AAR GOVERNMENT SERVICES, INC. Supplemental Terms For The WASS Program .

Transcription

AAR GOVERNMENT SERVICES, INC.Supplemental Terms for the WASS Program – Labor ContractsExcept as may be expressly set forth in this Subcontract with the Government Contracting Officer's express consent, the Sellershall not acquire any direct claim or direct course of action against the US Government. Seller shall include in each lower-tiersubcontract the appropriate flow down clauses as required by the Federal Acquisition Regulation (FAR).1.General LaborH.14 – Seller Workforce ResponsibilityA.B.C.D.It is the Seller's responsibility to provide and maintain a trained workforce capable of providing the services specifiedin the task orders issued under this Subcontract. All related training, continuing education, certification courses, andother such events for Seller personnel is the financial responsibility of the Seller and shall not be allowable as a directcharge to this contract or any task order issued hereunder unless so authorized in advance and in writing by the AARSubcontracts Administrator/Buyer within the parameters of this provision. The AAR Subcontracts Administrator/Buyermay, on a case-by-case basis, authorize Seller personnel to attend training as a direct charge to a task order if thetraining meets all of the following conditions:1) The training is critical to meeting requirements that are specifically peculiar or unique to the task order;2) Such requirements were not included in or known at the time the task order was awarded;3) Sufficient funding is available on the task order to cover all costs of the training and any associated travel;4) Prior written approval to attend the specific training is received from the cognizant Functional Technical Lead;and5) The Seller has not allocated and will not allocate such costs indirectly or otherwise directly under thisSubcontract or any other final cost objective. Seller requests for training authorizations shall be submitted tothe cognizant AAR Functional Technical Lead and AAR Subcontracts Administrator/Buyer not less thantwenty-five (25) calendar days prior to the event. Such requests shall fully justify the need for the training.Final determination on the allowability of direct-charge Seller training will be made by the AAR SubcontractsAdministrator/Buyer and the Government Contracting Officer.Costs for Seller personnel to attend conferences, seminars, symposiums or other similar events shall not be allowableas a direct charge to this contract or any task order issued there under unless specifically authorized in advance andin writing by the AAR Subcontracts Administrator/Buyer and the Government Contracting Officer. Attendance at suchevents shall not be authorized or directed unless the attendance is in support of a specific task order and is for one ormore of the following purposes:1) Attendance is required in order to gather information for the Government, analyze the information, and preparea formal written report/recommendation to the Government relating to the information.2) The conference, seminar, symposium or other related event is unique to a specific technical discipline and theknowledge gained by attendance cannot be used by the Seller in any other business venture because noother company or Government agency requires such expertise.3) Attendance is required in order to present a paper on behalf of the Government and such is required inaccordance with the task order requirements.4) Attendance is required in order to man a booth at a Government-sponsored conference/symposium and suchis required in accordance with the task order requirements. When training is authorized by the AARSubcontracts Administrator/Buyer in writing under the conditions set forth above, AAR will reimburse the Sellerfor tuition, travel, and per diem, if required.It is the sole duty and responsibility of the Seller to ensure compliance with all required foreign disclosure and/orTechnical Assistance Agreement (TAA) requirements, if applicable. In the absence of a TAA, the Seller has no authorityto speak, present a paper, participate in conferences, or participate in discussions/meetings involving foreign entitiesoutside the United States.Training at Government expense will not be authorized for replacement personnel nor for the purpose of keeping Sellerpersonnel abreast of advances in the state-of-the-art, or for training Seller employees on equipment, computerlanguages, and computer operating systems that are available on the commercial market.H.15 – Standards of ConductThe Seller shall ensure that personnel assigned to this contract observe the highest standards of personal and professionalconduct, and that employees assigned to locations outside the United States observe the requirements of the local law andapplicable US mission regulations, including but not limited to instructions or policies governing outside employment,commercial activities, currency exchange, travel restrictions, and non-fraternization with host country nationals.F1-GPM-0421Rev 02/25/2021Page 1 of 13

