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Supply Arrangement for Task-Based Professional Services

Part A: Supply Arrangement (SA)

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Table of contents

  1. Supply Arrangement
  2. Security Requirement
  3. Standard Clauses and Conditions
  4. Term of Supply Arrangement
  5. Authorities
  6. Identified Users (Clients)
  7. Priority of Documents
  8. Certifications
  9. Applicable Laws
  10. Suspension or Cancellation by Canada
  11. Aboriginal Business Certification (if applicable)
  12. Delivery Requirements within a Comprehensive Land Claims Area
  13. Environmental Considerations
  14. Insurance Requirement
  15. Travel and Living
  16. Regions and Metropolitan Areas

1. Supply Arrangement

The Task-Based Professional Services Supply Arrangement (SA) is among the mandatory methods of supply for the provision of non-informatics professional Services at or above the North American Free Trade Agreement (NAFTA) threshold. It covers five core areas of expertise that are commonly and nationally used: Human Resources Services; Business Consulting/Change Management; Project Management; Real Property Project Management Services; and Technical Engineering and Maintenance Services (TEMS)

Tasks are finite work assignments that require one or more consultants to complete. A task involves a specific start date, a specific end date and set deliverables. Tasks are usually not large projects, although they may be subsets of a larger project. Tasks may require highly specialized work to be performed requiring a rare or unique skill or knowledge for a short period of time.

The SA encompasses only those Services described in Annex A, which are further identified in the case of each specific SA holder in Annex C– Qualified Categories at issuance of the SA.

In addition to the Clauses and Conditions enumerated in Section 3 below, contracts resulting from this SA can, at the discretion of Identified Users, incorporate: Task Authorizations, various security requirements, options to extend the contract (within the scope of the applicable Tier), & Limitations of Expenditure & Liability.

2. Security Requirement

  1. The Supplier must, at all times during the performance of the SA hold a valid Designated Organization Screening (DOS), issued by the Canadian Industrial Security Directorate (CISD), PWGSC. The SA Authority may verify the Supplier's security clearance with CISD of PWGSC at any time during the period of the SA.
  2. The requirements to be procured under this SA are subject to the requirements in the Security Requirement Check Lists (SRCL's) identified in each individual bid solicitation. Each bid solicitation will identify the SRCL that will apply to any resulting contract.
  3. Subcontracts which contain security requirements are not to be awarded without the prior written permission of CISD/PWGSC.
  4. In the case of Joint Ventures or Amalgamations, the highest level of corporate security attainable through CISD of PWGSC is the lowest level held by any single member of the JV or amalgamation. For example: a Joint Venture with five (5) members is comprised of four members holding a valid Facility Security Clearance (FSC) at the Secret level and one member holding a valid Designated Organization Screening (DOS). The highest corporate security level for which the Joint Venture would be considered under this SA framework would be DOS, until such time as the member holding a valid DOS clearance has requested sponsorship via the SA Authority and obtained a valid FSC at the secret level issued by CISD.
  5. Additional security checks may be conducted by the Identified User.

3. Standard Clauses and Conditions

All clauses and conditions identified in the Supply Arrangement and resulting contract(s) by number, date and title are set out in the Standard Acquisition Clauses and Conditions Manual issued by PWGSC.

2020 (2016-04-04) General Conditions - Supply Arrangement - Goods or Services apply to and form part of the SA.

3.1 Resulting Contract Clauses

The conditions of any contract awarded under this SA will be in accordance with Part C – Resulting Contract Clauses.

3.2 Supply Arrangement Reporting

The Supplier must compile and maintain records on its provision of goods, services or both to the federal government under contracts resulting from the SA.

The Supplier must provide this data in accordance with the reporting requirements detailed at the Quarterly Usage Report Instructions page. If no goods or services are provided during a given period, the Supplier must still provide a "NIL" report. Canada reserves the right to change the “NIL” reporting procedure at any time.

The data must be submitted on a quarterly basis to the SA Authority. Electronic reports must be completed and forwarded to the SA Authority by email at the following address tpsgc.spts-tsps.pwgsc@tpsgc-pwgsc.gc.ca, no later than 15 calendar days after the end of the quarterly report.

The quarterly reporting periods are defined as follows:

Quarter Period Covered Due on or Before
1st April 1 to June 30 July 15th
2nd July 1 to September 30 October 15th
3rd October 1 to December 31 January 15th
4th January 1 to March 31 April 15th

Failure to provide fully completed quarterly reports in accordance with the above instructions may result in the setting aside of the SA and the application of a vendor performance corrective measure.

