a\. Analyze and study complex system requirements;

b\. Design software tools and subsystems to support software reuse and
domain analyses and manage their implementation;

c\. Manage software development and support using formal specifications,
data flow diagrams, and other accepted design techniques and tools;

d\. Interpret software requirements and design specifications to code,
and integrate and test software components;

e\. Estimate software development costs and schedules;

f\. Review existing programs and assist in making refinements, reducing
operating time, and improving current techniques;

g\. Estimate and track software quality attributes; and

h\. Perform specific software engineering tasks in such areas as:
process definition; requirements management (project planning, quality
assurance, project tracking and oversight, organizational process
focus); software metrics; capability maturity models; software process
assessments; software capability evaluations; software project
management; software certification; software validation and
verification; open systems; software architecture; software
reengineering; software reuse; component based software; software
security; supervising software configuration management; and Computer
Aided Software Engineering (CASE) tools.

**[2.5 Software Maintenance and Licensing]{.underline}**

**[2.5.1]{.underline}** The Contractor shall provide resources to
support analysis, development, evaluation, and management of a software
licensing program that will consider agency technology requirements and
provide maximum benefit of low prices and ease of management for the
organization. The system should monitor, report on and maintain all
licenses for software used within the department.

**[2.5.2]{.underline}** Software Maintenance and Licensing functions
include, but are not limited to, the capability to:

a\. Participate on or access software licensing forums;

b\. Evaluate the feasibility of various licensing structures designed
for enterprise-wide client/server installations, i.e., user-based, usage
based, concurrent user option vs. a per client usage option,
value-based, suite or bundled pricing, separate server or client
pricing, etc.;

c\. Examine the feasibility of applying usage-based metering services;

d\. Determine and develop price models that document the range of
possible combinations to value and price software services used in the
agency environment;

e\. Develop methodologies for obtaining concurrence on proposed
agreements between user and vendor communities;

f**.** Develop an inventory of resident hardware and software assets;

g\. Provide recommendations for a licensing management system with
alternatives and trade-offs;

h.  Develop software tools that automate reporting of changes in
    configurations; and

i.  Develop automated support for software distribution and license
    management functions.

j.  Acquire and manage software maintenance and/or software licenses
    from 3^rd^ party sources.

**[2.6 EC/EDI Support]{.underline}**

**[2.6.1]{.underline}** The Contractor shall provide resources to
support, define, develop, and maintain electronic inter-

organizational business networks.

**[2.6.2]{.underline}** The DOT encourages the use of EC throughout the
procurement life-cycle as appropriate. EC functions include, but are not
limited to electronic exchange of requests for quotations, quotes,
purchase orders, notices of award, electronic payments, document
interchange, supporting databases, and other activities associated with
the procurement and payment process. Guidance on the use of EC in the
procurement process can be found in the federal Acquisition Regulation
(48 CFR).

**[2.7 Independent Validation and Verification Support]{.underline}**

**[2.7.1]{.underline}** The Contractor shall provide technical resources
to define, develop, and conduct Independent Validation and Verification
(IV&V) Tests to assess: 1) the capacity of BPR to improve system
services and capabilities; 2) Software Life Cycle Management (SLCM)
functions; and 3) the support provided for electronic commerce.
Validation tests shall be designed to ensure that the software developed
fully addresses the requirements established to provide specific system
operation functions and capabilities. Verification testing shall be
designed to determine whether the software code is logically correct for
the operation functions for which it was designed. It is expected that
the operational areas listed above will be contracted as separate IV&V
tasks.

**[2.7.2]{.underline}** IV&V testing support functions include, but are
not limited to, the capability to:

a\. Organize a test team to ensure that software requirements are tested
to the satisfaction of the Government organization;

b\. Create a Master Test Plan that includes the various types of testing
that should be conducted;

c\. Identify the requirements, objectives, and anticipated results to
test the software at all appropriate levels;

d\. Ensure that the test case scenarios vary in complexity and detail,
and that they evolve to include more and more realistic situations;

e\. Ensure that advanced, complex IV&V testing includes reliable test
examples for all operational scenarios modeled; and

f.  Provide thorough and objective test reports to management, both
    verbal presentations and written documentation as required.

**[2.8 IT Research and Development]{.underline}**

**2.8.1** The Contractor shall provide the resources to identify and
research emerging technologies in the IT area. Based on this research,
the Contractor shall develop and evaluate prototype solutions and
present findings and recommendations to the Government for their
consideration.

**[2.9 Other ISE Tasks]{.underline}**

**[2.9.1]{.underline}** The Contractor shall provide resources to
support other IT-related tasks that may not have been specifically
mentioned in the above paragraphs. The contract is intended to cover all
types of IT services. It would be impossible to identify all
requirements and/or anticipate how technology will evolve over the life
of the contract. Therefore, the contractor shall be capable of providing
the broad range of IT services and keep current with emerging
technologies.

**[3.0 Systems Operations & Management (SOM) Support
Services]{.underline}**

The Department requires assistance with SOM products and services. SOM
addresses the overall system operations and management needs for
information and computing resources at all organizational levels. This
section describes the SOM functional requirements and provides
information that the Contractor may need to know in order to perform
some tasks. The Contractor shall provide a full range of support
services to the Government in either a Government-Owned, Contractor
Operated or Contractor-Owned, Contractor Operated (i.e., outsourcing)
environment

Examples of the types of tasks included under the SOM functional area
are: (1) Office Automation/Help Desk; (2) Network Support; (3) Computer
Center Technical Support Services; (4) Media/Learning Center Support;
(5) Telecommunications Support; (6) Seat Management; (7) Independent
Verification and Validation; (8) Acquire and manage software maintenance
and/or software licenses from 3^rd^ party sources and (9) Other SFM
Tasks.

**[3.1 Office Automation Support/Help Desk]{.underline}**

**[3.1.1]{.underline}** The Contractor shall provide planning, analysis,
troubleshooting, integration, acquisition, installation, operations,
maintenance, training, documentation, and administration services for
office automation systems. The Contractor shall also maintain a
centralized technical assistance service that supports problem
resolution and distributes general information concerning office
automation.

**[3.1.2]{.underline}** Office Automation/Help Desk support functions
include, but are not limited to, the capability to:

a\. Evaluate hardware, firmware, peripherals, software packages, etc.
for use by staff and provide recommendations for accomplishing the
desired objectives;

b\. Troubleshoot problems encountered using microcomputer software;

c\. Develop/provide user manuals, programmer maintenance manuals, system
design documentation, etc.;

d\. Provide user training in a variety of areas (e.g., desktop
publishing, end-user security awareness training, telecommunications,
operating systems, software packages);

e\. Analyze and assess equipment and performance degradation, including
determination of hardware, software, and/or other technical changes
necessary as well as supply refreshment to meet operational
requirements;

f\. Perform data entry processing;

g\. Maintain a support facility (normally consistent with Government
personnel working hours Monday through Friday unless otherwise
specified), designed to provide assistance and help to users in all
areas related to IRM/IT, including personalized assistance, telephone
assistance, limited training, etc.;

h\. Provide support services to maintain backup capability, security,
imaging/ OCR, operational data storage and retrieval applications
resident on diverse computer platforms such as microcomputer,
standalone, and minicomputer suites;

i\. Lease, maintain, and repair primary and peripheral hardware;

j\. Provide assistance in maintaining inventory control and location
records of Government-owned Federal Information Processing (FIP)
equipment/software and disposal of property as required;

k\. Collect statistics on hardware/software/system problems, security
incidents, maintenance service calls, and user base;

l\. Assist in the planning and logistics of conferences (including
local, remote, tele-conferences, nationwide, and/or global) and
presentations;

m\. Analyze new applications, perform software maintenance, and make
appropriate enhancements to existing systems as well as assisting
customer personnel in identifying their requirements and/or problems;

n\. Review implementation plans for applications to ensure that the
system resources are available to support applications in both the long
and short term;

o\. Perform configuration management of software and hardware, including
computers and network equipment across the enterprise;

p\. Coordinate and track job requests to ensure that all customer
requests are handled expeditiously while keeping Government apprised of
significant changes in workload status; and

q\. Centralized administration of software licenses, including dynamic
allocation.

**[3.2 Network Support]{.underline}**

**[3.2.1]{.underline}** The Contractor shall provide planning, analysis,
troubleshooting, integration, acquisition, installation, operations,
maintenance, training, documentation, and administration services for
all types of data networks, including, but not limited to, enterprise
systems, the Interdepartmental Data Network (IDN) "backbone", Local Area
Networks (LAN), Wide Area Networks (WAN), client-server, Internet
access, and videoconferencing. The Contractor shall also maintain a
centralized technical assistance service that supports problem
resolution and distributes general network information.

**[3.2.2]{.underline}** Network support functions include, but are not
limited to, the capability to:

a\. Develop/provide user manuals, programmer maintenance manuals, system
design documentation, purchase and installation of network support
equipment/software;

b\. Analyze and assess equipment and performance degradation, including
determination of hardware, software, and/or other technical changes
necessary as well as supply refreshment to meet operational
requirements;

c\. Maintain a support facility (normally consistent with Government
personnel working hours Monday through Friday unless otherwise
specified), designed to provide assistance and help to users in all
areas related to IRM/IT, including personalized assistance, telephone
assistance, limited training, etc.;

d\. Plan, install, operate, maintain, manage the configuration, and
monitor performance of FDDI-compliant "backbone" networks and associated
equipment to include maintaining existing and planned LAN/WAN
connections, software and hardware systems providing LAN/WAN
connectivity, LAN/WAN topologies and operating systems;

e\. Assist in determining requirements and developing plans and
justifications for additions and modifications to hardware and software
for network systems;

f\. Develop, update, and maintain technical support plans describing
current and planned communication systems based on projected user needs
and which forms the basis for the acquisition of needed hardware or
software in planned expansions of capabilities;

g\. Coordinate, track, and measure performance on job requests to ensure
that all customer requests are handled expeditiously while keeping
Government apprised of significant changes in workload status;

h\. Provide user training in a variety of areas (e.g., desktop
publishing, telecommunications, operating systems, software packages,
end-user security awareness training) with requisite documentation;

i\. Provide ongoing system and applications maintenance;

j\. Design, develop, and implement automated systems utilizing a LAN or
WAN based data server;

k\. Develop and test user interfaces that transparently integrate system
applications;

l\. Assist in the planning and logistics of conferences (including
local, remote, tele-conferences, nationwide, and/or global) and
presentations;

m\. Develop data conversion and data validation routines;

n\. Provide assistance in planning and performing data conversion/system
migrations;

o\. Perform hardware/software testing, installation, and maintenance;

p\. Lease, maintain, and repair primary and peripheral hardware in the
context of a "solutions based" contract;

q\. Provide system administration, programming (including development of
special applications), and database support services for microcomputer
systems supporting multiple local and remote users;

r\. Provide assistance in maintaining inventory control and location
records of Government-owned Federal Information Processing (FIP)
equipment/software and disposal of property as required;

s\. Evaluate data communication requirements and perform analyses to
determine hardware, software, and telecommunications support services
necessary to meet requirements;

t\. Provide support services to maintain file/application backup
capability, security, imaging/OCR, operational data storage and
retrieval application resident on diverse computer platforms such as
networks and client-server environments;

u\. Plan, install, operate, manage the configuration,
administer/synchronize directories, and monitor performance of
electronic messaging systems;

v\. Centrally administer software licenses, including dynamic
allocation;

w\. Perform network-based detection of viruses and unauthorized software
and facilities to counter/eliminate/control;

x\. Centrally distribute electronic software (operating system, major
systems, etc.);

y\. Manage and administer user id, password and security keys
(public/private, unique); and

z.  Administer domain addresses

**[3.3 Computer Center Technical Support]{.underline}**

**[3.3.1]{.underline}** The Contractor shall provide planning, analysis,
troubleshooting, integration, acquisition, installation, operations,
maintenance, training, documentation, and administration services for
computer centers. The Contractor shall also maintain a centralized
technical assistance service that supports problem resolution and
distributes general computer center information.

**[3.3.2]{.underline}** Computer center technical support functions may
include, but are not limited to, the capability to:

a\. Develop/provide user manuals, programmer maintenance manuals, system
design documentation, etc.;

b\. Provide ongoing system and applications maintenance;

c\. Analyze and assess equipment and performance degradation, including
determination of hardware, software, and/or other technical changes
necessary to meet operational requirements;

d\. Perform data entry processing;

e\. Perform system analysis, design, development, implementation,
operation, and life cycle maintenance of imaging applications;

f\. Provide support services to maintain operational data storage and
retrieval application resident on diverse computer platforms such as
mainframes, minicomputers, et al;

g\. Assist in the planning and logistics of conferences (including
local, remote, tele-conferences, nationwide, and/or global) and
presentations;

h\. Lease, maintain, and repair primary and peripheral hardware,
including CPU, tape drives, etc.;

i\. Produce and maintain backup tapes and operating system software;

j\. Develop standard operating procedures for the computer center and
ensure compliance with them;

k\. Process data on large-scale computer systems in the multiprocessing
environment;

l\. Provide cleaning of facility IT components;

m\. Identify the rate of consumption for expendable supplies in enough
time to replace these supplies in an orderly manner;

n\. Coordinate and track job requests to ensure that all customer
requests are handled expeditiously while keeping Government apprised of
significant changes in workload status;

o\. Maintain a support facility (normally consistent with Government
personnel working hours Monday through Friday unless otherwise
specified), designed to provide assistance and help to users in all
areas related to IRM/IT, including personalized assistance, telephone
assistance, limited training, etc.;

p\. Establish and maintain a computer capacity management function,
including collection and maintenance of statistics on storage
consumption and current storage capacity;

q\. Perform hardware/software testing, installation, and maintenance;

r\. Collect and maintain statistics on hardware and software problems,
maintenance service calls, and user base;

s\. Perform network communications maintenance, including coordination
with agency groups, telephone companies, and maintenance vendors to
resolve data communication problems;

t\. Convert data through in-house optical character recognition systems,
electronically, through the use of vendors, etc.;

u\. Monitor system performance and coordinate with office system vendors
and users on efficient and effective use of the system;

v\. Schedule and conduct regular user meetings;

w\. Maintain a training facility and provide training for all levels of
users on all functions of the system;

x\. Develop requirements/specifications for hardware, software, and/or
services;

y\. Develop special applications as required;

z\. Provide assistance in formulating cost recovery and budget
projections;

aa. Provide assistance in maintaining inventory control and location
records of Government-owned FIP equipment/software and disposal of
property as required;

bb. Perform annual inventories of computer center equipment and users;

cc\. Maintain system architecture/schematic on hardware, software,
circuits, and codes for each system and user(s);

dd. Develop and maintain a configuration management program for all
supported applications;

ee. Develop and maintain a IT human resource management program;

ff. Develop and maintain a continuous improvement/quality assurance
program;

gg. Develop and maintain a lifecycle management program for all hardware
and software applications;

hh. Centrally administer software licenses, including dynamic
allocation;

ii\. Perform network-based detection of viruses and unauthorized
software and facilities to counter/eliminate/control;

jj. Centrally distribute electronic software (operating system, major
systems, etc.);

kk. Manage and administer user ids, passwords and security keys
(public/private, unique);

k.  

> ll. Administer domain addresses;

m.  Administer and synchronize e-mail directories; and

nn. Provide a full range of services for data center consolidation.

**[3.4 Media/Learning Center Support]{.underline}**

**[3.4.1]{.underline}** The Contractor shall provide planning, analysis,
troubleshooting, integration, acquisition, installation, operations,
maintenance, training, documentation, and administration services for
multi-media and education centers. The Contractor shall also maintain a
centralized technical assistance service that supports problem
resolution and distributes general multi-media and learning information.

**[3.4.2]{.underline}** Media and learning support functions include,
but are not limited to, the capability to:

a\. Develop/provide user manuals, programmer maintenance manuals, and
system design documentation, etc.;

b\. Analyze and assess equipment and performance degradation, including
determination of hardware, software, and/or other technical changes
necessary to meet operational requirements as well as supply
refreshment;

c\. Assist in the planning and logistics of conferences (including
local, remote, tele-conferences, nationwide, and/or global),
presentations, and classes;

d\. Coordinate and track job requests to ensure that all customer
requests are handled expeditiously while keeping Government apprised of
significant changes in workload status;

e\. Maintain a support facility (normally consistent with Government
personnel working hours Monday through Friday unless otherwise
specified), designed to provide assistance and help to users in all
areas related to IRM/IT, including personalized assistance, telephone
assistance, limited training, etc.;

f\. Prepare video tapes of presentations, meetings, course topics, etc.;

g\. Arrange press briefings/conferences and classes;

h\. Arrange teleconferences among parties at local and remote sites;

i\. Perform hardware/software testing, installation, and maintenance;

j\. Lease, maintain, and repair primary and peripheral hardware;

k\. Maintain inventory control and location records of Government-owned
Federal Information Processing (FIP) equipment/software and dispose of
property as required; and

l\. Provide set-up, programming, and operating of groupware; and

m\. Provide professional training expertise, including Instructional
Systems Design capabilities, to improve job performance of employees
utilizing the learning/media center.

[**3.5 Telecommunications Support**]{.underline}

**[3.5.1]{.underline}** The Contractor shall provide policy, procedural,
and organization support; perform operation and maintenance of existing
and future telecommunications systems; perform system installation and
enhancement of new or existing telecommunications systems and networks;
and provide user training.

**[3.5.2]{.underline}** Telecommunications support functions include,
but are not limited to, the capability to:

a\. Perform as the customer service representative and provide customer
service as required, including receiving, evaluating, and responding to
telephone service orders and analyzing, processing, and updating
telephone service records;

b\. Identify and provide telecommunications equipment;

c\. Develop and modify communications software;

d\. Perform hardware and software operations and maintenance relative to
telecommunication system configuration(s);

e\. Manage telephone service records and data related to telephone
system operation;

f\. Maintain telephone locator - phone directory database;

g\. Provide support for voice mail (VMX);

h\. Monitor and analyze PBX performance;

i.  Operate local and long distance directory assistance system;

j.  Provide telephone user support services; and

k.  Provide telecommunication services outsourcing.