The Seller is responsible for recruiting and hiring only those personnel who can maintain the standards of conduct requiredunder this contract. Additionally, the Seller is responsible for maintaining satisfactory standards of employee conduct andintegrity and shall be held fully accountable for the conduct of its employees and its Seller's employees.If the Government Contracting Officer determines that continued performance under this contract by any Seller personnelis contrary to the public interest, the Seller shall remove the employee from all work under this contract. The costs incurredfor removal of personnel for violation of standards of conduct, including but not limited to travel or defense of litigation, shallnot be allowable under this Subcontract unless the Government Contracting Officer determines that the Seller fulfilled itsresponsibility in the recruitment, employment, and oversight of the individual(s) involved.Non-Fraternization Policy -All Seller personnel assigned overseas or on TDY are required to obey country-wide nonfraternization policies in effect. The Government Contracting Officer’s Representative may direct Seller personnel to observea non-fraternization policy, if a non-fraternization is only partially applied at particular posts.H.16 – Removal From DutyThe AAR Subcontracts Administrator/Buyer may, by written notice to the Seller, direct the removal and/or replacement ofSeller personnel assigned to this Subcontract. A Seller employee may be removed from duty for cause (misconduct, INLdetermination of unsuitability for sensitive duties and/or loss of personnel security clearance, or unsatisfactory performance)or for the convenience of the Government through AAR. Upon written notice to the AAR Subcontracts Administrator/Buyer,and the cognizant AAR Functional Technical Lead, the Seller may move to replace personnel assigned to this Subcontractfor the convenience of the Seller (to include resignation by employee). The Seller shall make written notification with 24hours from Seller removal.A.B.C.D.Removal for Cause – AAR and/or the Government retains the right to direct the replacement or removal from post ofany worker who fails to comply with all appropriate regulations or whose conduct is embarrassing or otherwisedamaging to the United States' interests. The Seller shall submit an adverse report to the AAR SubcontractsAdministrator/Buyer and the cognizant AAR Functional Technical Lead when a worker is removed for cause. Adetermination to remove a Seller employee due to misconduct or unsuitability may involve, but is not limited to, thefollowing types of misconduct:1) Neglect of duty, unsatisfactory performance, unreasonable delays or failure to carry out assigned tasks;2) Conducting personal affairs during official time;3) Refusing to render assistance or cooperate in upholding the integrity of the objectives of this contract;4) Falsification or unlawful concealment, removal, mutilation or destruction of any document or record, orconcealment of material facts by willful omissions from documents or records;5) Disorderly conduct, use of abusive or offensive language, quarreling, intimidation by words or actions, orfighting;6) Participation in disruptive activities that interfere with the normal efficient operations of the worksite;7) Theft, vandalism, immoral conduct, or any other criminal action under U.S. or host country law -the Contractoris required to observe all Host Country Laws;8) Selling, consuming or being under the influence of drugs, or other illegal substances which produce similareffects;9) Abuse of alcohol;10) Improper use of credentials;11) Any evidence that would indicate that the individual is guilty of security violations including restricted orprohibited market dealings, currency manipulation, violations of the post contact policy regarding criteriacountry nationals, espionage or treason;12) Noncompliance with post security policy;13) Determination of unsuitability made by DS on the basis of investigations made pursuant to the regulations in3 FAM 4100, Appendix B; such determination, which may involve termination of security clearance, will becommunicated to the Government Contracting Officer, who will automatically direct the removal of theemployee.If the Government Contracting Officer directs the removal of a Seller employee due to misconduct, unsuitability, orunsatisfactory performance of the employee, to include loss of a security clearance, the Seller will be required to takefull responsibility and bear all expenses connected with removing and promptly replacing the employee, including travel,transportation and shipping costs.Removal for Convenience of Government – If removal of a Seller employee is for the convenience of the Government,it shall be regarded as (1) a Change entitling the Seller to an equitable adjustment if the employee is to be replaced; or(2) a Partial Termination for Convenience if the employee is not replaced.Removal for Convenience of Seller – If removal of a Seller employee is for the convenience of the Seller, the Seller willbe required to take full responsibility and bear all expenses connected with removing and prompt replacement of theF1-GPM-0421Rev 02/25/2021Page 2 of 13

