FINAL_Combined_Synopsis_Solicitation_FL_06142018.pdf

SOLICITATION NO. 123ME 18 Q 0009

Foreclosure Legal Services for State of Florida

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TABLE OF CONTENTS

DESCRIPTION PAGE

Combined Synopsis/Solicitation 2 Inspection & Acceptance 13 Deliveries or Performance 13 Contract Administration Data 15 Special Contract Requirements 21 Contract Clauses 25 List of Attachments 32 Solicitation Provisions 33

Evaluation Factors for BPA Establishment 35

THE PURPOSE OF THIS BRIDGE BPA IS TO

COVER USDA-RD’S URGENT REQUIREMENTS

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COMBINED SYNOPSIS SOLICITATION

I. THIS IS A COMBINED SYNOPSIS/SOLICITATION FOR COMMERCIAL ITEMS

PREPARED IN ACCORDANCE WITH THE FORMAT IN FEDERAL ACQUISITION

REGULATION (FAR) SUBPART 12.6, STREAMLINED PROCEDURES FOR

EVALUATION AND SOLICITATION FOR COMMERCIAL ITEMS AND 13.5, SIMPLIFIED

PROCEDURES FOR CERTAIN COMMERCIAL ITEMS, AS SUPPLEMENTED WITH

ADDITIONAL INFORMATION INCLUDED IN THIS NOTICE. THIS ANNOUNCEMENT

CONSTITUTES THE ONLY SOLICITATION. QUOTATIONS ARE BEING REQUESTED,

AND A SEPARATE WRITTEN SOLICITATION WILL NOT BEISSUED.

II. The solicitation is issued as a Request for Quote (RFQ). Solicitation 123ME-18-Q-0009 incorporates provisions and clauses in effect through Federal Acquisition Circular 2005-98. It is the responsibility of the contractor to be familiar with the applicable clauses and provisions. The clauses may be accessed in full text at these addresses: https://www.acquisition.gov/far/.

III. This is being issued as a TOTAL SMALL BUSINESS SET-ASIDE. The North American Industry Classification System (NAICS) code is 541110. The small business size standard is $11.0M.

IV. This combined solicitation/synopsis is for purchase of the following commercial services and products:

Foreclosure Legal Services and Related Technical Support for the State of Florida

The objective is to retain a private attorney or law firm (herein called "contractor") to provide legal services in connection with foreclosures with or without deficiency judgments, Judgments, and/or actions to recover possession related to Section 502 (Single Family Housing) debts to the United States Department of Agriculture (USDA). All suits will be filed in the State Court for the County where the security property is located, unless specifically directed otherwise. This work is to be performed on cases throughout the State of Florida.

The USDA, Rural Development (RD) anticipates establishing multiple Blanket Purchase Agreements (BPA) under this solicitation, in accordance with the attached Performance Work Statement (PWS) titled “Foreclosure Legal Services for the State of Florida . The government may make multiple awards under this solicitation.

V. Description of requirements is as follows: See attached Performance Work Statement (PWS) for specifics.

VI. Delivery: USDA, Rural Development, Customer Service Center, St. Louis Missouri.

VII. The provision at FAR 52.212-1, Instructions to Offeror – Commercial Items (JAN 2017), applies to this acquisition.

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FAR 52.212-1 Instructions to Offerors -- Commercial Items (JAN 2017) (Addendum)

The text of paragraph "f" is hereby deleted, and the paragraph is annotated as "Reserved." All references herein to "offerors" shall be construed as "vendors," and all references herein to "offers" or "bids" shall be construed as "quotes."

VIII. The provision at FAR 52.212-2, Evaluation – Commercial Items (Oct 2014) applies to this acquisition.

IX. Vendors are advised to include a complete copy of the provision at FAR 52.212-3, Offeror Representations and Certifications - Commercial Items (NOV 2017), with its quote. The Quoter shall complete only paragraph (b) of this provision if the Offeror has completed the annual representations and certification electronically via the System for Award Management (SAM) website accessed through http://www.acquisition.gov. If the Offeror has not completed the annual representations and certifications electronically, the Offeror shall complete only paragraphs (c) through (q) of this provision.