**[3.6 Seat Management]{.underline}**

# The Contractor shall provide desktop computing as a service and the Government will purchase these services as a utility and will pay for them by the "seat." The services include the entire suite of hardware, COTS software, connectivity, and support services required to deliver the support to the desktop. To accomplish this, it is expected that the Contractor will be capable of providing the following services:

a.  Asset Management: Provide network assets to meet end user technology
    requirements. Manage network asset inventory. Re-market used network
    assets.

b.  Infrastructure Management: Perform all functions related to network
    and systems management, including performing configuration
    management, implement current software versions and patches,
    maintain a high-level of system reliability, availability, and
    performance, and recommend and implement enhancements to prevent
    performance problems. Where applicable and practical, this would
    include the ability to provide these functions remotely.

c.  Installation: Provide those functions required to plan and implement
    the installation of a network infrastructure necessary to support
    varying degrees of size and complexity.

d.  Maintenance: Plan and implement a maintenance program, both
    preventative and remedial, focused on minimizing downtime and
    achieving efficient operations that includes periodic testing and
    inspections.

e.  User Support: Provide technical skills, infrastructure, and
    equipment necessary to isolate, identify, track, report and resolve
    end user hardware and software problems.

f.  Training: Develop and deliver training necessary to provide varying
    degrees of end user competency in required software suites,
    operating systems, and other required COTS software packages.

g.  Design and Installation: Perform system engineering, conceptual
    design, detailed design for architecture, and configuration
    enhancements of existing and new networks.

h.  Processing Support: Provide processing capabilities and support
    services for the full range of processors (i.e., mainframes, minis
    and micros).

i.  Miscellaneous -- Any other services required.

**[3.7 Independent Verification and Validation]{.underline}**

**[3.7.1]{.underline}** The Contractor shall provide technical resources
to define, develop, and conduct Independent Validation and Verification
(IV&V) Tests for Office Automation Support/Help Desk; Network Support;
Computer Center Technical Support; and Telecommunications Support.
Validation testing shall be designed to ensure that the software
developed fully addresses the requirements established to provide
specific system operation functions. Verification testing shall be
designed to determine whether the software code is logically correct for
the operation functions for which it was designed. It is expected that
the operational areas listed above will be contracted as separate IV&V
tasks.

**[3.7.2]{.underline}** IV&V testing support functions include, but are
not limited to, the capability to:

a\. Organize a test team to ensure that software requirements are tested
to the satisfaction of the user organization for the areas identified in
3.7.1;

b\. Create a Master Test Plan that includes the various types of testing
that should be conducted;

c\. Identify the requirements, objectives, and anticipated results to
test the software at all appropriate levels;

d\. Ensure that the test case scenarios used for testing vary in
complexity and detail, and that they evolve to include more and more
realistic situations;

e\. Ensure that advanced, complex IV&V testing includes reliable test
examples for all operational scenarios modeled; and

f\. Provide thorough and objective test reports to management, both
verbal presentations and written documentation as required.

**[3.8 Software Maintenance and/or Licensing]{.underline}**

**[3.8.1]{.underline}** The Contractor shall provide for software
maintenance and/or software licenses from 3^rd^ party vendors in support
of tasks falling within this functional area.

**[3.9 Other SOM Tasks]{.underline}**

**[3.9.1]{.underline}** The Contractor shall provide resources to
support other IT-related tasks that may not have been specifically
mentioned in the above paragraphs. The contract is intended to cover all
types of IT services. It would be impossible to identify all
requirements and/or anticipate how technology will evolve over the life
of the contract. Therefore, the contractor shall be capable of providing
the broad range of IT services and keep current with emerging
technologies.

**[4.0 Information System Security (ISS) Support Services]{.underline}**

The DOT and other state and local Government entities require assistance
in developing ISS products, including implementation. ISS addresses the
security of information and computing resources at all organizational
levels. This section describes the ISS functional requirements and also
covers the location, source, and contact for any other information that
the Contractor may need to know in order to perform ISS tasks. This
includes the results of any previous audits, reviews, studies,
certifications, risk, and vulnerability analyses, etc. that address the
computer security of a system(s). All work completed under this contract
shall comply with the latest versions of all applicable agency ISS
guidance (e.g., DOT H 1350.2nn series, to be available on the DOT World
Web Home Page), Office of Management and Budget (OMB) circulars, General
Services Administration (GSA) issuances, Public Laws (PLs), American
National Standards Institute (ANSI) standards, and National Institute of
Standards and Technology (NIST) standards, including Federal Information
Processing Standards (FIPS) publications. Also, individual task/delivery
orders will reference applicable versions of standards or exceptions as
necessary. For DOT requirements, DOT ISS guidance takes precedence over
external guidance.

Examples of the types of tasks included under the ISS functional area
are: (1) Mainframe Automated Information Security Systems; (2) Disaster
Recovery, Continuity of Operations, and Contingency Planning; (3)
Computer Security Awareness and Training; (4) Computer Security Incident
Response; (5) Virus Detection, Elimination, and Prevention; (6) Computer
Security Plan Preparation; (7) Certification of Sensitive Systems; (8)
Quantitative Risk Analysis of Large Sensitive Systems; (9) Security for
Small Systems, Telecommunications, and Client Server; (10) Hot-site,
Cold-site Services; (11) Independent Verification and Validation; (12)
Acquire and manage software/hardware maintenance and/or software
licenses from 3^rd^ party sources and (13) Other ISS Tasks.

[**4.1 Mainframe Automated Information Security Support**.]{.underline}
The Contractor shall provide operational and analytical support related
to security for mainframe information assets. Such support includes, but
is not limited to, the capability to:

a\. Provide operational and analytical support of mainframe security
system software (e.g., CA-ACF2);

b\. Provide support necessary to evaluate the integrity of mainframe
operating systems and environments;

c\. Ensure the operation of trusted computer system consistent with
strategic plans;

d\. Support full compliance with the Computer Security Act of 1987 (PL
100-235) and Office of Management Budget (OMB) Circulars A-130,
Management of Federal Information Resources;

e\. Ensure that users, both internal and external, are not unreasonably
impacted by the operation and administration of security system
software; and

f\. Provide independent operational and quality assurance audits of
mainframe security administration and implementation (including conduct
of audits by an outside independent organization who will provide
unbiased assessment of the FIP security environment and provide draft
and final audit plans to the government prior to commencing work).

**[4.2 Disaster Recovery, Continuity of Operations, and Contingency
Planning.]{.underline}** The Contractor shall provide disaster recovery,
continuity of operations, and contingency planning support, including
those for software applications, which are processed on various computer
platforms (e.g., personal computers, mainframes, and mini-computers).
(For DOT, specific guidance is contained in DOT H 1350.263, "Model
Continuity of Operations Plan (COOP) Guide," and DOT H 1350.264, "Model
Disaster Recovery Plan (DRP) for Local Area Networks and Automated
Information Systems Guide.") Such support includes, but is not limited
to, the capability to:

a.  Perform Risk Analysis

b.  Review and/or develop disaster recovery and continuity of operations
    plans

c.  Recommend Mitigation Plan

d.  Recommend ways to increase the effectiveness of the plans and the
    continuity of service

e.  Incorporate disaster recovery and continuity of operations plans as
    an attachment of the systems security plan

**[4.3 Computer Security Awareness and Training]{.underline}**. The
Contractor shall provide computer security awareness and training. (For
DOT, specific guidance is contained in DOT H 1350.277, "Guide for the
Department of Transportation Computer Security Training and Orientation
Program.") Such support includes, but is not limited to, the capability
to:

a\. Design and develop an Instructor's Guide and a participant material
packet for both briefing presentation and classroom-based courses as
well as conducting training;

b\. Provide the instructor with guidance for presentation of the
course/briefing (i.e., the Instructor's Guide or Speakers Notes); and

c\. Provide a participant material packet, which will provide the
participant with the materials discussed in the course/briefing for
future reference.

d.  Design, develop and present a System Administrator Security Course
    to train client Systems

    Administrators in security policies, procedures, and techniques.

e.  Design, develop and present a Computer Incident Investigation Course
    to train client Security Personnel in Computer Forensics policies
    and techniques.

[**4.4 Computer Security Incident Response**.]{.underline} The
Contractor shall provide computer security incident response support.
Such support includes, but is not limited to, the capability to:

a\. Form an Incident Response Team (the team) to increase the client
organization's ability to respond to computer security incidents;

b\. Have the team provide a specified number of hours a day on-call
technical assistance to the client organization sites and respond to
incidents at those sites within a specified number of hours;

c\. Have the team communicate important information about threats and
vulnerabilities to the organization in a timely manner; and

d\. Perform research on system vulnerabilities, conduct system
penetration studies, and develop computer security incident response
tools.

e\. Monitor the client organization network(s) to detect intrusions.
Correlate information on network intrusion incidents, create incident
reports, brief client organization management, client security
personnel, law enforcement and/or counterintelligence organizations on
the incidents. Develop automated tools to assist in the network
monitoring, intrusion detection, and reaction to incidents.

**[4.5 Virus Detection, Elimination, and Prevention.]{.underline}** The
Contractor shall provide virus detection, elimination, and prevention
support. Such support includes, but is not limited to, the capability
to:

a\. Be responsible for specific activities that include
incident-handling guidelines, software tools, etc. and may be an
on-going, multi-year effort;

b\. Identify, isolate, neutralize, and be responsible for handling
malicious programs (viruses, worms, Trojan Horses) infecting the client
organization's systems and/or networks;

c\. Perform research on viruses, conduct system attack studies, and
develop computer security tools which provide knowledge that the
Contractor can use and information to issue before and during incidents;

d\. Maintain a clearinghouse of relevant information, i.e., description
of viruses, removal/ recovery instructions, etc., and help sites to
learn about and use the computer security tools which they have
developed; and

e\. Initiate proactive efforts to include developing virus detection,
elimination, and prevention guidelines and identifying software tools
for responding to incidents/events.

[**4.6 Computer Security Plan Preparation**.]{.underline} The Contractor
shall provide computer security plan preparation support. (For DOT,
specific guidance is contained in DOT H 1350.250, "DOT Information
Systems Security Guide," and DOT H 1350.251, "DOT Network Security
Guide.") Such support includes, but is not limited to, the capability to
provide a system security plan which:

a\. Performs Risk Analysis;

b\. is a management tool designed to reduce the risk and magnitude of
harm that could result from the loss, misuse, or unauthorized access to
or modification of information in federal computer systems; and

c\. identifies the system purpose and operating environment; the
sensitivity of information; and management, operational, and technical
controls to be applied; and is required for all general support systems
and major applications.

[**4.7 Certification of Sensitive Systems**.]{.underline} The Contractor
shall provide support in the certification of sensitive systems. (For
DOT, specific guidance is contained in DOT H 1350.250, "DOT Information
Systems Security Guide," and DOT H 1350.251, "DOT Network Security
Guide.") Such support includes, but is not limited to, the capability
to:

a\. formally test the system's controls (depending on the scope of the
certification review as determined by the sensitivity, size, and nature
(e.g., general support systems and major applications) to determine
whether they are turned on, actually work, and provide the intended
protection;

b\. perform an assessment and evaluation to certify small sensitive
systems through:

\(1\) a series of tests of the security controls implemented to ensure
the security and integrity of the system and its software and data;

\(2\) preparation of a simplified test plan;

\(3\) conduct of appropriate validation tests;

\(4\) inclusion of the certification package as an attachment to the
security plan;

\(5\) conduct electronic vulnerability assessments of systems through
the use of automated tools such as SATAN, SPI, COPS, Crack, etc;

\(6\) certification of systems under development, generally prior to
implementation (usually coinciding with System Design Testing); and

\(7\) certification of systems being developed in phases in each phase.

c\. prepare an extensive test plan for a security test and evaluation
(ST&E) of large systems in contrast to a simplified plan for
certification through assessment and evaluation of security controls for
the system by looking at certain areas in depth, such as: management
procedures and controls, physical, data, operating system, application
software, personnel, and network security; and disaster recovery.

[**4.8 Quantitative Risk Analysis of Large Sensitive
Systems**.]{.underline} The Contractor shall provide support in
performing quantitative risk analyses of large sensitive systems,
generally including the risk analysis package as an attachment to the
system security plan. Such support includes, but is not limited to, the
capability to:

a\. identify and value computer/communications network assets;

b\. identify potential threats to those assets and system vulnerability;

c\. assess adequacy of existing management, operational, and technical
controls in safeguarding assets against waste, loss, unauthorized access
and use, and misappropriation; and

d\. analyze the consequences/impact of the potential threats resulting
in recommendations of safeguards.

e\. assess Business Impact Analysis and Recommendations

[**4.9 Security for Small Systems, Telecommunications, and Client
Server**.]{.underline} The Contractor shall provide security for small
systems, telecommunications, and client server support. Such support
includes, but is not limited to, the capability to:

a\. Provide operational and analytical support related to security for
personal computers, file servers, and LAN information assets;

b\. Provide operational and analytical support related to
telecommunications and network security;

c\. Analyze and evaluate new and emerging security technologies as well
as vendor security products for their applicability and feasibility of
use for personal computers, LANs, telecommunications, and networks;

d\. Support customer security operations, including assisting customers
with developing and implementing security methodologies and safeguards
to protect their personal computers, file servers, LAN, and network
assets;

e\. Recommend Back-up Storage and Protection plan

f\. Provide technical training for all aspects of information security
relative to personal computers, LANs, file servers, networks, and
telecommunications;

g\. Perform special projects and tasks to remedy existing security
weakness; and

h\. Conduct network security monitoring to detect intrusions. Conduct
electronic vulnerability assessments of systems. CONDUCT ELECTRONIC
vulnerability assessments of web sites.

**[4.10 System Recovery Support Services]{.underline}**

**[4.10.1]{.underline}** The Contractor shall provide personnel
resources to ensure a system recovery capability that will support
Government goals and objectives. As a minimum, the Contractor must
provide the capability for hot-site/cold-site recovery of all critical
software programs and sensitive Government information. The requirements
for system recovery support services will be based on the analysis of
strategic planning factors; the strengths and weaknesses of the system,
as obtained through threat assessment and risk analyses; and cost and
benefit trade-offs.

**[4.10.2]{.underline}** System recovery support services include, but
are not limited to the capability to:

a\. Detail and Diagram hierarchical access and storage system;

b\. Provide hot-site/cold-site system recovery support services that
ensure continuity of operations for Government systems;

c\. Provide practical and effective interpretations of strategic
planning for Government IT systems as well as the alternatives available
for system recovery;

d\. Provide or assess applicable feasibility studies for alternatives
available for system recovery support services;

e\. Provide alternatives for system recovery support services that are
based on feasibility studies and the analysis of cost-effective
approaches to requirements for continuity of IT operations;

f\. Provide the capability for an off-site data vaulting service to
provide a secure environment for critical system software programs and
data and sensitive Government information.

**[4.11 Independent Verification and Validation]{.underline}**

**[4.11.1]{.underline}** The Contractor shall provide technical
resources to define, develop, and conduct Independent Validation and
Verification (IV&V) Tests for Mainframe Automation Information Security;
Certification of Sensitive Systems; and Security for Small Systems,
Telecommunications, and Client Server. Validation testing shall be
designed to ensure that the software developed fully addresses the
requirements established to provide specific operation functions.
Verification testing shall be designed to determine whether the software
code is logically correct for the operation functions for which it was
designed. It is expected that the operational areas listed above will be
contracted as separate IV&V tasks.

**[4.11.2]{.underline}** IV &V testing support functions include, but
are not limited to, the capability to:

a\. Organize a test team to ensure that software requirements are tested
to the satisfaction of the user organization for the operational areas
identified in 4.11.1 above;

b\. Create a Master Test Plan that includes the various types of testing
that should be conducted, and testing the software at all appropriate
levels for these areas of ISS;

c\. Ensure that the test case scenarios vary in complexity and detail,
and that they evolve to include more and more realistic situations;

d\. Ensure that advanced, complex IV&V testing includes reliable test
examples for all operational scenarios modeled; and

e\. Provide thorough and objective test reports, both verbal
presentations and written documentation as required by the project
manager.

**[4.12 Software/Hardware Maintenance and/or Licensing]{.underline}**

**[4.12.1]{.underline}** The Contractor shall provide for
software/hardware maintenance and/or software licenses from 3rd party
vendors in support of tasks falling within this functional area.

**[4.13 Other ISS Tasks]{.underline}**

**[4.13.1]{.underline}** The Contractor shall provide resources to
support other IT-related tasks that may not have been specifically
mentioned in the above paragraphs. The contract is intended to cover all
types of IT services. It would be impossible to identify all
requirements and/or anticipate how technology will evolve over the life
of the contract. Therefore, the contractor shall be capable of providing
the broad range of IT services and keep current with emerging
technologies.

(End of Section C)

**[D.1 General]{.underline}**

At a minimum, the following paragraphs shall be applicable to all Task
Orders issued under this Contract, unless otherwise specified by an
individual Task Order. Additional requirements may be specified in each
Task Order.

### [D.2 F.O.B. POINT]{.underline}

All items shall be shipped F.O.B. destination with all shipping and
transportation costs prepaid.

**[D.3 Packaging]{.underline}**

The Contractor shall ensure that all items are preserved, packaged,
packed, and marked in accordance with best commercial practices to meet
the packing requirements of the carrier and ensure safe delivery at
destination.