employee, including travel, transportation and shipping costs, severance pay, local labor hires or temporary hiresincurred prior to a replacement employee's arrival at post.E. Removal Demanded by Host Government – The host Government has the right under international law to requireremoval of any person assigned to a diplomatic mission, and is not required to justify or to state reasons for declaringan individual persona non grata.F. In such cases, where none of the above-enumerated causes for removal apply, the employee's removal from duty willbe considered, for purposes of determining responsibility for transportation and shipment of effects, a removal for theconvenience of the Government.G. All Seller personnel when at a Foreign Service Mission are subject to the administrative control of the United StatesAmbassador or Principal Officer of that mission. If that responsible official determines that it is in the best interest ofthe Government for a Subcontract individual to be removed from post that individual must depart as quickly astransportation will allow.H.18 – Seller IdentificationSubcontract performance may require Seller personnel to attend meetings with government personnel and the public, workwithin government offices, and/or utilize government email. Seller personnel must take the following actions to identifythemselves as non-federal employees:A.B.C.D.Use an email signature block that shows name, the office being supported and company affiliation (e.g. “John Smith,Office of Human Resources, ACME Corporation Support Contractor”);Clearly identify themselves and their contractor affiliation in meetings (as a Seller teammate of AAR for this contractthey shall identify themselves as part of “AAR”);Identify their contractor affiliation in Departmental e-mail and phone listings whenever contractor personnel are includedin those listings (as a Seller teammate of AAR for this contract they shall identify themselves as part of “AAR”); andSeller personnel may not utilize Department of State logos or indicia on business cards.H.24 – Foreign Contract ReportingAll personnel performing on contract or subsequent task orders must adhere to the foreign contact reporting requirements,as briefed by the RSO, which may include all unofficial contact with nationals from specific HUMINT threat countries, thereporting of close and continuing social contact with foreign nationals, co-habitation with foreign nationals, and non-projectrelated personal business and/or financial relationships with any foreign nationals. Reporting of foreign contacts requiresfiling a DS-1887 form, which can be obtained from the RSO. When completed, the form should be returned to the RSO forany necessary investigative action and for submission to DS/CI. If investigative action results in information of which theSeller should be aware, the reporting contractor will be briefed by the RSO.H.25 – Reporting Marriage, Intent to Marry, Cohabitation or other Continuing Bonds of Affection with Foreign NationsCleared Seller personnel working on DoS contracts must report marriage, impending marriage, cohabitation and othercontinuing bonds of affection with foreign nationals to the COR, RSO and DS/IS/IND. The appropriate forms and counselingstatement will be provided by the RSO for submission to DS/IS/IND. Sellers working domestically can obtain the appropriateforms from their FSO.H.26 – Reporting Adverse Financial Situation and Certain ArrestsSeller personnel performing on contract must report to DS/IS/IND, through their Facility Security Officer, wage garnishments,credit judgments, repossessions, tax liens, bankruptcies, and/or intentions to file for bankruptcy. Sellers must also reportadverse involvement with law enforcement agencies to include: Arrests, other than minor traffic violations, for which a fineor forfeiture of 150 or more was imposed; or arrests for “driving under the influence” or “driving while intoxicated.” Arrestsmust be reported in a timely fashion (i.e., within 72 hours) and must not be delayed pending the conclusion of any judicialaction.H.27 – Dual CitizenshipCleared Sellers contemplating applying for citizenship with a foreign country must report this fact to the COR, RSO andDS/IS/IND when any act is initiated in furtherance of obtaining foreign citizenship.H.33 – Potential Foreign SellersA. Seller selection of local and third country national sellers and personnel must be approved by AAR and the Departmentof State in advance of their final selection. Information concerning potential foreign sellers must be submitted to theAAR Subcontracts Administrator/Buyer at least seventy-five (75) days in advance of the date on which the potentialseller will commence performance on the site. Sellers will be subject to security screening procedures as required byF1-GPM-0421Rev 02/25/2021Page 3 of 13