X. The clause at FAR 52.212-4, Contract Terms and Conditions – Commercial Items (JAN 2017), applies to this acquisition.

XI. The clause at FAR 52.212-5, Contract Terms and Conditions Required To Implement Statutes Or Executive Orders – Commercial Items (NOV 2017), applies to this acquisition.

(a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

(1) 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (Jan 2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

(2) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (Nov 2015).

(3) 52.233-3, Protest After Award (Aug 1996) (31 U.S.C. 3553).

(4) 52.233-4, Applicable Law for Breach of Contract Claim (Oct 2004)(Public Laws 108-77 and 108-78 (19 U.S.C. 3805 note)).

(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

[Contracting Officer check as appropriate.]

X (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (Sept 2006), with Alternate I (Oct 1995) (41 U.S.C. 4704 and 10 U.S.C. 2402).

(2) 52.203-13, Contractor Code of Business Ethics and Conduct (Oct 2015) (41 U.S.C. 3509)).

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(3) 52.203-15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (June 2010) (Section 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

X (4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (Oct 2016) (Pub. L. 109-282) (31 U.S.C. 6101 note).

(5) [Reserved].

X (6) 52.204-14, Service Contract Reporting Requirements (Oct 2016) (Pub. L. 111-117, section 743 of Div. C).

(7) 52.204-15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (Oct 2016) (Pub. L. 111-117, section 743 of Div. C).

(8) 52.209-6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (Oct 2015) (31 U.S.C. 6101 note).

X (9) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (Jul 2013) (41 U.S.C. 2313).

(10) [Reserved].

(11)(i) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (Nov 2011) (15 U.S.C.

657a).

(ii) Alternate I (Nov 2011) of 52.219-3.

(12)(i) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (Oct 2014) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

(ii) Alternate I (Jan 2011) of 52.219-4.

(13) [Reserved]

X (14)(i) 52.219-6, Notice of Total Small Business Set-Aside (Nov 2011) (15 U.S.C. 644).

(ii) Alternate I (Nov 2011).

(iii) Alternate II (Nov 2011).

(15)(i) 52.219-7, Notice of Partial Small Business Set-Aside (June 2003) (15 U.S.C. 644).

(ii) Alternate I (Oct 1995) of 52.219-7.

(iii) Alternate II (Mar 2004) of 52.219-7.

X (16) 52.219-8, Utilization of Small Business Concerns (Nov 2016) (15 U.S.C. 637(d)(2) and (3)).

(17)(i) 52.219-9, Small Business Subcontracting Plan (Jan 2017) (15 U.S.C. 637(d)(4)).

(ii) Alternate I (Nov 2016) of 52.219-9.

(iii) Alternate II (Nov 2016) of 52.219-9.

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(iv) Alternate III (Nov 2016) of 52.219-9.

(v) Alternate IV (Nov 2016) of 52.219-9.

(18) 52.219-13, Notice of Set-Aside of Orders (Nov 2011) (15 U.S.C. 644(r)).

X (19) 52.219-14, Limitations on Subcontracting (Jan 2017) (15 U.S.C. 637(a)(14)).

(20) 52.219-16, Liquidated Damages—Sub-contracting Plan (Jan 1999) (15 U.S.C.

637(d)(4)(F)(i)).

(21) 52.219-27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (Nov 2011) (15 U.S.C. 657 f).

X (22) 52.219-28, Post Award Small Business Program Representation (Jul 2013) (15 U.S.C.

632(a)(2)).

(23) 52.219-29, Notice of Set-Aside for, or Sole Source Award to, Economically Disadvantaged Women-Owned Small Business Concerns (Dec 2015) (15 U.S.C. 637(m)).

(24) 52.219-30, Notice of Set-Aside for, or Sole Source Award to, Women-Owned Small Business Concerns Eligible Under the Women-Owned Small Business Program (Dec 2015) (15 U.S.C. 637(m)).