**[D.4 Marking]{.underline}**

Containers shall be clearly marked as follows:

> a\. NAME OF CONTRACTOR;
>
> b\. CONTRACT NUMBER;
>
> c\. TASK ORDER NUMBER;
>
> d\. DESCRIPTION OF ITEMS CONTAINED THEREIN;
>
> e\. CONSIGNEE\'S NAME AND ADDRESS; and
>
> f\. If applicable, Packages containing software or other magnetic
> media shall be marked on external containers with a notice reading
> substantially as follows: \"CAUTION: SOFTWARE/MAGNETIC MEDIA ENCLOSED.
> DO NOT EXPOSE TO HEAT OR MAGNETIC FIELDS\".

(End of Section D)

######### E.1 GENERAL

At a minimum, the following paragraphs shall be applicable to all Task
Orders issued under this Contract, unless otherwise specified by an
individual Task Order. Additional inspection and acceptance requirements
may be specified in each Task Order (TO).

**[E.2 CONTRACT]{.underline}** Clauses Incorporated by Reference (FAR
52.252-2) (JUN 1988)

This Contract incorporates the following Federal Acquisition Regulation
(FAR) 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.

> 52.246-02 INSPECTION OF SUPPLIES - FIXED PRICE \* (AUG 1996)
>
> 52.246-04 INSPECTION OF SERVICES - FIXED-PRICE \* (AUG 1996)
>
> 52.246-16 RESPONSIBILITY FOR SUPPLIES \* (APR 1984)
>
> 52.246-03 INSPECTION OF SUPPLIES - COST REIMBURSEMENT\*\* (APR 1984)
>
> 52.246-05 INSPECTION OF SERVICES - COST REIMBURSEMENT \*\* (APR 1984)

52.246-06 INSPECTION - TIME-AND-MATERIAL AND LABOR HOUR\*\*\* (JAN 1986)

\* Applicable to CLINs 0101 - 0106, 0401 - 0406

\*\* Applicable to CLINs 0001 - 0006, 0201 - 0206

\*\*\* Applicable to CLINs 0301 - 0308

######### E.3 GOVERNMENT REVIEW AND ACCEPTANCE

a\. The Government will review and verify that all deliverables
associated with a Task Order issued under this Contract fulfill the
requirements and standards stated in this Contract and in the associated
TO.

b\. Inspection and acceptance of all items and services under this
Contract will be accomplished by a Government Contracting Officer or
designated representative(s). The designated representative(s) will
inspect, and be responsible for, the review and acceptance of all
deliverables under this Contract prior to its acceptance by the
Government Contracting Officer (CO) identified in the TO via approving
the Contractor's invoice, unless other procedures are specified in the
TO. Acceptance testing will be performed by the designated
representative(s).

(End of Section E)

**[F.1 FAR 52.252-2 Clauses Incorporated by Reference (Jun
1988)]{.underline}**

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.

[CLAUSE NO.]{.underline} [CLAUSE TITLE]{.underline} [DATE]{.underline}

52.242-15 Stop-Work Order - Alternate I (AUG 1989)

52.242-17 Government Delay of Work (APR 1984)

**[F.2 task Order (TO)]{.underline}**

a\. No task order shall exceed a 5 year period of performance.

b\. The period of performance, deliverables, and milestones shall be
specified in each TO. No TO shall be issued after the date for placement
of task orders as cited in Section I, FAR 52.216-18, "Ordering".

c\. All TOs must be issued by an authorized Government Contracting
Officer. No work shall be performed by the Contractor prior to
acceptance of the TO unless authorized by the cognizant Contracting
Officer.

d\. Delivery of supplies, services, written documents, etc. (including
required formats and delivery locations) will be in accordance with the
TO requirements. All correspondence and reports related to each TO shall
be delivered to the cognizant Contracting Officer (CO) and/or designated
Contracting Officer's Technical Representative (COTR) as specified in
the TO.

e\. For those TOs for which the Information Technology Omnibus
Procurement (ITOP) II Contracting Officer (ITOP II CO) is responsible,
letters of transmittal of deliverables and any other correspondence
regarding schedule changes or problems with performance shall be sent by
the Contractor to:

> Attn: (Enter CO Name)

Contract \# (Enter Contract Number)

Task Order \# (Enter TO#)

Project \# (Enter Project Number); if applicable

400 7th Street, SW, Room 5106

Washington, DC 20590

f\. For all other TOs, the Contractor shall send correspondence
regarding schedule changes or problems with performance to the cognizant
CO and a copy shall be sent to the address in F.2(e).

(End of Section F)

**[G.1 General]{.underline}**

At a minimum, the following paragraphs shall be applicable to all Task
Orders issued under this Contract unless otherwise specified by an
individual Task Order. Additional contract administration data may be
specified in each Task Order.

**[G.2 Responsibility for Contract Administration]{.underline}**

[Contracting Officer]{.underline}: The Information Technology Omnibus
Procurement (ITOP) II Contracting Officer (CO), identified below, has
the overall responsibility for this contract. The CO alone, without
delegation, is authorized to take actions on behalf of the Government to
amend, modify or deviate from the contract terms, conditions, and
requirements. The CO may delegate certain other responsibilities to
his/her authorized representatives or Contracting Officer Representative
(COTR). The ITOP II CO for this contract is:

Mr. Mark Welch, Contracting Officer

US Department of Transportation

TASC, Acquisition Services

400 7th Street, SW, Room 5106

Washington, DC 20590

COTRs shall be appointed in each TO issued under this contract. The
appointment will be effective until the TO is completed or a written, or
electronic, notice of termination is received from the CO responsible
for the TO, whichever occurs first. Changes to the COTR may be made by
the CO via electronic mail direction or by TO modification (changes
directed by electronic mail will be confirmed in the next subsequent
modification as applicable).

The COTR has the authority to monitor the technical progress of the
services that are required to be delivered under the TO. This includes
visits to the place of performance, meetings and telephone conversations
with your personnel, inspection, acceptance, or rejection of the
contracted items and other duties that may be authorized by the CO.

The COTR cannot authorize or order the cessation of contract work nor
delete, change, or waive any of the technical requirements or other
terms and conditions of the TO. Should the Contractor desire a change
(monetary or otherwise) to the TO, you must submit a written request to
the CO for consideration. If appropriate, the change will be effected by
a contract modification, after discussions and/or negotiations. Whenever
a difference of opinion between the Contractor and the COTR occurs, the
Contractor shall notify the CO or the contract administrator/specialist
immediately for resolution.

The ITOP II CO may delegate authority on an individual or class basis to
issue TOs under this contract to other DOT entities or other Government
agencies. These TOs must be signed by a warranted Contracting Officer of
a Government activity who may assign a COTR and delegate certain
administrative responsibilities to the COTR to assist in the
administration of individual TOs. However, COs [do not]{.underline} have
authority to obligate a Government activity other than the Government
activity in which that CO works.

The Contractor is not allowed to accept or perform under TOs issued by
other than the ITOP II CO without evidence of the TASC approved
delegation of authority. This delegation will be signed by the ITOP II
CO and at a minimum contain a delegation number, identification of the
requesting Government Activity procurement office and contracting
officer, expiration period (if any) of the delegation, designation as an
individual or class delegation, an estimated amount, a description of
services and period of performance, and any special conditions of the
delegation. The Contractor must provide a copy of each TO resulting from
such a delegation to the ITOP II CO or his designated representative
within five 5 calendar days of acceptance of the TO.

**[G.3 Billing Instructions]{.underline}**

Invoices shall contain the information required by FAR 52.232-25, Prompt
Payment, including the **contract number, task order number, and
applicable line item numbers.** Invoices for cost type task orders also
shall contain the following:

1.  All direct labor charges substantiated by hours and dollars incurred
    by labor category. Straight-time and premium labor charges shall be
    substantiated separately.

2.  All other direct costs (if any) substantiated at the same level as
    originally proposed.

3.  All subcontract costs (if any) substantiated by cost category at the
    same level of detail as prime costs.

4.  All indirect costs based on application of the indirect billing
    rates applied to the applicable cost bases.

5.  All charges for Fixed Fee. Subject to the withholding provisions of
    the contract clause entitled, \"Fixed Fee\" incorporated in Section
    I of the contract, the fixed fee specified above shall be paid in
    installments at the time of each payment for allowable costs, the
    amount of each installment being determined by applying to the
    amount payable as allowable cost a percentage reflecting the ratio
    of total fixed fee to total estimated cost. The total installment
    payments of fixed fee shall not exceed 85% of the total fixed fee
    with the balance to be paid upon close-out of the task order.
    Therefore, the Contractor shall withhold 15% of fixed fee or \$100K,
    whichever is less, [under]{.underline} [each invoice]{.underline}.

6.  Cumulative value to date of all billings against the applicable task
    order.

Invoices for firm-fixed price task orders shall be submitted in
accordance with the payment schedule in the order.

Additional billing instructions, including submittal instructions, shall
be provided under each individual task order issued under the contract.
By execution of this contract, the Contractor acknowledges that invoice
substantiation requirements may differ under each task order due to the
varying nature of customer practices, and agrees to provide all data
required by the task order Contracting Officer to substantiate invoices.

**[G.4 TRAVEL AND PER DIEM]{.underline}**

a\. Outside the Washington, DC Metropolitan Area:

Travel by air will be reimbursed at actual not to exceed coach fare.
Travel subsistence reimbursement will be authorized under the rates and
conditions of the Federal Travel Regulations and the Department\'s
Travel Manual (DOT 1500.6A). Per diem will be reimbursed at actuals, not
to exceed the per diem rates set forth in Federal Property Management
Regulations (FPMR) 41 CFR Chapter 101, Chapter 7, GSA Bulletin FPMR A-40
Supp- (in effect at time of travel), or at said per diem rates
regardless of actual cost, whichever is in accordance with the
Contractor's standard accounting practice or disclosure statement.
Travel of more than 10 hours, but less than 24 hours, when no lodging is
required, per diem shall be one-half of the Meals and Incidental
Expenses (M&IE) rate applicable to the location of the temporary duty
assignment. If more than one temporary duty point is involved, the
allowance will be one-half of the M&IE rate prescribed for the location
where the majority of the time is spent performing official business.
The Per Diem allowance shall not be allowed when the period of official
travel is 10 hours or less during the same calendar day. Travel by
privately owned vehicle will be reimbursed at the current GSA approved
mileage rate. If the Contractor incurs travel costs in excess of the
amount shown in each TO, it is at its own expense.

b\. Inside the Washington, DC Metropolitan Area:

\(1\) Travel will be reimbursed based on the policies stated in
paragraph (a) above.

\(2\) Normal commuting expenses are not allowed.

c\. Any burden added to the travel cost will be allowed only as defined
in the Contractor's standard accounting practice or disclosure
statement.

d\. Travel instructions for TOs issued by other than DOT shall be
specified in the individual TO.

######### G.5 ACCOUNTABILITY OF COSTS/SEGREGATION OF TASK ORDERS

a\. All costs incurred by the Contractor under this contract shall be
segregated by each TO. The Contractor shall, therefore, establish
separate "Job Order Accounts and Numbers" for each TO issued and shall
record all incurred costs in the appropriate job order account assigned
each TO.

b\. There shall be no commingling of costs between TOs.

**[G.6 PERFORMANCE MEASURES]{.underline}**

a\. Task orders issued under ITOP II shall contain, to the maximum
extent practicable, meaningful performance measures to enable the
assessment of success/failure in meeting the objectives of the requiring
office. Performance measures shall be developed by requiring offices and
included in the issued task order, subject to discussion with the
Contractor and Contracting Officer, as appropriate.

b\. The requiring office shall be responsible for monitoring task order
performance measures to assess progress. The cognizant Contracting
Officer shall be notified when it appears that Contractor performance
will not successfully meet the established measures.

**[G.7 PERFORMANCE EVALUATIONS]{.underline}**

a\. Performance evaluations shall be done for each completed task order,
regardless of dollar value, within 30 days of completion, by the
Contracting Officer's Technical Representative (COTR) or his/her
designated representative. Performance evaluations shall also be
completed at least annually for task orders that have a performance
period in excess of one year; annual performance evaluations shall be
submitted not later than October 31 of each year. Performance
evaluations may also be done as otherwise considered necessary by the
COTR or the requiring office throughout the duration of the task order
(but generally no more than quarterly). The performance evaluation form
shown in Attachment J-6 shall be used unless modified by the ITOP II CO.

b\. Performance evaluations shall be submitted to the cognizant
government Contracting Officer, with a copy to the Contractor's ITOP II
Project Manager and the ITOP II CO (if not the cognizant Contracting
Officer).

c\. The cognizant CO shall submit the completed evaluation to the
Contractor for comment. The Contractor shall have 30 days in which to
respond. The cognizant CO and COTR will consider any comments provided
by the Contractor. The performance evaluation will have a copy of the
Contractor's comments attached.

**[G.8 MONTHLY PROGRAM STATUS REPORT (MPSR)]{.underline}**

The MPSR is prepared by each prime contractor for the ITOP II CO. The
report shall include a brief summary of significant activities, problems
and developments occurring during the reporting period, as well as
progress made at the TO level. It provides a technical activity summary
by ITOP II task order number. The report must be received by the ITOP II
CO, via e-mail (itop2@tasc.dot.gov), no later than the 15^th^ of each
month. A sample MPSR format is shown in Attachment J-9. The report shall
be submitted in Microsoft Word format version 6.0 or higher.

######### G.9 SUBCONTRACTING REPORT

Pursuant to FAR 52.219-14, Limitation on Subcontracting, small
businesses receiving contracts as a result of a task order set aside (or
directed task order) may not subcontract greater than 50% of work under
this contract on a cumulative basis (i.e., although individual task
orders may have greater than 50% subcontracting, the total cumulative
subcontracting under all task orders may not exceed 50%). Small
businesses shall submit an annual report to the Contracting Officer on
October 31 of each year detailing the subcontracting percentage under
these task orders performed during the previous Government fiscal year.
The report shall show the subcontracting percentage for the year under
each individual task order, the cumulative total for the reporting
period under the contract, and the cumulative total for the life of the
contract. The subcontracting percentage shall be calculated based on the
methodology contained under Attachment J-11 to this contract. The
Government reserves the right to limit awards at any time to a small
business not in compliance with this FAR clause.

(End of Section G)

######### H.1 TYPE OF CONTRACT

This is an Indefinite Delivery-Indefinite Quantity (IDIQ) contract with
provisions for Firm Fixed Price, Cost Plus Fixed Fee, Cost Plus Award
Fee, Time-and-Materials, and Fixed Price Award Fee type task orders. The
type of contract selected will be determined by task order based on the
criteria contained in FAR 16.1, Selecting Contract Types. Only one
contract type will be used on an individual task order unless mutually
agreed to by the Contractor and the cognizant Contracting Officer.

**[H.2 MINIMUM CONTRACT GUARANTEE AND MAXIMUM POTENTIAL]{.underline}**

\(a\) The guaranteed minimum amount for the ITOP II contract shall be a
total of (\$100,000 for ISE; \$200,000 for SOM; \$75,000 for ISS), as
met through the issuance of one or more task orders within two years of
contract award.

\(b\) The Government has no obligation to issue task orders to the
Contractor beyond the amount specified in paragraph (a) of this clause.
Once the conditions of paragraph (a) have been met, the Contractor will
continue to have the opportunity to be issued task order(s) under the
ITOP II contract unless notified by the ITOP II CO in accordance with
Clause H.24.

\(c\) The maximum cumulative dollar amount that may potentially be
awarded, to all contractors combined, under ITOP II is ten billion
dollars.

\(d\) The funding for each task order shall be contained in the
individual task order and not at the time of ITOP II contract award.

\(e\) Given the provisions of paragraphs (a) through (d) of this clause,
the Contractor and the Government agree that a binding contract is
established at time of ITOP II contract award and that consideration has
been transferred between the parties.

######### H.3 ORDERING PROVISION

The following ordering procedures apply to all Task Orders issued under
this contract. Any supplies and/or services to be furnished under this
contract will be ordered by issuance of written TOs. TOs shall be issued
in accordance with FAR 52.216-18, 52.216-19, and 52.216-22 (See Section
I). In addition:

a\. Only an authorized Government Contracting Officer can issue a TO
under this contract.

b\. All TOs are subject to the terms and conditions of the contract. In
the event of conflict between a TO and the contract, the contract will
take precedence.

c\. All costs associated with preparation, presentation, and/or
discussion of the Contractor\'s TO proposal shall be at the
Contractor\'s expense; postaward TO administration (including applicable
personnel cost allocations by TO) shall also be at the Contractor's
expense. The Contractor is responsible for determining the most
appropriate method for recovering such costs (e.g., direct or indirect
charges to Task Orders) based on its standard accounting practices.

d\. The Government, at its discretion, will determine under which
functional area a TO request belongs. This determination will be based
on the predominant work to be performed under the TO (e.g., 70% = ISE,
and 30% = ISS will be categorized as ISE). Unless otherwise precluded by
the TO, a Contractor awarded a TO under a particular functional area may
utilize other ITOP II Contractors from different functional areas as
appropriate when subcontracting efforts are necessary.

e\. It is the Government's intent to compete all TOs among the
contractors awarded a contract within the designated functional area. It
is the Government\'s intent to issue TOs for every TO request. However,
awardees need not be given an opportunity to be considered for a
particular TO if the CO determines that:

> \(1\) The agency need for such supplies or services is of such urgency
> that providing such opportunity would result in unacceptable delays;
>
> \(2\) Only one such contractor is capable of providing such supplies
> or services required at the level of quality required because the
> supplies or services ordered are unique or highly specialized;
>
> \(3\) The order should be issued on a sole source basis in the
> interest of economy and efficiency as a logical follow-on to a TO
> already issued under the contract or through exercise of option
> periods specified in the original TO, provided that all awardees were
> given fair opportunity to be considered for the original TO; or
>
> \(4\) It is necessary to place a Task Order to satisfy a minimum
> guarantee \[See Clause H.2\].

f\. Contractors under the 8(a) program may be awarded up to \$3,000,000
annually in accordance with FAR 19.805-1. (Should the 8(a) Contractor
perform work under the exceptions in paragraph H.3e above, the
\$3,000,000 cap does not apply.)

g\. No work will be performed and no payment will be made except as
authorized by a TO.

h\. The Contracting Officer\'s selection decision on each TO request
shall be final and shall not be subject to the protest or disputes
provisions of the contract, except for a protest that the TO increases
the scope, period, or maximum value of the contract.

i\. The Government intends to use electronic commerce methods to the
maximum extent practicable for TOs.