4. Term of the Supply Arrangement

4.1 Period of the Supply Arrangement

The SA is valid from date of SA issuance and ends 18 months later. Canada may, by notice in writing to all SA suppliers and by posting on the Government Electronic Tendering System, cancel this SA or its Categories or Stream(s) by giving all SA suppliers at least 30 calendar days notice of the cancellation.

4.2  Ongoing Opportunity to Qualify

Opportunities for additional bidding may be made available by Canada during which a Supplier may choose to submit a bid containing an entirely new bid, or may propose to modify its SA by adding Categories. Participation in the refresh solicitations is entirely optional and not required to maintain any TSPS SA.

This schedule may require a revision due to operational requirements, in which case Suppliers will be advised.

Task and Solutions Professional Services Calendar
  Estimated Posting Date Estimated Closing Date Estimated Date of Award
Refresh Period 1 July 4, 2017 September 29, 2017 December 29, 2017
Refresh Period 2 October 2, 2017 December 29, 2017 March 29, 2018
Refresh Period 3 January 2, 2018 March 29, 2018 June 29, 2018
Refresh Period 4 July 3, 2018 September 28, 2018 December 31, 2018

It is important to note that Suppliers will not be eligible to submit a bid in a refresh period directly following another. For example, if a Supplier submits a bid at Refresh Period 1, the Supplier will not be eligible to submit a bid at Refresh Period 2 as the Supplier’s profile will be disabled in the DCC while the bid is evaluated. This will in no way impact the search results for an existing Supplier’s current SA.

All SAs whether issued during a refresh solicitation period or a re-competition will be replaced when a re-competition solicitation occurs. Therefore, all Suppliers must submit an arrangement before the closing date of a re-competition solicitation in order to provide services under their resulting SA.

5. Authorities

5.1 Supply Arrangement (SA) Authority

The SA Authority is:

Robert Pilon
Supply Specialist
Online Professional Services Division
Public Works and Government Services Canada
Acquisitions Branch, Professional Services Procurement Directorate

Portage III 10C1
11 Laurier Street
Gatineau, Quebec
K1A 0S5

Facsimile: 819-956-9235
E-mail address: TPSGC.SPTS-TSPS.PWGSC@tpsgc-pwgsc.gc.ca

The SA Authority is responsible for the issuance of the SA, its administration and its revision, if applicable. Upon the issuance of an arrangement solicitation under the SA by a Client (Federal Department User), that Client’s Contracting Authority is responsible for any contractual issues relating to the contract solicited. Any changes to the SA must be authorized in writing by the SA Authority.

5.2 Supplier's Representative

This individual is the central point of contact within the Supplier for all matters pertaining to this

Supply Arrangement. The Supplier confirms that this individual has the authority to bind the Supplier. It is the Supplier's sole responsibility to ensure that the information related to the Supplier's Representative is correct. If a replacement or a new Supplier Representative is required, the Supplier will:

The Supplier may designate another individual to represent the Supplier for administrative and technical purposes under any contract resulting from this SA.

5.3   Supplier's Information

Suppliers are responsible for the maintenance of their tombstone data in CPSS. Suppliers must also safeguard the credentials released to the Main Supplier Contact (MSC) and Supplier's Contacts that enable access to the Supplier Module of CPSS.

Canada will not delay or cancel any solicitation or contract process due to a supplier's inability to access, modify or validate such credentials, or because of any claim that such credentials were used without proper authorization.

6. Identified Users (Clients)

Subject to signing a Master Level User Agreement, the Identified Users (also called clients) include any government department, agency or Crown Corporation listed in Schedules I, I.1, II, III, IV and V of the Financial Administration Act, R.S.,

1985, c. F-11 and any other party for which the Department of Public Works and Government Services has been authorized to act from time to time under section 16 of the Department of Publics Works and Government Services Act. Canada may, at any time, withdraw authority from any of the Identified Users to use the Supply Arrangement.

7. Priority of Documents

If there is a discrepancy between the wording of any documents that appear on the list, the wording of the document that first appears on the list has priority over the wording of any document that subsequently appears on the list.

Certifications

8.1 Compliance

Compliance with the certifications provided by the Supplier in the arrangement is a condition of the SA and subject to verification by Canada during the term of the SA and of any resulting contract that would continue beyond the period of the SA. If the Supplier does not comply with any certification or it is determined that any certification made by the Supplier in the arrangement is untrue, whether made knowingly or unknowingly, Canada retains the right to terminate any resulting contract for default and suspend or cancel the SA.

9. Applicable Laws

The SA and any contract resulting from the SA must be interpreted and governed, and the relations between the parties determined, by the laws in force in Ontario, Canada unless otherwise stipulate in the Supplier's Bid or resulting contract.