X (25) 52.222-3, Convict Labor (June 2003) (E.O. 11755).

X (26) 52.222-19, Child Labor—Cooperation with Authorities and Remedies (Oct 2016) (E.O. 13126).

X (27) 52.222-21, Prohibition of Segregated Facilities (Apr 2015).

X (28) 52.222-26, Equal Opportunity (Sept 2016) (E.O. 11246).

X (29) 52.222-35, Equal Opportunity for Veterans (Oct 2015)(38 U.S.C. 4212).

X (30) 52.222-36, Equal Opportunity for Workers with Disabilities (Jul 2014) (29 U.S.C.

793).

X (31) 52.222-37, Employment Reports on Veterans (Feb 2016) (38 U.S.C. 4212).

X (32) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O. 13496).

X (33)(i) 52.222-50, Combating Trafficking in Persons (Mar 2015) (22 U.S.C. chapter 78 and E.O. 13627).

(ii) Alternate I (Mar 2015) of 52.222-50 (22 U.S.C. chapter 78 and E.O. 13627).

(34) 52.222-54, Employment Eligibility Verification (Oct 2015). (Executive Order 12989).

(Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.)

(35)(i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA–Designated Items (May 2008) (42 U.S.C. 6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

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(ii) Alternate I (May 2008) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

(36) 52.223-11, Ozone-Depleting Substances and High Global Warming Potential Hydrofluorocarbons (Jun 2016) (E.O. 13693).

(37) 52.223-12, Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners (Jun 2016) (E.O. 13693).

(38)(i) 52.223-13, Acquisition of EPEAT®-Registered Imaging Equipment (Jun 2014) (E.O.s 13423 and 13514).

(ii) Alternate I (Oct 2015) of 52.223-13.

(39)(i) 52.223-14, Acquisition of EPEAT®-Registered Televisions (Jun 2014) (E.O.s 13423 and 13514).

(ii) Alternate I (Jun 2014) of 52.223-14.

(40) 52.223-15, Energy Efficiency in Energy-Consuming Products (Dec 2007) (42 U.S.C.

8259b).

(41)(i) 52.223-16, Acquisition of EPEAT®-Registered Personal Computer Products (Oct 2015) (E.O.s 13423 and 13514).

(ii) Alternate I (Jun 2014) of 52.223-16.

X (42) 52.223-18, Encouraging Contractor Policies to Ban Text Messaging While Driving (Aug 2011) (E.O. 13513).

(43) 52.223-20, Aerosols (Jun 2016) (E.O. 13693).

(44) 52.223-21, Foams (Jun 2016) (E.O. 13693).

(45)(i) 52.224-3, Privacy Training (JAN 2017) (5 U.S.C. 552a).

(ii) Alternate I (JAN 2017) of 52.224-3.

(46) 52.225-1, Buy American—Supplies (May 2014) (41 U.S.C. chapter 83).

(47)(i) 52.225-3, Buy American—Free Trade Agreements—Israeli Trade Act (May 2014) (41 U.S.C. chapter 83, 19 U.S.C. 3301 note, 19 U.S.C. 2112 note, 19 U.S.C. 3805 note, 19 U.S.C.

4001 note, Pub. L. 103-182, 108-77, 108-78, 108-286, 108-302, 109-53, 109-169, 109-283, 110- 138, 112-41, 112-42, and 112-43.

(ii) Alternate I (May 2014) of 52.225-3.

(iii) Alternate II (May 2014) of 52.225-3.

(iv) Alternate III (May 2014) of 52.225-3.

(48) 52.225-5, Trade Agreements (Oct 2016) (19 U.S.C. 2501, et seq., 19 U.S.C. 3301 note).

X (49) 52.225-13, Restrictions on Certain Foreign Purchases (June 2008) (E.O.’s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury).

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(50) 52.225-26, Contractors Performing Private Security Functions Outside the United States (Oct 2016) (Section 862, as amended, of the National Defense Authorization Act for Fiscal Year 2008; 10 U.S.C. 2302 Note).