**[H.4 PLACEMENT OF TASK ORDERS]{.underline}**

\(a\) Delivery or performance shall be made only as authorized by
written TOs issued in accordance with this clause. While the TO
methodologies explained in the subsequent paragraphs represent the
Government's initial approach to Task Order issuance, hopefully, through
Government and Contractor cooperation and innovation, these
methodologies will regularly evolve to incorporate lessons learned and
to become more efficient and effective. Standardized TORFP and
Contractor proposal formats shall be used to facilitate and streamline
the TO process; these shall be provided to the Contractor upon award of
the ITOP II contracts. Formal source selection procedures as specified
in the Transportation Acquisition Manual 1215.612 will NOT be held for
TOs unless authorized by the ITOP II CO.

\(b\) TOs may be issued on either a competitive or non-competitive basis
(in accordance with Clause H.3). Regardless of whether the TO is
competitive or non-competitive, oral or written proposals (as considered
appropriate in light of the dollar value, complexity, and duration of
work for the TO) may be authorized by the cognizant Contracting Officer.
In addition:

\(1\) The Government reserves the right to make award based on initial
offers.

\(2\) TO award(s) will normally be made to the offeror(s) whose proposal
is determined to best meet needs of the Government after consideration
of all factors \-- provides the "best value". "Best value", for the
purpose of ITOP II, is defined as the procurement process that results
in the most advantageous acquisition decisions for the Government and is
performed through an integrated assessment and trade-off analysis
between technical (e.g., past performance, management approach,
personnel experience) and cost/price factors.

\(3\) Offerors are strongly encouraged but are not required, unless
otherwise directed by the ITOP II CO, to provide offers on all
competitively awarded TOs within their functional area. Offerors must
clearly delineate which functional area tasks will be performed by the
prime contractor vs. subcontractors.

\(4\) Offerors are cautioned that in conducting the TO evaluation, the
Government may use data provided by the offeror in its proposal as well
as data obtained from other sources (e.g., Dun and Bradstreet reports,
DCAA audits, available industry market rates for labor and overhead,
etc.), including previously awarded ITOP II TOs. While the Government
may elect to consider data obtained from other sources, the burden of
providing thorough and complete information rests with the offeror.

\(c\) When the TO is competed, and the value of the requirement is above
the threshold established by the ITOP SPO for using additional
streamlined procedures, (e.g. CIS as defined in the ITOP handbook
procedures), the following procedures are applicable:

\(1\) The requiring office shall provide a copy of the Statement of Work
(SOW) for a potential Task Order to the ITOP SPO.

\(2\) The cognizant CO will provide a TORFP to all Contractors within
the designated functional area. Each TORFP will generally include:

i\. The SOW;

ii\. The desired delivery schedule and/or required completion date(s),
milestones, reporting requirements and list of deliverables as
applicable;

iii\. Desired type of contract (i.e., FFP, CPFF, CPAF, T&M, FPAF) with
proposed terms and conditions;

iv\. The date and time by which the response is due;

v\. The evaluation factors (which may include all or some of the
following: Technical Approach; Management Approach; Past Performance;
Key Personnel; Capability Demonstration/Benchmarking; and Cost/Price)
and

vi\. Any special instructions, conditions, notices, performance
measures, etc. applicable to the TO (including on-site/off-site
provisions, discrepancies between the rates shown in H.25 and the
proposed rates, etc.).

\(3\) All Contractors within the functional area shall have the
opportunity to develop a TO response to the TORFP; generally, the
Contractors shall be given 7 - 30 days to prepare the response. If a
Contractor decides NOT to propose on the TO, the cognizant CO, as well
as the ITOP II CO, shall be informed of the decision in writing on or
before the response due date. In addition to the technical and/or
management approach proposed, the Contractor shall, for cost/price
purposes, use:

i\. the labor categories in Attachment J-4 and any others necessary for
the TO;

ii\. the corresponding labor rates as specified in the initial ITOP II
proposal (updated/adjusted in accordance with Clause H.25) unless
specifically highlighted and justified by the Contractor in the proposal
and any other rates for labor categories not included in Attachment
J-4/proposal;

iii\. other direct costs as applicable (hardware, software,
subcontractor, travel, etc.); and

iv\. an appropriate rate of fee/profit depending on the risk associated
with the TO (e.g., contractual arrangement (i.e., FFP, CPFF, CPAF, T&M &
FPAF), the nature of work in the TO).

\(4\) The Government shall evaluate the Contractor's TO proposal and
determine whether or not to award a TO in accordance with the TORFP.
Evaluation of the technical portion of the TO proposal shall be done
separately from the evaluation of the cost/price portion. If deemed
necessary by the Government, the CO will enter into oral and/or written
communications with the Contractor in order to resolve any
clarifications and/or deficiencies.

\(d\) When the TO is competed, and the value of the requirement is at or
below the threshold established by the ITOP SPO for using additional
streamlined procedures, (e.g. CIS as defined in the ITOP handbook
procedures), the following procedures are applicable:

\(1\) The requiring office shall provide a copy of the Statement of Work
(SOW) or a synopsis of the requirement for a potential Task Order to the
ITOP SPO.

\(2\) The cognizant CO will provide a description of the requirement to
all Contractors within the designated functional area. Each description
will generally include:

i\. The SOW or the synopsis of the requirement;

ii\. The desired delivery schedule and/or required completion date(s),
milestones, reporting requirements and list of deliverables as
applicable;

iii\. Desired type of contract (i.e., FFP, CPFF, CPAF, T&M, FPAF);

iv\. The date and time by which the response is due;

v\. The evaluation factors (which may include all or some of the
following: Technical Approach; Management Approach; Past Performance;
Key Personnel; Capability Demonstration/Benchmarking; and Cost/Price)
and

vi\. Any special instructions, conditions, notices, performance
measures, etc. applicable to the TO (including on-site/off-site
provisions, discrepancies between the rates shown in H.25 and the
proposed rates, etc.).

\(3\) All Contractors within the functional area shall have the
opportunity to develop a TO response to the proposed requirement;
generally, the Contractors shall be given 7 days to prepare the
response. If a Contractor decides NOT to propose on the TO, the
cognizant CO, as well as the ITOP II CO, shall be informed of the
decision in writing on or before the response due date. In addition to
the technical and/or management approach proposed, the Contractor shall,
for cost/price purposes, submit a cost proposal using the instructions
as specified under paragraph (c)(3) where a complete SOW is provided or
a rough order of magnitude (ROM) if a synopsis of the requirement is
provided.

\(4\) The requiring activity shall evaluate the Contractor's TO proposal
and determine whether or not to recommend award of the TO. The requiring
activity shall enter into communications with one or more offerors as
necessary to make an award recommendation. The recommendation (with
supporting justification) will be reviewed and approved by the ITOP II
CO. Once approved, if a cost proposal was provided as part of the
evaluation, award of the task order will be made as soon as feasible. If
a ROM was provided, the ITOP II CO shall request a cost proposal from
the selected offeror and award a task order after analyzing the proposal
for cost reasonableness and conducting negotiations (if necessary).

\(e\) When the TO is not competed, the following procedures are
applicable:

\(1\) The requiring office shall provide a copy of the Statement of Work
(SOW) for a potential Task Order to the ITOP SPO.

\(2\) The cognizant CO will provide a TORFP to the specified Contractor
within the functional area. Each TORFP will generally include:

i\. The SOW;

ii\. The desired delivery schedule and/or required completion date(s),
milestones, reporting requirements and list of deliverables as
applicable;

iii\. Desired type of contract (i.e., FFP, CPFF, CPAF, T&M, FPAF) with
proposed terms and conditions;

iv\. The date and time by which the response is due;

v\. Any special instructions, conditions, notices, performance measures,
etc. applicable to the TO (including on-site/off-site provisions,
discrepancies between the rates shown in H.25 and the proposed rates,
etc.).

\(3\) The Contractor shall develop a TO response to the TORFP;
generally, the Contractor shall be given 5 - 14 days to prepare the
response. In addition to any technical and/or management approach
proposed (if requested), the Contractor shall, for cost/price purposes,
use:

i\. the labor categories in Attachment J-4 and any others necessary for
the TO;

ii\. the corresponding labor rates as specified in the initial ITOP II
proposal (updated/adjusted in accordance with Clause H.25) unless
specifically highlighted and justified by the Contractor in the proposal
and any other rates for labor categories not included in Attachment
J-4/proposal;

iii\. other direct costs as applicable (hardware, software,
subcontractor, travel, etc.); and

iv\. an appropriate rate of fee/profit depending on the risk associated
with the TO (e.g., contractual arrangement (i.e., FFP, CPFF, CPAF, T&M,
FPAF) , the nature of work in the TO).

\(4\) The Government shall evaluate the Contractor's TO proposal and
determine whether or not to award a TO.

\(f\) When oral proposals are authorized, the following procedures are
applicable:

\(1\) Scheduling of oral presentations (time, date, and place) shall
occur as soon as possible after receipt of the technical presentation
package. The actual schedule shall be a result of both Government and
Offeror availability. ). If the Contractor subsequently decides not to
propose on the TO, the cognizant CO shall be informed as soon as
possible to cancel the scheduled oral proposal meeting.

\(2\) The time scheduled for the oral proposal shall normally be 1 hour
unless otherwise specified in the TORFP. The Government evaluators shall
hold questions until the end of the presentation, at which time the
Government may ask questions.

\(3\) The presentation shall not deviate from the written slide proposal
submitted. Should the Offeror desire to submit changes to the technical
proposal (and the cost proposal if impacted) as a result of the
Government questions, the changes shall be provided to the Contracting
Officer by 5:00 p.m. of the second business day after the date of oral
presentations (unless otherwise specified by the TORFP or the CO at the
time of oral presentations).

\(4\) After completion of oral proposals by all Contractors involved and
submittal of any revisions, the requiring office shall confer with the
cognizant CO to determine whether or not additional communications are
necessary prior to making the TO award selection(s). If additional
communications are considered unnecessary, TO award will be made by the
cognizant CO as soon as feasible. If additional communications are
considered necessary with one or more offerors, TO award will be made by
the cognizant CO as soon as feasible after completion of these
communications.

**[H.5 PROCUREMENT INTEGRITY -- SPECIAL PROVISIONS ON EACH
TO]{.underline}**

All Contractor personnel (to include Subcontractors and consultants) who
will be personally and substantially involved in the performance of any
TO issued under this contract which requires the Contractor to act on
behalf of, or provide advice with respect to any phase of an agency
procurement, as defined in FAR 3.104-4, shall execute and submit an
"Employee/Contractor Non-Disclosure Agreement" Form (See Attachment
J-7). This is required prior to the commencement of any work on such
Task Order and whenever replace personnel are proposed under an ongoing
TO.

**[H.6 IDENTIFICATION OF CONTRACTOR EMPLOYEES]{.underline}**

During the period of this contract, the rights of ingress and egress to
and from any office for contractor representatives shall be made
available as required. All Contractor employees whose duties under this
contract require their presence at any Governmental (including
state/local) or governmental facility shall be clearly identifiable by a
distinctive badge furnished by the Government. All prescribed
information shall immediately be delivered to the appropriate personnel
or directed by the COTR for cancellation or disposition upon the
termination of the employment of any Contractor personnel. All on-site
Contractor personnel shall abide by security regulations, applicable to
that site.

**[H.7 TASK ORDER CLOSE-OUT]{.underline}**

It is the intention of the DOT to perform close-out procedures on an
individual TO basis. The Contractor agrees to perform those internal
functions necessary to support this process in a timely manner. TO
close-out will occur as soon as possible after required audit and
establishment of final indirect rates, as applicable.

**[H.8 PUBLICITY]{.underline}**

Publicity releases in connection with this contract shall not be made by
the Contractor unless prior written approval has been received from the
TO CO.

**[H.9 GOVERNMENT FURNISHED ITEMS]{.underline}**

All Government furnished items will be identified in the appropriate
TORFP and TO. If any given TO issued under this contract requires work
to be performed on the Government\'s site, the Government will provide
office work space, office automation equipment and furniture for
Contractor personnel.

**[H.10 INCORPORATION OF SECTION K BY REFERENCE]{.underline}**

In accordance with FAR 15.204-1(b), Part IV of the Uniform Contract
Format shall not be physically included in the contract, but Section K,
Representations, Certifications, and Other Statements of Offerors (as
completed by the Contractor), shall be deemed incorporated by reference
in the contract.

######### H.11 OBSERVANCE OF LEGAL HOLIDAYS AND EXCUSED ABSENCE

\(a\) The Government hereby provides NOTICE and Contractor hereby
acknowledges RECEIPT that Government personnel observe the listed days
as holidays:

New Year\'s Day

Martin Luther King\'s Birthday

President\'s Birthday

Memorial Day

Independence Day

Labor Day

Columbus Day

Veteran\'s Day

Thanksgiving Day

Christmas

\(b\) In addition to the days designated as holidays, the Government
observes the following days:

Any other day designated by Federal Statute

Any other day designated by Executive Order

Any other day designated by the President\'s Proclamation

\(c\) It is understood and agreed between the Government and the
Contractor that observance of such days by Government personnel shall
not otherwise be a reason for an additional period of performance, or
entitlement of compensation except as set forth within the contract. In
the event the Contractor's personnel work during the holiday, they may
be reimbursed by the Contractor, however, no form of holiday or other
premium compensation will be reimbursed either as a direct or indirect
cost, other than their normal compensation for the time worked. This
provision does not preclude reimbursement for authorized overtime work
if applicable to this contract.

\(d\) When the Federal, State, Local and other governmental entities
grants excused absence to its employees, assigned Contractor personnel
may also be dismissed. The Contractor agrees to continue to provide
sufficient personnel to perform critical tasks already in operation or
scheduled, and shall be guided by the instructions issued by the
Contracting Officer or the Contracting Officer's Technical
Representative.

\(e\) If Government personnel are furloughed, the Contractor shall
contact the Contracting Officer or the COTR to receive direction. It is
the Government's decision as to whether the contract price/cost will be
affected. Generally, the following situations apply:

1\. Contractor personnel that are able to continue contract performance
(either on-site or at a site other than their normal work station),
shall continue to work and the contract price shall not be reduced or
increased.

2\. Contractor personnel that are not able to continue contract
performance (e.g., support functions) may be asked to cease their work
effort.

\(f\) In those situations that furloughed Government personnel are
reimbursed, the Contractor may not invoice for their employees working
during the Government furlough until such time as the special
legislation affecting Government personnel is signed into law by the
President of the United States.

(g) Nothing in this clause abrogates the rights and responsibilities of
    the parties relating to "stop work" provisions as cited other
    sections of this contract.

######### H.12 INTERRELATIONSHIPS OF CONTRACTORS

DOT and/or other Government agencies may have entered contractual
relationships in order to provide information technology requirements
separate from the work to be performed under ITOP II TOs, yet having
links and interfaces to ITOP II TOs. Further, DOT and/or other
Government agencies may extend these existing relationships or enter
into new relationships. The Contractor may be required to coordinate
with other such contractor(s) through the cognizant CO and/or designated
representative in providing suitable, non-conflicting technical and/or
management interfaces and in avoidance of duplication of effort.
Information on deliverables provided under separate TOs may, at the
discretion of the DOT and/or other Government agencies, be provided to
such other contractor(s) for the purpose of such review.

######### H.13 KEY PERSONNEL

\(a\) [Overall ITOP II Effort Key Personnel]{.underline}

\(1\) The Government has designated the ITOP II Program Manager as the
key personnel position for the overall ITOP II effort. The following is
the key personnel for the Overall ITOP II contract:

[Position]{.underline} [Name]{.underline}

ITOP II Program Manager Company Program Manager

\(2\) Key personnel for the overall ITOP II effort must be assigned by
the Contractor on a full or part-time basis for ITOP II (depending on
the level of TO effort) for the seven year duration on the ITOP II
contract barring circumstances outside the control of the Contractor
(e.g., death, resignation, disability, etc.) or as otherwise approved by
the ITOP II CO due to a change of duties, promotion, conflict between
two (2) or more TOs, etc.

\(b\) [Task Order Key Personnel]{.underline}

\(1\) In responding to a TO Request, the Contractor may propose multiple
key personnel positions for that TO Request. Upon award of a TO, the
Contractor shall furnish the individuals proposed for each key personnel
position to perform under the TO. Key personnel assigned to the contract
must be assigned for the period stated in a TO barring circumstances
outside the control of the Contractor (e.g., resignation, death,
disability, etc) or as otherwise approved by the cognizant CO due to a
change of duties, promotion, conflict between two (2) or more TOs, etc.

\(2\) On-site requirements for key personnel will be stated in
individual TO Requests when required. (This would be applicable to each
individual TO Request.) Determination of status for key staff proposed
by the Contractor, unless specified otherwise in the TO Request, will be
based on the critical importance and the level of involvement of that
person to the project. Proper assignment of key personnel status will
impact evaluation of proposals submitted in response to Task Order
Requests.

\(3\) Specialized discipline requirements will be specified in
individual TO Requests and, subsequently, individual TOs at time of
issuance.

\(c\) In order to ensure a smooth and orderly start up of work, it is
essential that the key personnel specified in the Contractor\'s proposal
be available on the effective date of the contract or TO. If these
personnel are not made available at that time, the Contractor shall show
cause. If the Contractor does not show cause, the Contractor may be
subject to default action as prescribed by FAR 52.249-8, Default
(Fixed-Price Supply and Service) or FAR 52.249-6, Termination (Cost
Reimbursement).