10. Suspension or Cancellation by Canada

In addition to the circumstances identified in 2020-09  , Canada may, by sending written notice to the Supplier, suspend or cancel the SA where the Supplier has made public any information that conflicts with the terms, conditions, pricing or availability of systems identified in this SA, or where the Supplier is in default in carrying out any of its obligations under this SA.

11. Aboriginal Business Certification (if applicable)

11.1 Where an Aboriginal Business Certification has been provided, the Supplier warrants that its certification of compliance is accurate and complete and in accordance with the "Requirements for the Set-aside Program for Aboriginal Business" detailed in Annex 9.4 of the Supply Manual.

11.2 If such a Certification has been provided, the Supplier must keep proper records and documentation relating to the accuracy of the certification provided to Canada. The Supplier must obtain the written consent of the Contracting Authority before disposing of any such records or documentation before the expiration of six (6) years after final payment under the contract  , or until settlement of all outstanding claims and disputes, under the Contract, whichever is later. All such records and documentation must at all times during the retention period be open to audit,   by the representatives of Canada, who may make copies and take extracts. The Supplier must provide all reasonably required facilities for any audits.

11.3 Nothing in this clause must be interpreted as limiting the rights and remedies which Canada may otherwise have pursuant to the Contract.

12. Delivery Requirements within a Comprehensive Land Claims Settlement Area

The SA is not to be used for deliveries within a Comprehensive Land Claims Settlement Area (CLCSA). All requirements for delivery within a CLCSA are to be submitted to the Department of Public Works and Government Services for individual processing.

13. Environmental Considerations

As part  of Canada policy directing federal departments and agencies to take the necessary steps to acquire products and services that have a lower impact on the environment than those traditionally acquired. Suppliers should:

  1. Regarding Paper consumption:
    • Provide and transmit draft reports, final reports , other documents and arrangement in electronic format. Should printed material be required, double sided printing in black and white format is the default unless otherwise specified by the Identified User.
    • Printed material is requested on minimum recycled content of 30% and/or certified as originating from a sustainable managed forest.
    • Recycle unneeded printed documents (in accordance with Security Requirements).
  2. Regarding travel requirements:
    • The Supplier is encouraged to use video and/or teleconferencing where possible to cut down unnecessary travel.
    • Use of Properties with Environmental Ratings: Contractors to the Government of Canada may access the PWGSC Accommodation directory, which includes Eco-Rated properties. When searching for accommodation,   search for properties with Environmental Ratings, identified by Green Keys or Green Leafs that will honour the pricing for contractors.
    • Use of public/green transit where feasible.

14. Insurance Requirement

4.1 Insurance Requirements For Stream 1, Stream 2 and Stream 3 Categories Under Tier 1

The Supplier is responsible for deciding if insurance coverage is necessary to fulfill its obligation under the Contract and to ensure compliance with any applicable law. Any insurance acquired or maintained by the Supplier is at its own expense and for its own benefit and protection. It does not release the Supplier from or reduce its liability under the Contract.

14.2 Insurance Requirement For Stream 4 and Stream 5 Categories Under Tier 1 and All Streams And Categories Under Tier 2

14.2.1 The Supplier must maintain the required insurance coverage for the duration of the Contract. Compliance with the insurance requirements does not release the Supplier from or reduce its liability under the Contract.

The Supplier is responsible for deciding if additional insurance coverage is necessary to fulfill its obligation under the Contract and to ensure compliance with any applicable law. Any additional insurance coverage is at the Supplier's expense, and for its own benefit and protection.

The Supplier must forward to the Contracting Authority within ten (10) working days after the date of award of the Contract, a Certificate of Insurance evidencing the insurance coverage and confirming that the insurance policy complying with the requirements is in force. Coverage must be placed with an Insurer licensed to carry out business in Canada. The Supplier must, if requested by the

Contracting Authority, forward to Canada a certified true copy of all applicable insurance policies.

14.2.2  The Supplier must obtain Commercial General Liability Insurance, and maintain it in force throughout the duration of the contract, in an amount usual for a contract of this nature, but for not less than $2,000,000 per accident or occurrence and in the annual aggregate.