(51) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (Nov 2007) (42 U.S.C. 5150).

(52) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (Nov 2007) (42 U.S.C. 5150).

(53) 52.232-29, Terms for Financing of Purchases of Commercial Items (Feb 2002) (41 U.S.C.

4505, 10 U.S.C. 2307(f)).

(54) 52.232-30, Installment Payments for Commercial Items (Jan 2017) (41 U.S.C. 4505, 10 U.S.C. 2307(f)).

X (55) 52.232-33, Payment by Electronic Funds Transfer—System for Award Management (Jul 2013) (31 U.S.C. 3332).

(56) 52.232-34, Payment by Electronic Funds Transfer—Other than System for Award Management (Jul 2013) (31 U.S.C. 3332).

X (57) 52.232-36, Payment by Third Party (May 2014) (31 U.S.C. 3332).

X (58) 52.239-1, Privacy or Security Safeguards (Aug 1996) (5 U.S.C. 552a).

(59) 52.242-5, Payments to Small Business Subcontractors (Jan 2017)(15 U.S.C. 637(d)(12)).

(60)(i) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (Feb 2006) (46 U.S.C. Appx. 1241(b) and 10 U.S.C. 2631).

(ii) Alternate I (Apr 2003) of 52.247-64.

(c) The Contractor shall comply with the FAR clauses in this paragraph (c), applicable to commercial services, that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

[Contracting Officer check as appropriate.]

X (1) 52.222-17, Non-displacement of Qualified Workers (May 2014)(E.O. 13495).

(2) 52.222-41, Service Contract Labor Standards (May 2014) (41 U.S.C. chapter 67).

(3) 52.222-42, Statement of Equivalent Rates for Federal Hires (May 2014) (29 U.S.C. 206 and 41 U.S.C. chapter 67).

(4) 52.222-43, Fair Labor Standards Act and Service Contract Labor Standards-Price Adjustment (Multiple Year and Option Contracts) (May 2014) (29 U.S.C. 206 and 41 U.S.C.

chapter 67).

(5) 52.222-44, Fair Labor Standards Act and Service Contract Labor Standards—Price Adjustment (May 2014) (29 U.S.C. 206 and 41 U.S.C. chapter 67).

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X (6) 52.222-51, Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance, Calibration, or Repair of Certain Equipment—Requirements (May 2014) (41 U.S.C. chapter 67).

X (7) 52.222-53, Exemption from Application of the Service Contract Labor Standards to Contracts for Certain Services—Requirements (May 2014) (41 U.S.C. chapter 67).

(8) 52.222-55, Minimum Wages Under Executive Order 13658 (Dec 2015).

(9) 52.222-62, Paid Sick Leave Under Executive Order 13706 (JAN 2017) (E.O. 13706).

(10) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (May 2014) (42 U.S.C. 1792).

(11) 52.237-11, Accepting and Dispensing of $1 Coin (Sept 2008) (31 U.S.C. 5112(p)(1)).

(d) Comptroller General Examination of Record. The Contractor shall comply with the provisions of this paragraph (d) if this contract was awarded using other than sealed bid, is in excess of the simplified acquisition threshold, and does not contain the clause at 52.215-2, Audit and Records—Negotiation.

(1) The Comptroller General of the United States, or an authorized representative of the Comptroller General, shall have access to and right to examine any of the Contractor’s directly pertinent records involving transactions related to this contract.

(2) The Contractor shall make available at its offices at all reasonable times the records, materials, and other evidence for examination, audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in FAR subpart 4.7, Contractor Records Retention, of the other clauses of this contract. If this contract is completely or partially terminated, the records relating to the work terminated shall be made available for 3 years after any resulting final termination settlement. Records relating to appeals under the disputes clause or to litigation or the settlement of claims arising under or relating to this contract shall be made available until such appeals, litigation, or claims are finally resolved.

(3) As used in this clause, records include books, documents, accounting procedures and practices, and other data, regardless of type and regardless of form. This does not require the Contractor to create or maintain any record that the Contractor does not maintain in the ordinary course of business or pursuant to a provision of law.