\(d\) The Contractor shall not on their own volition remove or replace
any personnel designated as \"key\" personnel, for either this contract
or any issued TOs, without the written concurrence of the cognizant
Contracting Officer. Prior to utilizing other than personnel specified
in proposals, the Contractor shall notify the Government Contracting
Officer and the COTR. This notification shall be no later than ten (10)
calendar days in advance of any proposed substitution and shall include
justification (including resume(s) of proposed substitution(s)) in
sufficient detail to permit evaluation of the impact on contract or TO
performance.

\(e\) Substitute personnel qualifications shall be equal to, or greater
than, those of the personnel being substituted. If the Government
Contracting Officer and the COTR determine that the proposed substitute
personnel is unacceptable, or that the reduction of effort would be so
substantial as to impair the successful performance of the work under
the contract or the TO, the Contractor may be subject to default action
as prescribed by FAR 52.249-8, Default (Fixed-Price Supply and Service)
or FAR 52.249-6, Termination (Cost Reimbursement). If deemed necessary
by the Government, substitute personnel shall be given a one (1) day
orientation by Contractor personnel at no additional cost to the
Government and with no change in the delivery schedule.

\(f\) In the event that the performance of assigned Contractor personnel
or any substitute(s) is determined by the Government to be
unsatisfactory at any time during the life of the Contract, or any TO
issued hereunder, the Government reserves the right to request and
receive satisfactory personnel replacement within ten (10) calendar days
of receipt by the Contractor of written notification. Notification will
include the reason for requesting replacement personnel. Replacement
personnel must have the same minimum qualifications as specified in
Section Attachment J-4 and meet any applicable security requirements.

\(g\) The Contractor supplied personnel are employees of the Contractor
and under the administrative control and supervision of the Contractor.
The Contractor, through its personnel, shall perform the tasks
prescribed herein and in TOs issued hereunder. The Contractor shall
select, supervise, and exercise control and direction over its employees
under this Contract. The Government shall not exercise any supervision
or control over the Contractor in his performance of contractual
services under this Contract. The Contractor is accountable to the
Government for the action of its personnel.

\(h\) The contractor is herewith notified that employee recruiting and
employee retention practices shall be monitored on a task order basis.
Situations such as "employee raiding" from other continuing ITOP task
orders as well as the degree of employee turnover shall be considered as
part of the determination under the provisions cited in Special Contract
Requirement H.24, Notification of Unsatisfactory Performance.

**[H.14 INSURANCE]{.underline}**

See Section I - Clause 52.228-7, "Insurance - Liability to Third
Persons". The Contractor shall secure, pay the premiums for and keep in
force until the expiration of this contract, and any renewal thereof,
adequate insurance as provided below, such insurance to specifically
include liability assumed by the Contractor under this contract.

a\. Workman\'s compensation insurance as required by law of the State.

b\. Comprehensive bodily injury liability insurance with limits of not
less than \$500,000 for each accident.

c\. Property damage liability with a limit of not less than \$100,000
for each accident.

d\. Automotive bodily injury liability insurance with limits of not less
than \$200,000 for each person and \$500,000 for each accident, and
property damage liability insurance, with a limit of not less than
\$40,000 for each accident.

Each policy of insurance shall contain an endorsement that any
cancellation or material change in the coverage adversely affecting the
Government\'s interest shall not be effective unless the insurer or the
contractor gives written notice of cancel­lation or change, as required
by the Contracting Officer. When the coverage is provided by
self-insurance, the Contractor shall not change or decrease the coverage
without the Contracting Officer\'s prior approval.

A certificate of each policy of insurance shall be furnished to the
Contracting Officer within ten (10) days after notice of award
certifying, among other things, that the policy contains the
aforementioned endorsement. The insurance company providing the above
insurance shall be satisfactory to the Government. Notices of policy
changes shall be furnished to the Contracting Officer. The substance of
this clause shall be made to flow down to any subcontractors.

######### H.15 NON-PERSONAL SERVICES

\(a\) As stated in the Office of Federal Procurement Policy Letter 92-1,
dated September 23, 1992, [Inherently Governmental
Functions]{.underline}, no personal services shall be performed under
this contract. No Contractor employee will be directly supervised by the
Government. All individual employee assignments, and daily work
direction, shall be given by the applicable employee supervisor. If the
Contractor believes any Government action or communication has been
given that would create a personal services relationship between the
Government and any Contractor employee, the Contractor shall promptly
notify the Contracting Officer of this communication or action.

\(b\) The Contractor shall not perform any inherently governmental
actions under this contract. No Contractor employee shall hold him or
herself out to be a Government employee, agent, or representative. No
Contractor employee shall state orally or in writing at any time that he
or she is acting on behalf of the Government. In all communications with
third parties in connection with this contract, Contractor employees
shall identify themselves as Contractor employees and specify the name
of the company for which they work. In all communications with other
Government contractors in connection with this contract, the Contractor
employee shall state that they have no authority to in any way change
the contract and that if the other contractor believes this
communication to be a direction to change their contract, they should
notify the Contracting Officer for that contract and not carry out the
direction until a clarification has been issued by the Contracting
Officer.

\(c\) The Contractor shall insure that all of its employees working on
this contract are informed of the substance of this clause. Nothing in
this clause shall limit the Government\'s rights in any way under any
other provision of the contract, including those related to the
Government\'s right to inspect and accept the services to be performed
under this contract. The substance of this clause shall be included in
all subcontracts at any tier.

######### H.16 ORGANIZATIONAL CONFLICTS OF INTEREST

\(a\) The Contractor warrants that, to the best of the Contractor\'s
knowledge and belief, there are no relevant facts or circumstances which
could give rise to an organizational conflict of interest (OCI), as
defined in FAR 9.5, [Organizational and Consultants Conflicts of
Interest]{.underline}, or that the Contractor has disclosed all such
relevant information.

\(b\) The Contractor agrees that if an actual or potential OCI is
discovered after award, the Contractor shall make a full disclosure in
writing to the Contracting Officer. This disclosure shall include a
description of actions which the Contractor has taken or proposes to
take, after consultation with the Contracting Officer, to avoid,
mitigate, or neutralize the actual or potential conflict.

\(c\) The Contracting Officer may terminate this contract for
convenience, in whole or in part, if it deems such termination necessary
to avoid an OCI. If the Contractor was aware of a potential OCI prior to
award or discovered an actual or potential conflict after award and did
not disclose or misrepresented relevant information to the Contacting
Office, the Government may terminate the contract for default, debar the
Contractor from Government contracting, or pursue such other remedies as
may be permitted by law or this contract.

\(d\) The Contractor shall include this clause in all subcontracts and
in lower tier subcontracts unless a waiver is requested from, and
granted by, the Contracting Officer.

\(e\) In the event that a TO is issued to the Contractor that would
require activity that would create a potential of interest, the
Contractor shall:

\(1\) Notify the Contracting Officer of a potential conflict, and;

\(2\) Recommend to the Government an alternate tasking approach which
would avoid the potential conflict, or

\(3\) Present for approval a conflict of interest mitigation plan that
will:

a\. Describe in detail the TO requirement that creates the potential
conflict of interest; and

b\. Outline in detail the actions to be taken by the Contractor or the
Government in the performance of the task to mitigate the conflict,
division of subcontractor effort, and limited access to information, or
other acceptable means.

\(4\) The Contractor shall not commence work on a TO related to a
potential conflict of interest until specifically notified by the
Contracting Officer to proceed.

\(5\) If the Contracting Officer determines that it is in the best
interest of the Government to issue a TO, notwithstanding a conflict of
interest, a request for waiver shall be submitted in accordance with FAR
9.503.

**[H.17 ALTERNATE DISPUTE RESOLUTION PROCEDURES (ADR)]{.underline}**

Background: Pub. L. No. 101-552 *The Administrative Dispute Resolution
Act* encourages the use of alternative means of resolving disputes
involving government agencies. The Act is based on Congress\' finding
that alternative processes, including mediation, often \"yield decisions
that are faster, less expensive and less contentious and can lead to
more creative, efficient and sensible outcomes.\"

Please indicate your interest in participating in ADR by checking the
appropriate blank below:

\[ \] The offeror shall participate in ADR.

\[ \] The offeror shall not participate in ADR.

######### H.18 Contractor Responsibilities

\(a\) The Contractor shall provide all management, administrative,
clerical, and supervisory functions required for the effective and
efficient performance of this contract.

\(b\) The Contractor shall save and hold harmless and indemnify the
Government against any and all liability, claims, and costs of whatever
kind and nature for injury to or death of any person or persons and for
loss or damage to any property occurring in connection with, or in any
way incident to, or arising out of, the occupancy, use, service,
operations, or performance of work under the terms of this contract, to
the extent resulting from the negligent acts or omissions of the
Contractor.

\(c\) The Government shall not be liable for any injury to the
Contractor\'s personnel or damage to the Contractor\'s property unless
such injury or damage is due to negligence on the part of the Government
and is recoverable under the Federal Torts Claims Act, or pursuant to
another Federal statutory authority.

\(d\) A smooth and orderly transition between the Contractor and a
predecessor or successor Contractor is necessary to ensure minimum
disruption to vital Government business. The Contractor shall cooperate
fully in the transition.

\(e\) The Contractor shall adhere to the same professional and ethical
standards of conduct required of Government personnel. The Contractor
[shall not]{.underline}:

\(1\) Discuss with unauthorized persons any information obtained in the
performance of work under this contract;

\(2\) Conduct business not directly related to this contract on
Government premises;

\(3\) Use computer systems and/or other Government facilities for
company or personal business other than work related to ITOP II; or

\(4\) Recruit on Government premises or otherwise act to disrupt
official Government business.

######### H.19 Security Requirements

a\. The Government may require security clearances, perhaps higher than
top secret (top secret specialized compartmentalized information), for
performance of any TO under this contract. If satisfactory security
arrangements cannot be made with the Contractor, the required services
shall be obtained from other sources.

b\. The level of classified access required shall be indicated on DD-254
or other appropriate form incorporated into each TO Request requiring
access to classified information. Contractors are required to have
background investigations for suitability if they occupy positions of
trust (e.g., systems administration) even if they do [NOT]{.underline}
have access to classified information.

c\. Necessary facility and/or staff clearances shall be in place prior
to issuance of a TO under this contract.

d\. If a security clearance is required, interim coverage maybe obtained
from the Department of Defense.

**[H.20 CONTRACTOR STAFF TRAINING]{.underline}**

a\. The contractor shall provide fully trained and experienced technical
and lead personnel (including replacement personnel) required for
performance of task orders. This includes training necessary for keeping
personnel abreast of industry advances and for maintaining proficiency
on equipment, computer languages, and computer operating systems that
are available on the commercial market. Training of personnel shall be
performed by the Contractor at its own expense except for the following:

\(1\) When the Government has given prior approval for training to meet
special requirements that are peculiar to a particular TO.

\(2\) Limited training of Contractor employee(s) may be authorized when
the Government changes the IT hardware and/or software during
performance of an on-going task order and it is determined to be in the
best interest of the Government.

\(3\) Training for contractor employees to attend seminars, symposia, or
user group conferences when certified by the Contractor and the COTR
that attendance is mandatory for the performance of task order
requirements.

b\. When training is authorized by the Government under the conditions
set forth above, the Government will reimburse the Contractor for labor,
tuition, and travel (if required) in accordance with the Contractor's
standard accounting/estimating procedures. For training expenses
(including labor) reimbursed as a direct cost under the task order, the
Contractor agrees to reimburse the Government a prorata share of the
training expenses for each employee who subsequently is no longer
employed under the task order. For example, within one year from the
completion of training if the Government paid \$12,000 to train an
individual no longer employed under the task order after six months, the
Contractor would reimburse the Government \$6,000. This reimbursement
would not be required for an employee replaced by an individual who has
received the same training paid by the Government for the original
employee, provided the replacement occurs within two weeks from the
original employee's last day of employment under the task order. A
replacement after that time frame would reduce the prorata reimbursement
owed the Government (i.e., under the above scenario if the employee is
replaced after one month with an individual who has received the same
training, the amount to be reimbursed would be reduced from \$6,000 to
\$1,000).

######### H.21 EXCLUSION FROM FUTURE GOVERNMENT CONTRACTS

a\. Work under this contract may provide the Contractor with access to
advance information about future Government procurement, which
information is not generally available to other persons or firms. In
addition, the work may involve the definition of requirements for, or
the preparation of specifications for, various systems, equipment,
hardware, and/or software. Without the following restrictions, 1) the
Contractor\'s objectivity in performing the work may be impaired by its
other business activities, 2) the nature of the work to be performed may
result in unfair competitive advantage to the Contractor in a future
Government procurement, or 3) the Contractor\'s ability to perform work
required under future Government contracts in an objective manner may be
impaired by its performance of work under this contract.

b\. Therefore, in order to prevent a potential bias, unfair, competitive
advantage, or other potential conflict of interest the Contractor shall
be subject to the following restrictions:

1\. The Contractor shall be excluded from competition for, or award of,
any Government contract, for which, in the course of performance of this
contract, the Contractor has received advance procurement information
which has not been made generally available to other persons or firms.
Absent security reasons, the Government will strive to notify the
Contractor as early in the procurement process as feasible of potential
conflicts of interest situations.

2\. The Contractor shall be excluded from competition for, or award of,
any Government contract for which the Contractor actually assists in the
development of the Request for Quotation, Cost Estimate, Specifications,
or Statement of Work.

3\. The Contractor shall be excluded from competition for, or award of,
any Government contract which calls for the evaluation of system
requirements, systems definitions, or other products developed by the
Contractor under this contract.

4\. The Contractor shall be excluded from competition for, or award of,
any Government contract which calls for the construction or fabrication
of any system, equipment, hardware, and/or software for which the
Contractor participated in the development of requirements or
definitions pursuant to this contract.

c\. The Contractor shall be notified in the TO for the initial effort
whether a future exclusion is possible.

d\. This clause shall not exclude the Contractor from performing work
under any amendment or modification to this contract or from competing
for an award for any future contract for work which is the same or
similar to work performed under this contract.

e\. The term \"Contractor,\" as used in this clause includes any person,
firm or corporation which has a majority or controlling interest in the
contractor or in any parent corporation thereof, and any person, firm or
corporation in or as to which the Contractor (or any parent or
subsidiary corporation thereof) has a majority or controlling interest.
The term also includes the corporate officers of the Contractor, those
of any corporation which has a majority or controlling interest in the
Contractor (or any parent or subsidiary corporation thereof) has a
majority or controlling interest.

f\. The Government may, in its sole discretion, waive any provisions of
this clause if deemed in the best interest of the Government.

g\. The exclusions contained in this clause shall apply for the duration
for each TO and for two (2) years after completion and acceptance of all
work performed thereunder.

h\. If any provision of this clause excludes the Contractor from
competition for, or award of, any contract, the Contractor will not be
permitted to serve as a subcontractor, at any tier, on such contract.

i\. This clause shall be incorporated into any subcontracts awarded
under this contract unless the Contracting Officer determines otherwise.

**[H.22 FIXED FEE/PROFIT/AWARD FEE INFORMATION]{.underline}**

a.  For any Task Order issued under CLINs 0001 -- 0006 the maximum fixed
    fee that can be proposed is [\*]{.underline} % of estimated cost.

b.  For any Task Order issued under CLINs 0101 -- 0106 the maximum
    profit included in the unit price and total price shall be
    [\*]{.underline} % .

c.  For any Task Order issued under CLINs 0201 -- 0206 the base fee
    shall be zero dollars the maximum award fee shall be
    [\*]{.underline} % of estimated cost.

d.  For any Task Order issued under CLINs 0301 -- 0306 the purposed unit
    price and ceiling price shall contain a profit amount that shall not
    exceed [\*]{.underline} %. For CLINs 0307 and 0308 there is no
    proposed profit.

e.  For any task order issued under CLINS 0401-0406, the maximum profit
    proposed in the unit price and total price shall be [\*]{.underline}
    %. In addition, the limitation on the award fee for CLINS 0401-0406
    shall be established by the applicable TO Contracting Officer. In no
    event shall the award fee exceed [\*]{.underline} % of the fixed
    price.

f.  For any Task Order issued under CLINs 0201 -- 0206 and 0401 -- 0406,
    the individual TO shall contain the applicable Award Fee Plan.

g\. For CLINs 0401 -- 0406 the Award Fee clause shall contain at a
minimum the following:

1.  Performance measures

2.  Schedule for determination of award fee earned

3.  Amount of the award fee to be earned

h\. Depending on the nature of the Task Order, the Contractor can
propose a lower fixed fee/ award fee/profit

> **\*** The rates from the contractor's August 14, 1998 proposal are
> hereby incorporated by reference into this special contract
> requirement due to the proprietary nature of the information. A
> completed H.22 with the applicable rates is included as part of the
> official contract file at the DOT/TASC ITOP program office. The
> completed special contract requirement is available upon request to
> individuals with a legitimate need for the information as determined
> by the Contracting Officer.

**[H.23 SUBCONTRACTORS]{.underline}**

a\. Because of the wide diversity of work possible under ITOP II, the
potential seven year contract life, and the rapidly changing nature of
information technology, the Government recognizes that the Contractor
may need to utilize different subcontractors to meet specific customer
needs.

b For the purposes of ITOP II, "mandatory subcontractor" is defined as
any subcontractor, team member, or consultant (at any tier) designated
by the prime Contractor as being necessary for technical consideration
(i.e., technical evaluation) by the Government in its selection decision
for each task order.

c\. A subcontractor designated as "mandatory" for a TO shall not be
replaced on that TO without the written approval of the cognizant CO.
Any subcontractor [not]{.underline} specified in a TO as being
"mandatory" shall be considered "non-mandatory". "Non-mandatory"
subcontractors may be proposed on a TO and shall be considered for cost
evaluation purposes but shall not be considered in the technical
evaluation. "Non-mandatory" subcontractors may be proposed by the
Contractor under any TO without prior ITOP II CO approval.

d\. The consent to subcontract shall be in accordance with FAR 52.244-2
(Aug 98) and Alternative II. However, should advance notification be
required, the award of a prime contract to any contractor will serve as
satisfying this requirement for advance notification to the ITOP CO that
the contractor intends to subcontract for future task orders with those
subcontractors identified as team members.

e\. The contractor shall abide by the following limitation on how
subcontractors can be proposed on task orders. A company can not be a
subcontractor to more than one prime in any one functional area.