B.C.the RSO and/or Diplomatic Security. Government denial of sellers for security reasons may be made without providingthe rationale for the denial.AAR and the Department of State will take into consideration, among other things, whether proposed companiesand/or their management have undesirable associations with terrorist, mafia or organizations and governments whichare "hostile to the U.S.", do not have good standing in the local business community, are owned or operated by thoseon the Prohibited Countries List, or any other security concerns.Potential foreign sub tier sellers (from the Seller through AAR) will be required to furnish the following information:1) Complete names, dates and places of birth, nationality, citizenship and position title (if appropriate) of:2) All individuals having ownership of the firm;3) All key officers of the firm; and4) All key officers who will work on this project.5) Complete business address and telephone number;6) A listing of all major projects in which the firm was involved during the past 3 years; a listing of all projectsinvolving the firm outside of the country in which the firm is based, for the past 5 years;7) Non-US firms owned or operated by firms or citizens on the Prohibited Countries List, will not be approved foruse in any capacity. US-based firms, branch offices, or subsidiaries, which are owned by firms or citizens onthe Prohibited Countries List, will not be approved for use in any capacity; and8) Any other information as may be requested by AAR and/or the Department of State.H.35 – Contractor Vetting After AwardSellers shall advise the AAR Subcontracts Administrator/Buyer of any changes in personnel listed in the DS Form 4184 andshall provide vetting information on new individuals. AAR and/or the government reserves the right to vet these personnelchanges and to terminate subcontracts for convenience based on vetting results.J.3 – Seller DD254, as requiredJ.8 – Security Clearance & NATO Requirement by Labor Category, as requiredJ.10 - Wage Determinations WD 15-4553 R8 and WD 15-4555 R6, as requiredContract Flowdowns Clauses Incorporated by Reference (Feb 1998), FAR 52.252-2Should a date not be indicated, Seller shall use the current revision date associated with the Referenced clause. Pursuantto FAR 52.252-2, "CLAUSES INCORPORATED BY REFERENCE," the following clauses are incorporated herein byreference:ReferenceTitle22.001Application of Labor Laws to Government Acquisitions - Definitions22.103-2Overtime Policy31.205-46Travel Costs31.205-6(f)(1)(i)Bonuses and Incentive Compensation31.205-6(f)(1)(ii)Bonuses and Incentive Compensation41.U.S.C.351Service Contract Act of 196552.203-5Covenant Against Contingent Fees52.222-2Payment for Overtime Premiums52.222-29Notification of Visa DenialJun-200352.222-42Statement of Equivalent Rates for Federal HiresMay-2014652.237-72Observance of Legal Holidays and Administrative LeaveFeb-2015DS-1887Representation Regarding Certain Telecommunications and VideoSurveillance Services or EquipmentFLSAFair Labor Standards ActF1-GPM-0421DateRev 0May-2014Jul-19902/25/2021Page 4 of 13

2.OCONUS Labor/Service ContractsH.20 – Recruitment of Third Country Nationals for Performance on Department of State Contracts (October 17, 2012)The Sellers shall treat employees with respect and dignity by taking the following actions:A.B.C.D.E.F.Seller may not destroy, conceal, confiscate, or otherwise deny access to an employee’s identity documents orpassports. Sellers are reminded of the prohibition contained in Title 18, United States Code, Section 1592, againstknowingly destroying, concealing, removing, confiscating, or possessing any actual or purported passport or otherimmigration document to prevent or restrict the person’s liberty to move or travel in order to maintain the services ofthat person, when the person is or has been a victim of a severe form of trafficking in persons. Seller must be familiarwith any local labor law restrictions on withholding employee identification documentation.Seller shall provide employees with signed copies of the/their employment contracts, in English and the employee’snative language, that define the terms of employment, compensation including salary, overtime rates, allowances,salary increases, job description, description of any employer provided housing, benefits including leave accrual, andinformation on whether hazardous working conditions are anticipated. Contracts must be provided prior to employeedeparture from their countries of origin. Sellers will provide workers with written information on relevant host countrylabor laws. Fraudulent recruiting practices, including deliberately misleading information, may be considered a materialbreach of this contract.Seller shall provide all employees with a "Know Your Rights" brochure and document that employees have been briefedon the contents of the brochure. The English language version is available at www.state.gov/g/tip.Seller shall brief employees on the requirements