(e)(1) Notwithstanding the requirements of the clauses in paragraphs (a), (b), (c), and (d) of this clause, the Contractor is not required to flow down any FAR clause, other than those in this paragraph (e)(1) in a subcontract for commercial items. Unless otherwise indicated below, the extent of the flow down shall be as required by the clause—

(i) 52.203-13, Contractor Code of Business Ethics and Conduct (Oct 2015) (41 U.S.C. 3509).

(ii) 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (Jan 2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

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(iii) 52.219-8, Utilization of Small Business Concerns (Nov 2016) (15 U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further subcontracting opportunities. If the subcontract (except subcontracts to small business concerns) exceeds $700,000 ($1.5 million for construction of any public facility), the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities.

(iv) 52.222-17, Non-displacement of Qualified Workers (May 2014) (E.O. 13495). Flow down required in accordance with paragraph (l) of FAR clause 52.222-17.

(v) 52.222-21, Prohibition of Segregated Facilities (Apr 2015)

(vi) 52.222-26, Equal Opportunity (Sept 2016) (E.O. 11246).

(vii) 52.222-35, Equal Opportunity for Veterans (Oct 2015) (38 U.S.C. 4212).

(viii) 52.222-36, Equal Opportunity for Workers with Disabilities (Jul 2014) (29 U.S.C. 793).

(ix) 52.222-37, Employment Reports on Veterans (Feb 2016) (38 U.S.C. 4212)

(x) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O. 13496). Flow down required in accordance with paragraph (f) of FAR clause 52.222- 40.

(xi) 52.222-41, Service Contract Labor Standards (May 2014) (41 U.S.C. chapter 67).

(xii)

(A) 52.222-50, Combating Trafficking in Persons (Mar 2015) (22 U.S.C. chapter 78 and E.O 13627).

(B) Alternate I (Mar 2015) of 52.222-50 (22 U.S.C. chapter 78 and E.O 13627).

(xiii) 52.222-51, Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance, Calibration, or Repair of Certain Equipment-Requirements (May 2014) (41 U.S.C. chapter 67).

(xiv) 52.222-53, Exemption from Application of the Service Contract Labor Standards to Contracts for Certain Services-Requirements (May 2014) (41 U.S.C. chapter 67).

(xv) 52.222-54, Employment Eligibility Verification (Oct 2015) (E.O. 12989).

(xvi) 52.222-55, Minimum Wages Under Executive Order 13658 (Dec 2015).

(xvii) 52.222-62, Paid Sick Leave Under Executive Order 13706 (Jan 2017) (E.O. 13706).

(xviii)(A) 52.224-3, Privacy Training (Jan 2017) (5 U.S.C. 552a).

(B) Alternate I (Jan 2017) of 52.224-3.

(xix) 52.225-26, Contractors Performing Private Security Functions Outside the United States (Oct 2016) (Section 862, as amended, of the National Defense Authorization Act for Fiscal Year 2008; 10 U.S.C. 2302 Note).

(xx) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (May 2014) (42 U.S.C. 1792). Flow down required in accordance with paragraph (e) of FAR clause 52.226-6.

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(xxi) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (Feb 2006) (46 U.S.C. Appx. 1241(b) and 10 U.S.C. 2631). Flow down required in accordance with paragraph

(d) of FAR clause 52.247-64.

(2) While not required, the Contractor may include in its subcontracts for commercial items a minimal number of additional clauses necessary to satisfy its contractual obligations.

(END OF CLAUSE)

Alternate I (Feb 2000). As prescribed in 12.301(b)(4)(i), delete paragraph (d) from the basic clause, redesignate paragraph (e) as paragraph (d), and revise the reference to “paragraphs (a), (b), (c), or (d) of this clause” in the redesignated paragraph (d) to read “paragraphs (a), (b), and

(c) of this clause.”