**[H.24 NOTIFICATION OF UNSATISFACTORY PERFORMANCE]{.underline}**

a\. The Government shall consistently evaluate performance on each task
order. (In addition, the Government shall receive formal performance
evaluations for each task order in accordance with Clause G.7 of the
contract.)

b\. The ITOP II CO and the ITOP II Project Manager shall discuss any
unsatisfactory performance.

c\. One or more instances of unsatisfactory performance may result in
the ITOP II CO notifying the Contractor in writing that a moratorium of
a specified length may be imposed on the Contractor pending satisfactory
progress toward resolving unsatisfactory performance. During the
moratorium period (which shall be unilaterally established by the ITOP
II CO and may vary in length depending on the severity of the
unsatisfactory performance), the Contractor shall be precluded from
proposing on or being issued task orders under ITOP II.

######### H.25 LABOR/BURDEN RATE UTILIZATION

a.  The Contractor has proposed loaded composite FY99, FY2000, FY2001,
    FY2002, FY2003, FY2004, and FY2005 rates in accordance with
    attachment J-8 for each labor category shown in Attachment J-4.

b.  These composite rates shall be used by the Contractor for proposal
    purposes unless:

\(1\) The Contractor uses lower rates for a particular TO;

2.  Adjustment is authorized by the cognizant CO for a particular TO due
    to work being performed at a different geographical location other
    than the Washington, DC area, labor categories are proposed other
    than those contained in Attachment J-4, etc;

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3.  For Cost Plus Fixed Fee, Cost Plus Award Fee, or Fixed Price CLINs,
    in cases where the projected actual rates will differ from the
    composite rates, the rates utilized shall reflect the projected
    actual rates that will be invoiced to the Government. Said rates
    shall be justified. In the case that they were utilized as part of
    the composite rate calculation, reference to the page in the basic
    ITOP II proposal will be considered justification.

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4.  For Time-and-Material CLINs, other than the composite rates may be
    proposed if, due to the nature of the task order requirement(s), the
    proposed rates (excluding profit) will differ from the composite
    rates by more than 2%. Said rates shall be justified in the cost
    proposal submission. In the case that they were utilized as part of
    the composite rate calculation, reference to the page in the basic
    ITOP II proposal will be considered justification. Material shall be
    proposed in accordance with

> FAR 52.232-7.

c\. For FY2001 and beyond, at least 90 days prior to October 1 of the
upcoming fiscal year, the Contractor shall submit revised composite
rates (if necessary) to the ITOP II CO to be used for proposal purposes
for the upcoming fiscal year. These rates are subject to negotiation
between the Contractor and the Government. Included in the submission
shall be composite rates for the labor categories shown in Attachment
J-4 as well as for any labor categories used by the Contractor in the
preceding fiscal year.

d\. If TO subcontractor rates are proposed within the range cited in
Attachment J-8, the rate(s) may be considered fair and reasonable on a
task order basis. However, if the rate(s) proposed at the TO level is
lower or higher for non competitive task orders, the Contractor may be
required to submit supporting data (e.g., DCAA audit, FPRA, FPRR) for
the Task Order CO approval of the proposed rate(s).

e\. Only the ITOP II CO may authorize permanent adjustments to the
initial ITOP II composite proposal rates or to the negotiated rates
authorized by paragraph (b) above.

f\. Appropriate profit/fee shall be added to the composite rates by the
Contractor as appropriate for each TO.

g\. Should TO billing rates exceed the proposed TO rates by 5% or more,
the Contractor shall provide the rationale to the cognizant CO within 30
days of the occurrence or with submission of invoice, whichever occurs
first (with a copy to the ITOP II CO).

######### H.26 NOTICE OF AVAILABILITY OF FUNDS/CONTINUING RESOLUTION

Task orders (or applicable line items thereto) issued under this
contract may be subject to the \"Availability of Funds\" clause, FAR
52.232-18, as incorporated by reference in Section I. The \"Availability
of Funds\" clause states that the Government\'s liability for payment is
contingent upon the availability of funds, and this contingency remains
in effect until the Contracting Officer confirms availability, in
writing, to the Contractor. For the purposes of this clause, the
Contracting Officer hereby confirms that funds will be available under
the task order upon enactment of the applicable fiscal year Continuing
Resolution (limited to the period of the Continuing Resolution) for the
requiring department/agency, or upon enactment of the applicable fiscal
year Appropriations Act for the requiring department/agency. Any period
of performance not covered by a Continuing Resolution is subject to the
terms and conditions of the \"Availability of Funds\" clause.
Information regarding the Continuing Resolution or the applicable fiscal
year Appropriations Act or verification of availability may be obtained
by contacting the Contracting Officer. It is anticipated that no further
written confirmation of availability will be provided.

**[H.27 ITOP OMBUDSMAN]{.underline}**

a\. In accordance with FAR 16.505(b)(4), the designated ITOP Ombudsman
is the Director of TASC.

b\. If issues cannot be resolved, they are to be forwarded to the DOT
Task and Delivery Order Ombudsman for review. Within DOT, this person is
the Chief of the Acquisition Management Division (M-60).

######### H.28 OPTIONAL STATE AND LOCAL GOVERNMENT TASK ORDERS

a\. Any task order executed under this contract shall be issued in
accordance with the Federal Acquisition Regulation, as modified by
applicable Department of Transportation (DOT) Acquisition Regulations
and/or requirements of the DOT Acquisition Manual.

b\. In the case of a conflict between the requirements of paragraph a .
above and any state or local regulations, etc., the former shall have
precedence.

c\. All task orders issued under this contract for state and local
government customers must be executed by a warranted Contracting Officer
residing in the Transportation Administrative Service Center (TASC).

d\. The contractor shall make a good faith effort to identify and
provide opportunities, as applicable, for state and/or local government
business. Specific TOs may have a goal (% of subcontracting dollars)
applicable to state and/or local government business.

**H.29 HARDWARE/SOFTWARE ACQUISITION**

a\. ITOP II is envisioned to be a \"Solutions Based Contract.\" To help
ensure the ability to provide hardware/software without limitation, but
not become a shopping center, ITOP II is considered to be a \"solutions
based contract\". This term, as used in the GWAC council meeting, refers
to contracts that encompass everything from the analysis of
hardware/software implementation to ongoing operational support of an IT
solution.

b\. Inclusion of hardware/software acquisition on a Task Order is within
the purview of the cognizant Government Contracting Officer. Any
hardware/software included must be considered to be critical and related
to the services being acquired under the Task Order.

c\. See Section C paragraph 1.5 for [examples]{.underline} of items that
can be obtained under the provisions of this Special Contract
Requirement.

d\. The ITOP II SPO CO reserves the right to review individual Task
Orders to determine if the provisions of this clause are being applied
appropriately.

# [H.30 LIMITATION OF INDIRECT COSTS]{.underline}

a\. The Government may issue cost type task orders limiting the amount
of indirect costs that can be reimbursed. Not withstanding any other
clause(s) of those task orders, the Government shall not reimburse the
Contractor for any indirect costs due to indirect rates greater than
those proposed in the contractor\'s task order proposal. All indirect
expenses in excess of said amounts shall be borne by the Contractor.

b\. The indirect cost limitation set forth in this provision includes
considerations for all known increases that will take place during the
term of this task order resulting from statute, court decision and/or
written ruling or regulation by the Internal Revenue Service (IRS) or
any other taxing authority. However, in the event that during the term
of the task order, any other statute, court decision and/or written
ruling or regulation affects the contractor\'s indirect costs, the
indirect cost limitations will be adjusted to the extent the contracting
officer determines to increase or decrease, if any, said statute, court
decision and/or ruling or regulation impacts the contractor\'s indirect
costs.

######### H.31 CONTRACT ADMINISTRATION SUPPORT

The Government intends to utilize a non-ITOP contractor to provide
contract administration support for this contract and resultant task
orders. Examples of such support the contractor will provide include
preparation of modifications and supporting documentation for Government
approval, analysis of task order modification proposals and
recommendation of the Government negotiation position, and
review/tracking of contractor invoices for Government payment approval.
Contractor personnel shall be prohibited from performing inherent
Governmental functions (e.g., negotiating on behalf of the Government,
signing contractual documents, etc.). Contractor employees will be
required to sign a Certificate of Non-Disclosure certifying that they
will not disclose any procurement sensitive or proprietary business
information obtained in the course of their duties and will use such
information only for official purposes in the performance of the support
contract. By execution of this contract, the contractor hereby provides
its assent to the Government's use of a contractor to provide contract
administration support.

FAR52.252-2 - Clauses Incorporated by Reference (JUN 1988) - This
contract incorporates one or more clauses by reference, with the same
force and effect as if they were in full text. Upon request, the
Contracting Officer will make their full text available

a.  The clauses from the following regulations are incorporated:

> I. Federal Acquisition Regulation (FAR) (48 CFR Chapter 1) dated 1990
> as amended; and
>
> II\. Transportation Acquisition Regulation (TAR) dated 1994 as
> amended.

b.  Clauses marked with asterisks (\*\*) are attached in full text.

c.  Clauses marked with asterisks (\*\*\*) are applicable to request for
    proposals when Task Orders are competed.

**[FEDERAL ACQUISITION REGULATION CLAUSES]{.underline}**

CLAUSE NO. CLAUSE TITLE DATE

52.202-01 Definitions OCT 1995

52.203-03 Gratuities APR 1984

52.203-05 Covenant against contingent Fees APR 1984

52.203-06 Restrictions on Subcontractor Sales to the Government JUL 1995

52.203-07 Anti-Kickback Procedures JUL 1995

52.203-08 Cancellation, Recission & Recovery of Funds for Illegal JAN
1997

or Improper Activity

52.203-10 Price of Fee Adjustment for Illegal or Improper Activity JAN
1997

52.203-12 Limitation on Payments to Influence Certain Federal JUN 1997

Transactions

52.204-01 Approval of Contract\*\* DEC 1989

52.204-02 Security Requirements AUG 1996

52.204-04 Printing/Copying Double-Sided on Recycled Paper JUN 1996

52.204-06 Data Universal Numbering Systems (DUNS) APR 1998

52.209-06 Protecting the Government\'s Interest when Subcontracting JUL
1995

with Contractors Debarred, Suspended, or Proposed

for Debarment

52.211-05 Material Requirements OCT 1997

52.211-16 Variation in Quantity AUG 1996

52.212-4 Contract Terms and Conditions -- Commercial Items APR 1998

52.215-01 Instructions to Offerors - Competitive\*\*\* OCT 1997

52.215-02 Audit and Records -- Negotiation AUG 1996

52.215-08 Order of Precedence -- Uniform Contract Format OCT 1997

52.215-10 Price Reduction for Defective Cost or Pricing Data - OCT 1997

Modifications

52.215-13 Subcontractor Cost or Pricing Data - Modification OCT 1997

52.215-14 Integrity of Unit Prices OCT 1997

52.215-15 Termination of Defined Benefit Pension Plans OCT 1997

52.215-16 Facilities Capital Cost of Money\*\*\* OCT 1997

52.215-17 Waiver of Facilities Capital Cost of Money OCT 1997

52.215-18 Reversion or Adjustment of Plans for Post-retirement OCT 1997

Benefits Other Than Pensions (PRB)

52.215-19 Notification of Ownership Changes OCT 1997

52.215-20 Requirements for Cost or Pricing Data or Information OCT 1997

Other Than Costs or Pricing Data - Modifications

21. Requirements for Cost or Pricing Data or Information

> Other Than Cost or Pricing Data -- Modifications OCT 1997

52.216-07 Allowable Cost and Payment APR 1998

52.216-08 Fixed Fee MAR 1997

52.216-17 Incentive Price Revision - Successive Targets OCT 1997

52.216-18 Ordering\*\* OCT 1995

52.216-19 Order Limitations\*\* OCT 1995

52.216-22 Indefinite Quantity\*\* OCT 1995

52.217-02 Cancellation Under Multiyear Contracts OCT 1997

52.217-08 Option to Extend Services AUG 1989

52.219-06 Notice of Total Small Business Set-Aside JUL 1996

52.219-08 Utilization of Small, Small Disadvantaged and Women- JUN 1997

Owned Small Business Concerns

52.219-09 Small, Small Disadvantaged and Women-Owned Small AUG 1996

Business Subcontracting Plan

52.219-14 Limitations on Subcontracting DEC 1996

52.219-16 Liquidated Damages - Subcontracting Plan OCT 1995

52.219-17 Section 8(a) Award\*\* DEC 1996

52.219-18 Notification of Competition Limited to Eligible JAN 1997

8(a) Concerns

52.222-02 Payment for Overtime Premiums\*\* JUL 1990

52.222-03 Convict Labor AUG 1996

52.222-26 Equal Opportunity APR 1984 (1)

52.222-28 Equal Opportunity Pre-Award Clearance of Subcontracts APR 1984
(1)

52.222-29 Notification of Visa Denial APR 1984

52.222-35 Affirmative Action for Special Disabled and Vietnam APR 1998

Era Veterans

52.222-36 Affirmative Action for Handicapped Workers APR 1998

52.222-37 Employment Reports on Special Disabled Veterans and APR 1998

Veterans of the Vietnam Era

52.222-41 Service Contract Act of 1965, as Amended MAY 1989

52.222-43 Fair Labor Standards Act and Services Contract Act - MAY 1989

Price Adjustment

\(1\) In accordance with DOT OST memorandum dated 4 Nov 1997 -- The
threshold for pre-award Compliance Evaluation has been raised to over 10
million dollars.

52.222-48 Exemption from Application of Service Contract Act AUG 1996

Provisions for Contracts for Maintenance, Calibration,

And/or Repair of Certain Information Technology,

Scientific and Medical and/or Office and Business

Equipment -- Contractor Certification

52.223-02 Clean Air and Water Act APR 1984

52.223-05 Pollution Prevention and Right-to-Know Information APR 1998

52.223-06 Drug Free Workplace JAN 1997

52.223-10 Waste Reduction Program MAY 1995

52.223-14 Toxic Chemical Release Reporting OCT 1996

52.224-01 Privacy Act Notification APR 1984

52.224-02 Privacy Act APR 1984

52.225-03 Buy American Act - Supplies JAN 1994

52.225-11 Restrictions on Certain Foreign Purchases OCT 1996

52.226-01 Utilization of Indian Organizations and Indian Owned SEP 1996

Economic Enterprises

52.227-01 Authorization and Consent JUL 1995

52.227-02 Notice and Assistance Regarding Patent and Copyright AUG 1996

Infringement

52.227-14 Rights in Data - General JUN 1988

52.227-16 Additional Data Requirements JUN 1987

52.227-17 Rights in Data - Special Works JUN 1987

52.228-05 Insurance - Work on a Government Installation JAN 1997

52.228-07 Insurance - Liability to Third Persons MAR 1996

52.229-03 Federal, State, and Local Taxes JAN 1991

52.229-05 Taxes - Contracts Performed in U.S. Possessions or APR 1984

Puerto Rico

52.230-02 Cost Accounting Standards APR 1998

52.230-03 Disclosure and Consistency of Cost Accounting APR 1998

Practices

52.230-06 Administration of Cost Accounting Standards APR 1996

52.232-01 Payments APR 1984

52.232-07 Payments under Time-and-Materials and Labor-Hour FEB 1997

Contracts

52.232-08 Discounts for Prompt Payment MAY 1997

52.232-11 Extras MAY 1984

52.232-16 Progress Payments MAY 1984

52.232-17 Interest JUN 1996

52.232-18 Availability of Funds APR 1984

52.232-19 Availability of Funds for the Next Fiscal Year APR 1984

52.232-20 Limitation of Cost APR 1984

52.232-22 Limitation of Funds APR 1984

52.232-23 Assignment of Claims JAN 1986

52.232-25 Prompt Payment JUN 1997

52.232-32 Performance-Based Payments MAY 1997

52.232-33 Mandatory Information for Electronic Funds Transfer AUG 1996

Payment

52.233-01 Disputes OCT 1995

52.233-01 I Disputes - Alternate I DEC 1991

52.233-03 Protest after Award AUG 1996

52.233-03 I Protest after Award - Alternate I JUN 1985

52.237-02 Protection of Government Buildings, Equipment and JAN 1991

Vegetation

52.237-03 Continuity of Services JAN 1991

52.239-01 Privacy or Security Safeguards AUG 1996

52.242-01 Notice of Intent to Disallow Costs APR 1984

52.242-03 Penalties for Unallowable Costs OCT 1995

52.242-04 Certification of Final Indirect Costs JAN 1997

52.242-13 Bankruptcy JUL 1995

52.243-01 Changes - Fixed Price AUG 1987

52.243-01 I Changes - Fixed Price - Alternate I APR 1984

52.243-01 II Changes - Fixed Price - Alternate II APR 1984

52.243-02 Changes - Cost Reimbursement AUG 1987

52.243-02 I Changes - Cost Reimbursement - Alternate I APR 1984

52.243-02 II Changes - Cost Reimbursement - Alternate II APR 1984

52.243-03 Changes - Time-and-Materials or Labor-Hours AUG 1987

52.243-07 Notification of Changes APR 1984

52.244-02 Subcontracts -- Alternate II AUG 1998

52.244-05 Competition in Subcontracting APR 1998

52.244-06 Subcontracts for Commercial Items and Commercial APR 1998

Components

52.245-01 Property Records APR 1984

52.245-02 Government Property (Fixed-Price Contracts) DEC 1989

52.245-05 Government Property (Cost-Reimbursement, Time-and- JAN 1986

Material or Labor-Hour Contracts)

52.246-25 Limitation of Liability - Services FEB 1997

52.249-02 Termination for Convenience of the Government SEP 1996

(Fixed-Price)

52.249-04 Termination for Convenience of the Government APR 1984

(Services) (Short Form)

52.249-06 Termination (Cost-Reimbursement) SEP 1996

52.249-06 IV Termination (Cost-Reimbursement) -- Alternate IV SEP 1996

52.249-08 Default (Fixed-Price Supply and Service) APR 1984

52.249-14 Excusable Delays APR 1984

52.251-01 Government Supply Sources APR 1984

52.253-01 Computer Generated Forms JAN 1991

**52.204-1 Approval of Contract - (DEC 1989)**

This contract is subject to the written approval of the **[Source
Selection Official]{.underline}** and shall not be binding until so
approved.