of the FAR 52.222-50 Combating Trafficking in Persons including therequirements against commercial sex even in countries where it is legal and shall provide a copy of the briefing to theAAR Subcontracts Administrator/Buyer. Seller shall display posters in worker housing advising employees in Englishand the dominant language(s) of the Third Country Nationals being housed of the requirement to report violations ofTrafficking in Persons to the company and the company’s obligation to report to the Contracting Officer. The postershall also indicate that reports can also be submitted to the Office of the Inspector General (OIG) Hotline at 202-6473320 or 1-800-409-9926 or via email at ighotline@state.gov.Sellers shall comply with sending and receiving nation laws regarding transit, entry, exit, visas, and work permits. Sellersare responsible for repatriation of workers imported for Subcontract performance except an employee legally permittedto remain in the country of work and who chooses to do so; or an employee who is a victim of trafficking seeking victimservices or legal redress in the country of employment or a witness in a trafficking-related enforcement action.AAR will monitor Seller compliance at all tiers. This includes verification that Sellers is aware of, and understands therequirements of FAR 52.222-50, Combating Trafficking in Persons, and this clause. Sellers specifically agree to allowU.S. Government personnel access to Seller personnel, records, and housing for audit of compliance with therequirements of this clause.1) The Seller agrees to include this clause in all subcontracts over 150,000 involving recruitment of third countrynationals for Seller performance.2) On subcontracts for other than commercially available off the shelf items, the Seller certifies with the executionof this Subcontract, and will certify annually thereafter that the Seller has a compliance plan in placeappropriate to the size and nature of the program to prevent trafficking activities and to comply with theprovisions of this clause. The certification will confirm that, to the best of its knowledge and belief, the Sellerhas not engaged in any trafficking related activities described in section 106(g) of the Trafficking VictimsProtection Act (TVPA) or the prohibitions of this clause.H.21 – Seller Personnel Medical RequirementsThis section is based on the following attachments to this contract: 1) Attachment A - Medical Requirements forContractors Deploying to Afghanistan v.6, and 2) Attachment B - Forms and Documents June 2019a.Afghanistan LocationApplicabilityThis policy applies to U.S. citizen and third country national (TCN) contractor employees recruited in or deploying toAfghanistan to perform work on a U.S. Department of State (DoS) contract with expected or actual time in country for aperiod greater than 30 days per calendar year.F1-GPM-0421Rev 02/25/2021Page 5 of 13

Employees traveling to Afghanistan for less than 30 days in a calendar year may consider completing a pre-deploymenthealth examination in order to document their health status and address any health concerns prior to travel to Afghanistan.This is especially relevant to those whose positions require frequent travel to Afghanistan. These employees are encouragedto complete annual pre-deployment health examinations.General RequirementsThe contracting company is required to provide medically and psychologically fit contractor personnel capable of safely andsatisfactorily accomplishing tasks and duties unique to a particular position while tolerating the environmental andoperational conditions of Afghanistan and without posing a substantial risk of significant harm to the employee and others.The contracting company is responsible for medically vetting individual employees for deployment suitability by requiringthem to undergo a comprehensive health examination and be determined medically suitable for deployment in accordancewith such examinations standards. Suggested standards for this examination can be found at Tab A – RecommendedStandards of Fitness for Medical Deployability to Afghanistan.This assessment should emphasize diagnosing cardiovascular, pulmonary, orthopedic, neurologic, endocrinologic,dermatologic, psychological, visual, auditory, and other systemic disease conditions that may preclude performing thefunctional requirements of the contract, especially in the austere work environment encountered in Afghanistan.At a minimum, personnel must be able to: adequately self-manage, within the austere environment and limited medicalcapabilities available in Afghanistan, any medical conditions discovered during the health examination in accordance withthe recommended standards of fitness at Tab A; wear ballistic, respiratory, safety, chemical, and biological personalprotective equipment; use required prophylactic medications; and ingress/egress in emergency situations with minimal riskto themselves or others.Unless otherwise stated in the contract, all pre- and during-deployment health examinations are the