Alternate II (Nov 2017). As prescribed in 12.301(b)(4)(ii), substitute the following paragraphs (d)(1) and (e)(1) for paragraphs (d)(1) and (e)(1) of the basic clause as follows:

(d)(1) The Comptroller General of the United States, an appropriate Inspector General appointed under section 3 or 8G of the Inspector General Act of 1978 (5 U.S.C. App.), or an authorized representative of either of the foregoing officials shall have access to and right to—

(i) Examine any of the Contractor’s or any subcontractors’ records that pertain to, and involve transactions relating to, this contract; and

(ii) Interview any officer or employee regarding such transactions.

(e)(1) Notwithstanding the requirements of the clauses in paragraphs (a), (b), and (c), of this clause, the Contractor is not required to flow down any FAR clause in a subcontract for commercial items, other than—

(i) Paragraph (d) of this clause. This paragraph flows down to all subcontracts, except the authority of the Inspector General under paragraph (d)(1)(ii) does not flow down; and

(ii) Those clauses listed in this paragraph (e)(1). Unless otherwise indicated below, the extent of the flow down shall be as required by the clause—

(A) 52.203-13, Contractor Code of Business Ethics and Conduct (Oct 2015) (41 U.S.C. 3509).

(B) 52.203-15, Whistleblower Protections Under the American Recovery and Reinvestment Act of 2009 (Jun 2010) (Section 1553 of Pub. L. 111-5).

(C) 52.219-8, Utilization of Small Business Concerns (Nov 2016) (15 U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further subcontracting opportunities. If the subcontract (except subcontracts to small business concerns) exceeds $700,000 ($1.5 million for construction of any public facility), the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities.

(D) 52.222-21, Prohibition of Segregated Facilities (Apr 2015).

(E) 52.222-26, Equal Opportunity (Sept 2016) (E.O. 11246).

(F) 52.222-35, Equal Opportunity for Veterans (Oct 2015) (38 U.S.C. 4212).

(G) 52.222-36, Equal Opportunity for Workers with Disabilities (Jul 2014) (29 U.S.C. 793).

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(H) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O. 13496). Flow down required in accordance with paragraph (f) of FAR clause 52.222- 40.

(I) 52.222-41, Service Contract Labor Standards (May 2014) (41 U.S.C. chapter 67).

(J) (1) 52.222-50, Combating Trafficking in Persons (Mar 2015) (22 U.S.C. chapter 78 and E.O 13627).

(2) Alternate I (Mar 2015) of 52.222-50 (22 U.S.C. chapter 78 and E.O 13627).

(K) 52.222-51, Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance, Calibration, or Repair of Certain Equipment—Requirements (May 2014) (41 U.S.C. chapter 67).

(L) 52.222-53, Exemption from Application of the Service Contract Labor Standards to Contracts for Certain Services—Requirements (May 2014) (41 U.S.C. chapter 67).

(M) 52.222-54, Employment Eligibility Verification (Oct 2015) (Executive Order 12989).

(N) 52.222-55, Minimum Wages Under Executive Order 13658 (Dec 2015).

(O) 52.222-62, Paid Sick Leave Under Executive Order 13706 (JAN 2017) (E.O. 13706).

(P)(1)52.224-3, Privacy Training (Jan 2017) (5 U.S.C. 552a).

(2) Alternate I (Jan 2017) of 52.224-3.

(Q) 52.225-26, Contractors Performing Private Security Functions Outside the United States (Oct 2016) (Section 862, as amended, of the National Defense Authorization Act for Fiscal Year 2008;

10 U.S.C. 2302 Note)

(R) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations. (May 2014) (42 U.S.C. 1792). Flow down required in accordance with paragraph (e) of FAR clause 52.226-6.

(S) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (Feb 2006) (46 U.S.C. Appx. 1241(b) and 10 U.S.C. 2631). Flow down required in accordance with paragraph

(d) of FAR clause 52.247-64.

TYPE OF CONTRACT

This is a Fixed-Price with Economic Price Adjustment BPA with some reimbursable line items. The Contractor shall provide fixed prices for services as defined in the Performance Work Statement to be provided in Section C.5, and Section C.4, the Standards Section. Each order shall be effective on the date of the Contracting Officer’s signature, and shall remain in effect for one year from the notice of the contract. The obligation of funds for the performance of services under this BPA will be affected by the issuance of individual Call Orders.