**52.216-18 Ordering - (OCT 1995)**

\(a\) 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 as follows:

[CLINs]{.underline} [Ordering Period]{.underline}

All CLINs Seven (7) years from date of contract execution;

\(b\) 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.

\(c\) If mailed, a Delivery Order or Task Order is considered \"issued\"
when the Government deposits the order in the mail. Orders may be issued
orally, by facsimile, or by electronic commerce methods only if
authorized in the Schedule.

**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 \$2,500, 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 three hundred million
dollars.

\(2\) Any order for a combination of items in excess of three hundred
million dollars.

\(3\) A series of orders from the same ordering office within 10 days
that together call for quantities exceeding the limitation in
subparagraph (1) or (2) above.

\(c\) If this is a requirements contract (i.e., includes the
Requirements clause of 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) above.

\(d\) Notwithstanding paragraph (b) and (c) above, 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 five (5) 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.

**52.216-22 Indefinite Quantity - (OCT 1995)**

\(a\) 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 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
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 or provide any
> services under this contract after one (1) year after expiration of
> this contract.

**\*52.219‑17 SECTION 8(A) AWARD (DEVIATION) (FEB 1990)**

\(a\) By execution of a contract, the Small Business Administration
(SBA) agrees to the following:

\(1\) *(DELETED)*

\(2\) Except for novation agreements, delegates to the Department of
Transportation the responsibility for administering the contract with
complete authority to take any action on behalf of the Government under
the terms and conditions of the contract; provided, however that the
contracting agency shall give advance notice to the SBA before it issues
a final notice terminating the right of the subcontractor to proceed
with further performance, either in whole or in part, under the
contract.

\(3\) That payments to be made under the contract will be made directly
to the subcontractor by the contracting activity.

\(4\) To notify the Department of Transportation Contracting Officer
immediately upon notification by the subcontractor that the owner or
owners upon whom 8(a) eligibility was based plan to relinquish ownership
or control of the concern.

\(b\) The offeror/subcontractor agrees and acknowledges that it will,
for and on behalf of the SBA, fulfill and perform all of the
requirements of the contract.

\*Only applicable to 8(a) awards.

**52.222-2 Payment for Overtime Premiums (JUL 1990)**

\(a\) The use of overtime is authorized under this contract if the
overtime premium cost does not exceed \[zero unless specified in a task
order\] or the overtime premium is paid for work -

\(1\) Necessary to cope with emergencies such as those resulting from
accidents, natural disasters, breakdowns of production equipment, or
occasional production bottlenecks of a sporadic nature;

\(2\) By indirect-labor employees such as those performing duties in
connection with administration, protection, transportation, maintenance,
standby plant protection, operation of utilities, or accounting;

\(3\) To perform tests, industrial processes, laboratory procedures,
loading or unloading of transportation conveyances, and operations in
flight or afloat that are continuous in nature and cannot reasonably be
interrupted or completed otherwise; or

\(4\) That will result in lower overall costs to the Government.

\(b\) Any request for estimated overtime premiums that exceeds the
amount specified above shall include all estimated overtime for contract
completion and shall -

\(1\) Identify the work unit; e.g., department or section in which the
requested overtime will be used, together with present workload,
staffing, and other data of the affected unit sufficient to permit the
Contracting Officer to evaluate the necessity for the overtime;

\(2\) Demonstrate the effect that denial of the request will have on the
contract delivery or performance schedule;

\(3\) Identify the extent to which approval of overtime would affect the
performance or payments in connection with other Government contracts,
together with identification of each affected contract; and

\(4\) Provide reasons why the required work cannot be performed by using
multishift operations or by employing additional personnel.

II\. Transportation Acquisition Regulation (TAR) - This section contains
clauses which are incorporated by reference, with the same force and
effect as if they were in full text. Upon request, the Contracting
Officer will make their full text available.

Clause \# Title Date

1252.209-70 Disclosure of Conflicts of Interest OCT 1994

1252.216-71 Determination of Award Fee\*\* OCT 1994

1252.216-72 Performance Evaluation Plan\*\* OCT 1994

1252.216-73 Distribution of Award Fee\*\* OCT 1994

1252.219-70 Small Business and Small Disadvantaged OCT 1994

Business Subcontracting Report\*\*

1252.223-71 Accident and Fire Reporting\*\* OCT 1994

1252.237-70 Qualifications of Employees\*\* OCT 1994

1252.242-71 Contractor Testimony\*\* OCT 1994

1252.242-72 Dissemination of Contract Information\*\* OCT 1994

(Applicable unless the contract requires the

release or coordination of information)

1252.242-73 Contracting Officer's Technical Representative\*\* OCT 1994

(Applicable to service contracts where work

will be performed on Government facilities)

1252.245-70 Government Property Records\*\* OCT 1994

\*\* Indicates that clause is included in full text

Transportation Acquisition Regulations - Clauses in Full Text

**1252.216-71 DETERMINATION OF AWARD FEE (OCT 1994)**

\(a\) The Government shall, at the conclusion of each specified
evaluation period(s), evaluate the contractor\'s performance for a
determination of award fee earned. The contractor agrees that the
determination as to the amount of the award fee earned will be made by
the Government Fee Determination Official (FDO) and such determination
is binding on both parties and shall not be subject to appeal under the
\"Disputes\" clause or to any board or court.

\(b\) It is agreed that the evaluation of contractor performance shall
be in accordance with a Performance Evaluation Plan and that the
contractor shall be promptly advised in writing of the determination and
reasons why the award fee was or was not earned. It is further agreed
that the contractor may submit a self-evaluation of performance of each
period under consideration. While it is recognized that the basis for
the determination of the fee shall be the evaluation by the Government,
any self-evaluation which is received within 30 days after the end of
the period being evaluated may be given such consideration, if any, as
the FDO shall find appropriate.

\(c\) The FDO may specify in any fee determination that fee not earned
during the period evaluated may be accumulated and be available for
allocation to one or more subsequent periods. In that event, the
distribution of award fee shall be adjusted to reflect such allocations.

**1252.216-72 PERFORMANCE EVALUATION PLAN (OCT 1994)**

\(a\) A Performance Evaluation Plan shall be unilaterally established by
the Government based on the criteria stated in the contract and used for
the determination of award fee. This plan shall include the criteria
used to evaluate each area and the percentage of award fee (if any)
available for each area. A copy of the plan shall be provided to the
contractor **10** calendar days prior to the start of the first
evaluation period.

\(b\) The criteria contained within the Performance Evaluation Plan may
relate to: (1) Technical (including schedule) requirements if
appropriate; (2) Management; and (3) Cost.

\(c\) The Performance Evaluation Plan may, consistent with the contract,
be revised unilaterally by the Government at any time during the period
of performance. Notification of such changes shall be provided to the
contractor **10** calendar days prior to the start of the evaluation
period to which the change will apply.

**1252.216-73 DISTRIBUTION OF AWARD FEE (OCT 1994)**

\(a\) The total amount of award fee available under this contract is
assigned according to the following evaluation periods and amounts:

Evaluation Period: Provided by Task Order

Available Award Fee: Provided by Task Order

\(b\) Payment of the base fee and award fee shall be made, provided that
after payment of 85 percent of the base fee and potential award fee, the
Government may withhold further payment of the base fee and award fee
until a reserve is set aside in an amount that the Government considers
necessary to protect its interest. This reserve shall not exceed 15
percent of the total base fee and potential award fee or \$100,000,
whichever is less.

\(c\) In the event of contract termination, either in whole or in part,
the amount of award fee available shall represent a prorata distribution
associated with evaluation period activities or events as determined by
the Government.

\(d\) The Government will promptly make payment of any award fee upon
the submission by the contractor to the contracting officer\'s
authorized representative, of a public voucher or invoice in the amount
of the total fee earned for the period evaluated. Payment may be made
without using a contract modification.

1252.219-70 SMALL BUSINESS AND SMALL DISADVANTAGED BUSINESS
SUBCONTRACTING REPORTING (OCT 1994)

\(a\) The Contractor shall submit the Summary Subcontract Report
(Standard Form 295 (SF-295)) to the Department of Transportation, Office
of the Secretary, Office of Small and Disadvantaged Business Utilization
(S-42), 400 7th St., SW, Washington, D.C. 20590.

\(b\) The Contractor shall report the information in Blocks 14, 17, and
18 of the SF-295.

\(c\) The Contractor shall include this clause in all subcontracts that
include the clause at (FAR) 48

CFR 52.219-9.

**1252.223-71 ACCIDENT AND FIRE REPORTING (OCT 1994)**

\(a\) The Contractor shall report to the Contracting Officer any
accident or fire occurring at the site of the work which causes:

\(1\) A fatality or as much as one lost workday on the part of any
employee of the Contractor or subcontractor at any tier;

\(2\) Damage of \$1,000 or more to Federal property, either real or
personal;

\(3\) Damage of \$1,000 or more to Contractor or subcontractor owned or
leased motor vehicles or mobile equipment; or

\(4\) Damage for which a contract time extension may be requested.

\(b\) Accident and fire reports required by paragraph (a) above shall be
accomplished by the following means:

\(1\) Accidents or fires resulting in a death, hospitalization of five
or more persons, or destruction of Federal property (either real or
personal), the total value of which is estimated at \$100,000 or more,
shall be reported immediately by telephone to the Contracting Officer or
his/her authorized representative and shall be confirmed by telegram or
facsimile transmission within 24 hours to the Contracting Officer. Such
telegram or facsimile transmission shall state all known facts as to
extent of injury and damage and as to cause of the accident or fire.

\(2\) Other accident and fire reports required by paragraph (a) above
may be reported by the Contractor using a state, private insurance
carrier, or Contractor accident report form which provides for the
statement of:

\(i\) The extent of injury; and

\(ii\) The damage and cause of the accident or fire.

Such report shall be mailed or otherwise delivered to the Contracting
Officer within 48 hours of the occurrence of the accident or fire.

\(c\) The Contractor shall assure compliance by subcontractors at all
tiers with the requirements of this clause.

**1252.237-70 Qualifications of employees (OCT 1994)**

The Contracting Officer may require dismissal from work of those
employees which he/she deems incompetent, careless, insubordinate,
unsuitable or otherwise objectionable, or whose continued employment
he/she deems contrary to the public interest or inconsistent with the
best interest of national security. The Contractor shall fill out, and
cause each of its employees on the contract work to fill out, for
submission to the Government, such forms as may be necessary for
security or other reasons. Upon request of the Contracting Officer, the
Contractor\'s employees shall be fingerprinted. Each employee of the
Contractor shall be a citizen of the United States of America, or an
alien who has been lawfully admitted for permanent residence as
evidenced by Alien Registration Receipt Card Form I-151, or who presents
other evidence from the Immigration and Naturalization Service that
employment will not affect his/her immigration status.

**1252.242-71 CONTRACTOR TESTIMONY (OCT 1994)**

All requests for the testimony of the Contractor or its employees, and
any intention to testify as an expert witness relating to: (a) any work
required by, and/or performed under, this contract: or (b) any
information provided by any party to assist the Contractor in the
performance of this contract, shall be immediately reported to the
Contracting Officer. Neither the Contractor nor its employees shall
testify on a matter related to work performed or information provided
under this contract, either voluntarily or pursuant to a request, in any
judicial or administrative proceeding unless approved by the Contracting
Officer or required by a judge in a final court order.

**1252.242-72 Dissemination of contract information (OCT 1994)**

The Contractor shall not publish, permit to be published, or distribute
for public consumption, any information, oral or written, concerning the
results or conclusions made pursuant to the performance of this
contract, without the prior written consent of the Contracting Officer.
Two copies of any material proposed to be published or distributed shall
be submitted to the Contracting Officer.

**1252.242-73 Contracting Officer\'s Technical Representative (OCT
1994)**

\(a\) The Contracting Officer may designate Government personnel to act
as the Contracting Officer\'s Technical Representative (COTR) to perform
functions under the contract such as review and/or inspection and
acceptance of supplies, services, including construction, and other
functions of a technical nature. The Contracting Officer will provide a
written notice of such designation to the Contractor within five working
days after contract award or for construction, not less than five
working days prior to giving the contractor the notice to proceed. The
designation letter will set forth the authorities and limitations of the
COTR under the contract.

\(b\) The Contracting Officer cannot authorize the COTR or any other
representative to sign documents (i.e., contracts, contract
modifications, etc.) that require the signature of the Contracting
Officer.

**1252.245-70 GOVERNMENT PROPERTY REPORTS (OCT 1994)**

\(a\) The Contractor shall prepare an annual report of Government
property in its possession and the possession of its subcontractors.

\(b\) The report shall be submitted to the Contracting Officer not later
than September 15 of each calendar year on form DOT F 4220.43,
Contractor Report of Government Property.

(End of Section I)

**PART III**

**SECTION J -- LIST OF ATTACHMENTS**

Attachment J-1 **RESERVED**

Attachment J-2 ACH Form

Attachment J-3 **RESERVED**

Attachment J-4 Labor Categories/Qualifications

Attachment J-5 **RESERVED**

Attachment J-6 Evaluation of Contractor's Task Order Performance

Attachment J-7 Employee/Contractor Non-Disclosure Agreement (Blank)

Attachment J-8 Pricing Information Summary Sheet

Attachment J-9 Program Management Status Report -- Sample

Attachment J-10 **RESERVED**

Attachment J-11 Subcontracting Request Breakdown Format

Attachment J-12 **RESERVED**

**ATTACHMENT J-2**

![](media/image1.png){width="5.9375in" height="7.989583333333333in"}

**ATTACHMENT J-4**

**LABOR CATEGORIES/QUALIFICATIONS**

**[ITOP II Program Manager]{.underline}** - Serves as the Contractor
counterpart to the Government program/technical manager for ITOP II.
Manages substantial program/technical support operations involving
multiple ITOP II projects/task orders and personnel at diverse
locations. Organizes, directs, and coordinates planning and execution of
all program/technical support activities. Shall have demonstrated
information technology expertise and communications skills to be able
interface with all levels of management. Simultaneously plans and
manages the transition of several highly technical projects. Establishes
and alters (as necessary) management structure to effectively direct
program/technical support activities. Meets and confers with Government
management officials regarding the status of specific Contractor
program/technical activities and problems, issues or conflicts regarding
resolution.

**[TO Project Manager]{.underline}** - Provides competent leadership and
responsible program direction through successful performance of a
variety of detailed, diverse elements of project transitioning. Directs
completion of tasks within estimated timeframes and budget constraints.
Schedules and assigns duties to subordinates and subcontractors and
ensures assignments are completed as directed. Enforces work standards
and reviews/resolves work discrepancies to ensure compliance with
contract requirements. Interfaces with the Contractor's ITOP II Program
Manager as well as Government management personnel including, but not
limited to, the Contracting Officer and the Contracting Officer's
Technical Representative. Reports in writing and orally to contractor
management and Government representatives.

**[Computer Systems Analyst]{.underline}** - Analyzes, develops, and/or
reviews computer software possessing a wide range of capabilities,
including numerous engineering, business, and records management
functions. Develops and/or oversees plans for automated data processing
systems from project inception to conclusion. Analyzes information to be
processed. Defines and analyzes problems and develops system
requirements and program specifications, from which programmers prepare
detailed flow charts, programs, and tests. Coordinates closely with
programmers to ensure proper implementation of program and system
specifications. Develops, in conjunction with functional users, system
alternative solutions. Provides support for the installation, testing,
implementation, and ongoing maintenance of the hardware/software to
support EC/EDI functions and provides expertise in the area of EC/EDI
translation software and systems.

**[Applications Programmer]{.underline}** - Analyzes functional business
applications and design specifications for functional areas such as
payroll, logistics, and contracts. Develops block diagrams and logic
flow charts. Translates detailed design into computer software. Tests,
debugs, and refines the computer software to produce the required
product. Prepares required documentation, including both program-level
and user-level documentation. Enhances software to reduce operating time
or improve efficiency. Provides technical direction to programmers as
required to ensure program deadlines are met.

**[System Programmer]{.underline}** - Creates and/or maintains operating
systems, communications software, data base packages, compilers,
assemblers, and utility programs. Modify existing software as well as
create special-purpose software to ensure efficiency and integrity
between systems and applications.

**ATTACHMENT J-4**

**LABOR CATEGORIES/QUALIFICATIONS**

**[Functional \[Subject Matter\] Expert]{.underline}** - Analyzes user
needs to determine functional requirements. Performs functional
allocation to identify required tasks and their interrelationships.
Identifies resources required for each task. Possesses requisite
knowledge and expertise so recognized in the professional community that
the Government is able to qualify the individual as an expert in the
field for an actual TO. Demonstrates exceptional oral and written
communication skills.