The Commercial General Liability policy must include the following:

  1. Additional Insured: Canada is added as an additional insured, but only with respect to liability arising out of the Supplier's performance of the contract. The interest of Canada should read as follows: Canada, as represented by PWGSC.
  2. Bodily Injury and Property Damage to third parties arising out of the operations of the Supplier.
  3. Products and Completed Operations: Coverage for bodily injury or property damage arising out of goods or products manufactured, sold, handled, or distributed by the Supplier and/or arising out of operations that have been completed by the Supplier.
  4. Personal Injury: While not limited to, the coverage must include Violation of Privacy, Libel and Slander, False Arrest, Detention or Imprisonment and Defamation of Character.
  5. Cross Liability/Separation of Insured: Without increasing the limit of liability, the policy must protect all insured parties to the full extent of coverage provided. Further, the policy must apply to each Insured in the same manner and to the same extent as if a separate policy had been issued to each.
  6. Blanket Contractual Liability: The policy must, on a blanket basis or by specific reference to the contract, extend to assumed liabilities with respect to contractual provisions.
  7. Employees and, if applicable, Volunteers must be included as Additional Insured.
  8. Employers' Liability (or confirmation that all employees are covered by Worker's compensation (WSIB) or similar program)
  9. Broad Form Property Damage including Completed Operations: Expands the Property Damage coverage to include certain losses that would otherwise be excluded by the standard care, custody or control exclusion found in a standard policy.
  10. Notice of Cancellation: The Insurer will endeavour to provide the Contracting Authority thirty (30) calendar days written notice of policy cancellation.
  11. If the policy is written on a claims-made basis, coverage must be in place for a period of at least 12 months after the completion or termination of the contract.
  12. Litigation Rights: Pursuant to subsection 5(d) of the Department of Justice Act, S.C. 1993, c. J-2, s.1, if a suit is instituted for or against Canada which the Insurer would, but for this clause, have the right to pursue or defend on behalf of Canada as an Additional Named Insured under the insurance policy, the Insurer must promptly contact the Attorney General of Canada to agree on the legal strategies by sending a letter, by registered mail or by courier, with an acknowledgement of receipt.

For the province of Quebec, send to:

Director Business Law Directorate,
Quebec Regional Office (Ottawa),
Department of Justice,
284 Wellington Street, Room SAT-6042,
Ottawa, Ontario, K1A 0H8

For other provinces and territories, send to:

Senior General Counsel,
Civil Litigation Section,
Department of Justice
234 Wellington Street, East Tower
Ottawa, Ontario K1A 0H8

A copy of the letter must be sent to the Contracting Authority. Canada reserves the right to co-defend any action brought against Canada. All expenses incurred by Canada to co-defend such actions will be at Canada's expense. If Canada decides to co-defend any action brought against it, and Canada does not agree to a proposed settlement agreed to by the Supplier's insurer and the plaintiff(s) that would result in the settlement or dismissal of the action against Canada, then Canada will be responsible to the Supplier's insurer for any difference between the proposed settlement amount and the amount finally awarded or paid to the plaintiffs (inclusive of costs and interest) on behalf of Canada.

14.2.3 In addition to the insurance requirements detailed in 14.2.2 above:

The Supplier must obtain Errors and Omissions Liability (a.k.a. Professional Liability) insurance, and maintain it in force throughout the duration of the contract, in an amount usual for a contract of this nature but for not less than $1,000,000 per loss and in the annual aggregate, inclusive of defence costs.

If the policy is written on a claims-made basis, coverage must be in place for a period of at least 12 months after the completion or termination of the contract.

The following endorsement must be included:

Notice of Cancellation: The Insurer will endeavour to provide the Contracting Authority thirty (30) calendar days written notice of cancellation.

15. Travel and Living

The Travel and Living expenses are calculated differently between the Regions and Metropolitan areas and this may affect the total cost of a Professional Services contract as a result of an arrangement solicitation under the SA. Accordingly, if any contract resulting from a solicitation   under this SA permits payment to a Supplier in its Basis of Payment for Travel and Living expenses, such expense will only be reimbursed in accordance with the information provided at Supply Arrangement Travel and Living Information.

16. Regions and Metropolitan Areas

Definitions of the Remote/Virtual Access, Regions and Metropolitan Areas are incorporated by reference into this SA. For the purposes of this SA, the Remote/Virtual Access is to be considered as another Region.

The following Regions and Metropolitan Areas may receive professional services under this SA where a Supplier is qualified to do so:

Regions

  • National Capital Region
  • Atlantic
  • Quebec
  • Ontario
  • Western
  • Pacific
  • Remote/Virtual Access: This is a separate Region and does not include any of the other Regions or Metropolitan Areas. It is a zone that is used when a Client has no preference in terms of where the work is performed.

Metropolitan Areas

  • National Capital
  • Halifax
  • Moncton
  • Montreal
  • Quebec City
  • Toronto
  • Calgary
  • Edmonton
  • Saskatoon
  • Winnipeg
  • Vancouver
  • Victoria

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