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MAXIMUM CONTRACT AMOUNTS

In accordance with FAR 52.216-22, the maximum amounts for this BPA shall be any quantity or combination of services equal to the amount (s) set forth below. The Government makes no guarantee as to the number of orders or actual amount of services that may be requested.

The maximum for this BPA shall be any quantity or combination of services with an aggregate contract value of $7,000,000.

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INSPECTION AND ACCEPTANCE

INSPECTION OF SERVICES- FIXED PRICE (FAR 52.246-4) (AUG 1996)

INSPECTION AND ACCEPTANCE (AGAR 452.246-70) (FEB 1988)

a. The Contracting Officer or the Contracting Officer's duly authorized representative will inspect and accept the supplies and/or services to be provided under this contract.

b. Inspection and acceptance will be performed by the COR, at the USDA, Rural Development, Customer Service Center (CSC) office in St. Louis Missouri, after case completion and receipt of documentation. No payment will be made until work is accepted.

RECORDS OF CONTRACTORS ACTIVITY

The Contractor shall maintain detailed records of all activities under this contract, and those records will be subject to USDA review. The Contractor shall provide the COR or Designee with copies of complaints, lis-pendens, judgments, and notices of sales as they are filed. The Contractor shall make such records available for inspection by Rural Development, its Department counsel, or Government auditing agency(ies) upon request.

PAYMENTS

a. The amount due the Contractor shall be paid within 30 days after receipt of a completed invoice by Rural Development pursuant to the Prompt Payment Act of 1982, provided documentation is provided to support the actions invoiced and there is no discrepancy in the invoice.

b. The contractor shall submit, to the COR, an invoice monthly in arrears for actions completed during the month, as well as for incomplete cases reclaimed by USDA during the month. An invoice must include the items and format as outlined in Exhibit A.

c. A separate invoice will be submitted for reimbursable items as defined in Section C.13(a)(2).

All invoices for completed reimbursable expenses shall be fully documented by including receipts evidencing payment by the contractor and shall identify the borrower with which the expenditure is connected.

DELIVERIES OR PERFORMANCE

PERIOD OF PERFORMANCE (AGAR 452.211-74) (FEB 1988)

The period of performance of this BPA shall be effective on the date of the Contracting Officer’s signature, and shall remain in effect for one year. Pursuant to contract clause Option to Extend the Term of the Contract, the Government reserves the right to continue performance for two additional service periods in accordance with FAR Clause 52.217-8. In the event of termination of the BPA, any outstanding orders must be completed. The vendor shall furnish the services only as required by USDA, Rural Development Customer Service Center (CSC), during the period specified. Any services to be furnished under this contract shall be ordered by issuance of Call Orders by a Contracting Officer or Authorized Ordering Official. This contract has a one-year base year, with two (2) optional years of performance at the sole discretion of the Government. The obligation of funds for the performance of services under this contract will be affected by the issuance of individual Call Orders.

(END OF CLAUSE)

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OPTION TO EXTEND SERVICES 52.217-8 (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the BPA. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 10 days.

(END OF CLAUSE)

EXTENT OF OBLIGATION

The USDA, Rural Development is obligated only to the extent of authorized purchases made under the BPA Call Order. The USDA, Rural Development makes no guarantee as to the number of orders or actual amount of services that may be requested.

DESIRED AND REQUIRED TIME OF DELIVERY

The judicial and executory foreclosure cases shall be completed within the HUD standards for reasonable diligence timeframes for each state, from the issuance date of each Call order to property sale. If the Contractor is unable to meet the desired delivery schedule, it must provide the Contracting Officer and Contracting Officer Representative an alternate schedule for consideration.

STOP-WORK ORDER (FAR 52.242-15) (AUG 1989)

CONTRACTOR EXCELLENCE

The Contractor agrees that he/she will be responsive to the delivery dates and specification requirements as set forth in each Call Order. Failure to comply with this provision may result in termination of the contract.