**[Quality Assurance Specialist]{.underline}** - Develops and implements
quality control methodologies to ensure compliance with quality
assurance standards, guidelines, and procedures in a large
computer-based organization. Develops and defines major and minor
characteristics of quality including quality metrics and scoring
parameters and determines requisite quality control resources for an
actual TO. Establishes and maintains a process for evaluating hardware,
software, and associated documentation and/or assists in the evaluation.
Conducts and/or participates in formal and informal reviews at
pre-determined points throughout the development life cycle.

**[Data Base Analyst]{.underline}** - Manages and/or develops data base
projects. Provides highly technical expertise in the use of Data Base
Management Systems (DBMS) concepts. Evaluates and recommends available
DBMS products and services to support validated user requirements.
Defines file organization, indexing methods, and security procedures for
specific user applications.

**[System Administrator/Operator]{.underline}** - Supervises and manages
the daily activities of configuration and operation of business/computer
systems. Optimizes system operations and resource utilization and
performs system capacity analysis and planning. Provides assistance to
users in accessing and using business/computer systems. Monitors and
supports computer processing. Coordinates input, output, and file media.
Distributes output and controls computer operation.

**[Systems Engineer]{.underline}** - Applies software, hardware, and
standards information technology skills in the analysis, specification,
development, integration, and acquisition of systems for information
management applications. Ensures these systems and applications are
compliant with standards for open systems architectures, reference
models, and profiles of standards \-- such as the IEEE Open Systems
Environment reference model \-- as they apply to the implementation and
specification of information management solutions on the application
platform, across the application program interface, and the external
environment/software application. Evaluates and recommends COTS
applications and methodologies that can be acquired to provide
interoperable, portable, and scalable information technology solutions.
Performs analysis and validation of reusable software/hardware
components to ensure the integration of these components into
interoperable information management designs.

**ATTACHMENT J-4**

**LABOR CATEGORIES/QUALIFICATIONS**

**[Information Systems Engineer]{.underline}** - Analyzes information
requirements. Evaluates analytically and systematically problems of
workflow, organization, and planning and develops appropriate corrective
action. Applies business process improvement practices to re-engineer
methodologies/principles and business process modernization projects.
Applies, as appropriate, activity and data modeling, transaction flow
analysis, internal control and risk analysis and modern business methods
and performance measurement techniques. Assist in establishing standards
for information systems procedures. Develops and applies
organization-wide information models for use in designing and building
integrated, shared software and database management systems. Constructs
sound, logical business improvement opportunities consistent with the
configuration information management guiding principles, cost savings,
and open architecture objectives.

**[Software Engineer]{.underline}** - Analyzes and studies complex
system requirements. Designs software tools and subsystems to support
software reuse and domain analyses and manages their implementation.
Manages software development and support using formal specifications,
data flow diagrams, other accepted design techniques, and Computer Aided
Software Engineering (CASE) tools. Interprets software requirements and
design specifications to code, and integrates and tests software
components. Estimates software development costs and schedule. Reviews
existing programs and assists in making refinements, reducing operating
time, and improving current techniques. Supervises software
configuration management.

**[Software Systems Specialist]{.underline}** - Performs moderately
complex analysis, design, development, testing, and implementation of
computer software in support of a range of functional and technical
environments. Develops solutions to problems involving
telecommunications, network design analysis, database design, etc.

**[ADP Hardware Specialist]{.underline}** - Reviews computer systems in
terms of machine capabilities and man-machine interface. Prepares
reports and studies concerning hardware. Prepares functional
requirements and specifications.

**[Communications Hardware Specialist]{.underline}** - Analyzes network
and computer communications hardware characteristics and recommends
equipment procurement, removals, and modifications. Adds, deletes, and
modifies, as required, host, terminal, and network devices. Assists and
coordinates with communications network specialists in the area of
communication software. Analyzes and implements communications standards
and protocols according to site requirements.

**[Communications Software Specialist]{.underline}** - Analyzes network
and computer communications software characteristics and recommends
software procurement, removals, and modifications. Adds, deletes, and
modifies, as required, host, terminal, and network devices in light of
discerned software needs/problems. Assists and coordinates with
communications network specialists in the area of communications
software.

**ATTACHMENT J-4**

**LABOR CATEGORIES/QUALIFICATIONS**

**[Communications Network Specialist]{.underline}** - Analyzes network
characteristics (e.g., traffic, connect time, transmission speeds,
packet sizes, and throughput) and recommends procurement, removals, and
modifications to network components. Designs and optimizes network
topologies and site configurations. Plans installations, transitions,
and cutovers of network components and capabilities. Ensures maintenance
of systems. Coordinates requirements with users and suppliers. Provides
support on all phases of analysis, design, testing, and implementation
of networks and the telecommunications infrastructure to support EC/EDI
functions.

**[Operations Manager]{.underline}** - Manages computer operations,
including at Government facilities. Schedules machine time and directs
data entry efforts. Provides users with computer output. Oversees all
operations to ensure downtime is minimized, necessary supplies are
restocked in a timely manner, customer requests/complaints are readily
resolved, etc.

**[Technical Writer]{.underline}** - Gathers, analyzes, and composes
technical information required for preparation of user manuals, training
materials, installation guides, proposals, reports, etc. Edits
functional descriptions, system specifications, user manuals, special
reports, or any other customer deliverables and documents. Conducts
research and ensures the use of proper technical terminology. Translates
technical information into clear, readable documents to be used by
technical and non-technical personnel.

**[Computer/Telecommunications Security Systems
Specialist]{.underline}** - Analyzes and defines security requirements
for a variety of computer and telecommunications issues. Designs,
develops, engineers, and implements solutions to requirements. Gathers
and organizes technical information about an organization's mission
goals and needs, existing security products, and ongoing programs.
Performs risk analyses which also include risk assessment. Develops,
analyzes, and implements security architecture(s) as appropriate.

**[IRM Analyst]{.underline}** - Ensures problem resolution and customer
satisfaction for individual TOs. Performs technical and administrative
efforts for tasks, including review of work products for correctness,
compliance with industry accepted standards, federal government
legislative and regulatory requirements, and user standards specified in
TOs. Develops requirements of IT product/service (including
specifications, feasibility studies, requirements analysis, etc.) from
inception to conclusion on simple to complex projects.

**[Training Specialist]{.underline}** - Conducts the research necessary
to develop and revise training courses and prepares appropriate training
catalogs. Prepares all instructor materials (course outline, background
material, and training aids). Prepares all student materials (course
manuals, workbooks, handouts, completion certificates, and course
critique forms). Trains personnel by conducting formal classroom
courses, workshops, and seminars.

**[Procurement Product Specialist]{.underline}** - Provides analysis,
design, development, testing, and implementation of computer software in
support of a range of functional and technical requirements to provide
support for procurement software development tasks. Provides expertise
in procurement processing to develop automated systems.

**ATTACHMENT J-4**

**LABOR CATEGORIES/QUALIFICATIONS**

**[Imaging Specialist]{.underline}** - Provides highly technical and
specialized solutions to complex imaging problems. Performs analyses,
studies, and reports related to imaging.

**ATTACHMENT J-6**

## EVALUATION OF CONTRACTOR\'S TASK ORDER PERFORMANCE

**[EVALUATION OF CONTRACTOR\'S PERFORMANCE]{.underline}**

This form MUST be filled out after completion of contract performance by
the contractor. Guidance concerning completion of this form should be
obtained from the contracting officer.

Contract
No.:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
Task Order No.:\_\_\_\_\_\_\_\_\_\_\_

Award Date:\_\_\_\_\_\_\_\_\_ Active? Yes\_\_\_No\_\_\_ Date
contract/order completed:\_\_\_\_\_\_\_\_

Total value (include options; contract modifications)
\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Item description and
SIC:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Name of Contractor: Address of Contractor:

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Type of Evaluation:\_\_­\_\_Interim\_\_\_\_Final for the
period:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

**ATTACHMENT J-6**

**EVALUATION OF CONTRACTOR\'S TASK ORDER PERFORMANCE**

**[PART I - EVALUATION OF CONTRACTOR\'S PERFORMANCE]{.underline}**

The contractor should be evaluated using the following ratings:

**E** = Excellent: Contractor exceeded the requirements. Explain how.

**S** = Satisfactory: Contractor met the requirements. If the contractor
had difficulty meeting the requirements, explain why.

**U** = Unsatisfactory: Contractor did not meet all of the requirements.
Explain all noncompliance's or unsatisfactory performance, and whether
and how the contractor was at fault, where applicable.

**N/A** = **Not Applicable**. Does not apply to the contract.

1\. **Cost/Price Control**. Rating:
**E\_\_\_\_S\_\_\_\_U\_\_\_\_N/A\_\_\_\_**. Consider: Did the contractor
complete the contract within the contract amount or did the contractor
experience cost growth?

2\. **Schedule Control**. Rating:
**E\_\_\_\_S\_\_\_\_U\_\_\_\_N/A\_\_\_\_.** Consider: Did the contractor
meet the original completion date? Request an extension due to reasons
within its control? Finish ahead of schedule?

3\. **Contract Administration**. Rating:
**E\_\_\_\_S\_\_\_\_U\_\_\_\_N/A\_\_\_\_.** Consider:

Did the contractor respond to Government correspondence in a timely
manner? Were unnecessary cost/price change proposals submitted? Were
Government requested price changes submitted and negotiated promptly?
Were contract modifications promptly executed? Were the subcontracts
properly administered? Did the contractor comply with its subcontracting
plan? Were progress reports submitted on time? Were invoices submitted
correctly? Were contract discrepancies/problems reported promptly? Were
major subcontracts administered properly?

4\. **Responsiveness to Government**. Rating:
**E\_\_\_\_S\_\_\_\_U\_\_\_\_N/A\_\_\_\_.** Consider: Were complaints
from the Government resolved in a reasonable and cooperative manner?
Were telephone calls responded to promptly? Were controversial issues
resolved amicably? Was the contractor reasonable and responsive the
Government\'s needs?

5\. **Contract Compliance with Technical Requirements**.

Rating: **E\_\_\_\_S\_\_\_\_U\_\_\_\_N/A\_\_\_\_.** Consider: Were all
of the contract requirements met? Were the objectives of the statement
of work met? Were problems resolved? Will the delivered items or
services be able to be used for the purpose intended? If not useable,
why not?

**ATTACHMENT J-6**

**EVALUATION OF CONTRACTOR\'S TASK ORDER PERFORMANCE**

**[PART I - EVALUATION OF CONTRACTOR\'S PERFORMANCE
(CONT'D)]{.underline}**

6\. **Key Personnel**. Rating:
**E\_\_\_\_S\_\_\_\_U\_\_\_\_N/A\_\_\_\_.** Consider: Did the personnel
have the knowledge and expertise necessary to perform the technical
requirements? Were changes in key personnel made? How often were they
made?

7\. **Recommendation**: Would you recommend award to this contractor for
future contracts for like or similar requirements? Yes\_\_\_No\_\_\_. If
no, please fully explain.

*Name of
Evaluator:­­­­­­­­­­­\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_Phone
Number:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_*

*(Technical)*

*Title of
Evaluator:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_*

*Signature:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_Date:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_*

*Name of
Evaluator:­­­­­­­­­­­\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_Phone
Number:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_*

*Optional: (End User)*

*Title of
Evaluator:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_*

*Signature:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_Date:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_*

*Name of
Evaluator:­­­­­­­­­­­\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_Phone
Number:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_*

*Title of Evaluator: Contracting Officer*

*Signature:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_Date:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_*

In accordance with FAR 42.15, the contracting officer must allow the
contractor a [minimum]{.underline} of thirty days to review this
evaluation form.

**ATTACHMENT J-7**

**EMPLOYEE/CONTRACTOR NON-DISCLOSURE AGREEMENT (BLANK)**

[A Quotation from USC Title 18, Section 1905:]{.underline}

"Whoever, being an officer or employee of the United State or of any
department or agency thereof, publishes, divulges, discloses, or makes
known in any manner or to any extent not authorized by law any
information coming to him in the course of this employment of official
duties or by reason of any examination or investigation made by, or
return, report or record made to or filed with, such department or
agency or officer or employee thereof, which information concerns or
relates to the trade secrets, processes, operation, style of work, or
source of any income, profits, losses, or expenditures of any person,
firm, partnership, corporation or association; or permits any income
return or copy thereof or any book containing any abstract or
particulars thereof to be seen or examined by any person except as
provided by law; shall be fined not more than \$1,000 or imprisoned not
more than one year, or both; and shall be removed from office or
employment."

I, as a government employee or official Government contractor employee,
certify that I will not disclose, publish, divulge, release, or make
known, in any manner or to any extent, to any individual other than an
appropriate or authorized Government employee, the content of any
procurement sensitive information provided during the course of my
employment. I understand that for the purpose of this agreement,
procurement sensitive information is to include procurement data,
contract information, plans, and strategies.

I hereby certify that I have read the non-disclosure agreement described
above and I am familiar with the directives and policies governing the
disclosure of procurement sensitive information. I will fully and
completely observe these directives and will not disclose such
information to any unauthorized person, or use any information obtained
for private use or gain.

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_

NAME (Please Print) SIGNATURE DATE

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

ORGANIZATION/AFFILIATION

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

CONTRACT NO.

**ATTACHMENT J-8**

**PRICING INFORMATION SUMMARY SHEET**

The completed Attachment J-8 from the contractor's August 14, 1998
proposal is hereby incorporated into, and made part of, this task order
by reference due to the proprietary nature of the information. A
completed Attachment J.8 with the applicable rates and pricing
information is included as part of the official contract file at the
DOT/TASC ITOP program office. The completed attachment is available upon
request to individuals with a legitimate need for the information as
determined by the Contracting Officer.

**ATTACHMENT J-9**

**PROGRAM MANAGEMENT STATUS REPORT -- SAMPLE**

**1.0 Contract Overview Charts**

+---------+-------+-----------+-----------+---------+--------+--------+
| TO      | TO    | TO Value  | TO Value  | Cost    | Sc     | Q      |
|         |       |           |           |         | hedule | uality |
| Number  | Type  | Without   | With      | Status  |        |        |
|         |       | Options   | Options   |         | Status | Status |
+---------+-------+-----------+-----------+---------+--------+--------+
| T990001 | CPFF  | \$100,000 | \$        | GREEN   | GREEN  | GREEN  |
|         |       |           | 600,000   |         |        |        |
+---------+-------+-----------+-----------+---------+--------+--------+
| T990002 | FFP   | \$200,000 | \$        | GREEN   | ####   | GREEN  |
|         |       |           | 700,000   |         | YELLOW |        |
+---------+-------+-----------+-----------+---------+--------+--------+
| T990003 | CPAF  | \$300,000 | \$        | GREEN   | BLUE   | GREEN  |
|         |       |           | 800,000   |         |        |        |
+---------+-------+-----------+-----------+---------+--------+--------+
| T990004 | T&M   | \$400,000 | \$        | ##      | GREEN  | GREEN  |
|         |       |           | 900,000   | ### RED |        |        |
+---------+-------+-----------+-----------+---------+--------+--------+
| T990005 | FPAF  | \$500,000 | \$        | GREEN   | GREEN  | BLUE   |
|         |       |           | 1,000,000 |         |        |        |
+---------+-------+-----------+-----------+---------+--------+--------+

The Contractor will evaluate each active task order and provide a
subjective rating of cost, schedule and quality status using the
following color coding by task order:

Blue = Outstanding Green = Acceptable Yellow = Minor Problem Red = Major
Problem

A red or yellow entry in the cost, schedule or quality status columns
requires separate narrative comment in Section 3.0 of this report.

**2.0 Major Accomplishments and Milestone Achievements**

Where applicable, the Contractor will provide narrative summarizing
major accomplishments and milestones achieved.

**3.0 Problem Identification and Corrective Actions**

For each red or yellow area identified in Section 1.0 of this report,
the Contractor will provide a narrative describing the problem, its
impact, the corrective actions being taken to remedy the problem, and
any other pertinent information.

**ATTACHMENT J-11**

**SUBCONTRACTING REQUEST BREAKDOWN**

**(Reference G.9)**

CONTRACTOR: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

SUBCONTRACTOR:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

CONTRACTOR SUBCONTRACTOR

DIRECT LABOR \$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

ALLOWABLE OVERHEAD\* \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

SUBTOTAL (A)\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
(B)\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

LABOR G & A @ \_\_\_\_\_\_% \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

TOTAL LABOR COSTS (C)\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
(D)\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

To calculate the subcontracting percentage, first add DIRECT LABOR and
ALLOWABLE OVERHEAD and enter the figures for the contractor in space (A)
and for the subcontractor (if available)\*\* in space (B).

Next, calculate LABOR G & A by multiplying the G & A rate by the
SUBTOTAL figure in (A).

Calculate subcontractor LABOR G & A by multiplying the subcontractor's G
& A rate by figure (B).

Add the LABOR G & A to the SUBTOTAL and record that figure in the spaces
for TOTAL LABOR COSTS (C) and (D).

\(D\)

Now, using the formula \_\_\_\_\_\_\_\_\_\_\_\_, calculate the
subcontracting labor percentage.

\(C\) + (D)

SUBCONTRACTING LABOR COST PERCENTAGE = \_\_\_\_\_\_\_%

\*The firm must demonstrate to DOT that their labor overhead elements
are allowable in accordance with FAR 32.205-6. Failure to do so shall
cause the entire overhead to be eliminated from the computations.

\*\*You need to be comparing as like figures as possible; therefore, if
you have a breakdown of the subcontractors' quotation, use it in the
formulation above. If you do not have a breakdown of the subcontractors'
quotation, you must use the TOTAL SUBCONTRACTING AMOUNT for item (D),
though you must still breakdown the contractors costs.

PREPARED
BY:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
POSITION:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

I certify that I have personally verified the above computations and
have verified that the proposed subcontracting is accurate and correct.

SIGNATURE:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

ITOP II CONTRACT
NUMBER:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_