responsibility of thecontractor and U.S. government medical assets may not be used.Specialized Contractor PersonnelSpecialized contractor employees (e.g., firefighters, security guards, police, aviators, aviation crew members, air trafficcontrollers, divers, marine craft operators, commercial drivers, etc.) who must meet specific physical standards orcertifications associated with their position must also meet the requirements of this policy in addition to those standards asspecified in their contract.Infectious Disease ScreeningAll employees must be screened for tuberculosis (tb) using an annual symptom screen. A tuberculin skin test (TST) isunreliable as a standalone screening test for TB disease in LN/TCN personnel that are from areas of high TB prevalence(as determined by the World Health Organization and/or the Centers for Disease Control), those who have been vaccinatedagainst TB and those who have had a previous positive skin test for TB (“PPD”). A TST should not be used in theseinstances. For these individuals, chest radiography will be conducted for screening only if indicated by the TB screeningquestionnaire. Employees involved in food service, water, or ice production must be screened annually for signs and symptoms ofinfectious disease. Contractors must ensure employees receive typhoid and hepatitis A vaccinations from a reliable sourceand this information must be documented in the employees’ medical record/screening documentation. Employees involved in food service, water, or ice production who also reside in areas that are highly endemic for hepatitisA and/or hepatitis E will be screened for hepatitis E in addition to hepatitis A (if not previously immunized for hepatitis A)and upon return from any visits to that area (leave, R&R etc.).All lab tests conducted outside of the United States must be done under the direction of a Centers for Disease Control andPrevention (CDC) approved panel physician. A copy of the results must be provided to the U.S. government’s medicalcontractor.ImmunizationsAll personnel traveling for any period of time to Afghanistan must be current with Advisory Committee on ImmunizationPractices (ACIP) guidelines. Personnel must comply with Centers for Disease Control (CDC) guidelines for Afghanistan.F1-GPM-0421Rev 02/25/2021Page 6 of 13

Examination IntervalsAn examination with all medical issues and requirements addressed is valid for a maximum of 15 months from the date ofthe health examination, or 12 months following deployment, whichever is first. Contractor personnel deployed for multipleor extended tours of more than 12 months must be re-evaluated annually for fitness and should continue to meet all medicalguidance to stay deployed. Unless specifically authorized by contractual arrangement neither DoS medical assets nor theU.S. government’s contracted medical provider can be used for re-evaluation to stay deployed. Periodic health surveillancerequirements and prescription needs assessments should remain current through the deployment period.Periodic health assessments in addition to the annual examination may be advised at the direction of the U.S. government’scontracted medical provider should a medical condition be identified requiring monitoring or follow-up action and are theresponsibility of the employee and his/her company.Documentation of Health ExaminationThe examination should be documented using the Forms and Documents in Attachment B and include the evaluatingmedical provider’s determination of medical suitability for deployment. A copy of the examination and relevant supportingdocuments, in English, must be maintained by individual employee’s parent contracting company. The contracting companyis responsible for submitting, with the employee’s consent, a copy of the examination record and relevant supportingdocuments as applicable, to the U.S. government’s medical contractor using a standard medically secure transmission ordesignated electronic portal.Individual Examination Review and Determination of Medical Suitability for DeploymentThe U.S. government’s medical contractor will review the examination record and the evaluating medical provider’sdetermination of medical suitability for deployment. If the U.S. government’s medical contractor concludes that thedocumentation does not support a finding that the individual contractor employee is medically suitable for deployment, arecommendation will be made to the parent contracting company that the individual not deploy. However, the finaldeployment determination will be made by the contractor company and must be communicated to the U.S. government’smedical contractor and the contracting officer (CO).Recommendation Not to DeployIf a contractor employee is not recommended for deployment, it will be up to the c

F1-GPM-0421 Rev 0 2/25/2021 Page 1 of 13 AAR GOVERNMENT SERVICES, INC. Supplemental Terms for the WASS Program - Labor Contracts Except as may be expressly set forth in this Subcontract with the Government Contracting Officer's express consent, the Seller