DELIVERY OF SERVICES

All services shall be delivered to the ordering office as instructed by the COR/AUTHORIZED

ORDERING OFFICIAL.

NOTICE OF DELAY

The services set forth in Section C are critical services to USDA. As such, Contractor performance and on-time delivery of the services addressed in this contract are of utmost importance. In the event the Contractor receives a notice of any change in the work, or if any other conditions arise which are likely to cause delays which the Contractor believes may result in late delivery, the Contractor shall immediately notify the CO or designee not more than three days following knowledge of the possible delay.

NOTICE TO PROCEED

The only work authorized under this contract is that which is performed after receipt of such call orders or after an electronic or written Notice to Proceed (NTP) from the Contracting Officer (CO), which will be followed by a formally executed Call Order. A written NTP may be transmitted to the Contractor by facsimile or e-mail.

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BANKRUPTCY AFTER ASSIGNMENT

If a debtor files a petition in bankruptcy after a case has been assigned for foreclosure, the Contractor shall notify the Authorized Ordering Official thereof immediately and obtain a copy of the court’s notice of the first meeting of creditors and any other pertinent information regarding the date and chapter of the bankruptcy. If Rural Development receives notice of bankruptcy in a case assigned to the Contractor, the Authorized Ordering Official will immediately notify the Contractor by telephone and confirm in writing, providing a copy of the notice. The Contractor shall cease any foreclosure proceedings until such time as he/she resolves the bankruptcy action.

CONTRACT ADMINISTRATION DATA

AUTHORIZED ORDERING OFFICIALS AND DOLLAR LIMITS

CONTRACTING OFFICER (CO): UNLIMITED

Connie Williams

314-457-5422

E-Mail: connnie.williams@stl.usda.gov

AUTHORIZED ORDERING OFFICIAL $ 2500

(To be determined at Call Order Level)

CONTRACTING OFFICER'S REPRESENTATIVE (COR) $ 2500

(To be determined on Call Order Level)

In no event will, any understanding, agreement, modification, change order or other matter deviating from the terms of the contract be effective or binding upon the USDA unless formalized by proper contractual documents executed by the CO. The COR will monitor all technical aspects and assist in administering the contract. After contract award, the COR designation letter will be provided to the contractor that clarify the responsibilities. On matters that pertain to the contract terms, the contractor must communicate with the CO. Whenever the COR requests the contractor to perform efforts outside the scope of the contract, the contractor shall so advise the CO in writing.

USDA Rural Development personnel authorized to place orders under this contract are listed above. They will be referred to as Authorized Ordering Officials. Any individual appointed to the position will be authorized to order.

Any order exceeding the Authorized Ordering Official’s delegated authority, or not approved by the Contracting Officer is outside the scope of the contract. Orders in excess of this amount shall not be honored or accepted by the Contractor. Failure to comply with this provision may result in termination of the contract.

LEGAL CONSULTATION: The field staff of OGC shall be the contact for the contractor for any legal consultation necessary in connection with cases assigned under this contract. The primary contact person is:

TBD at Call Level

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ISSUANCE AND EXECUTION PROCEDURES FOR CALL ORDERS

(a) The Contracting Officer or the Authorized Ordering Official, within their dollar limitation, shall issue Call Orders.

(b) The Authorized Ordering Official will issue the Case Assignment Acceptance Letter to the contractor. Each Case Assignment Acceptance Letter shall set forth the name of the borrower and type of action requested.

(c) Call Orders will be transmitted to the Contractor by any appropriate means (e.g. U.S. Mail, commercial carrier, facsimile, or E-mail).

(d) Any services to be furnished under this contract shall be ordered by issuance of Call orders by the individuals designated in the Schedule.

(e) Contractor will not be considered if they do not meet the Standards in Section C.4 of the attached PWS.

(f) All call orders are subject to the terms and conditions of this BPA. In the event of conflict between a Call Order and the BPA, the BPA shall control.

(g) Required registration: Contractors/individuals providing legal services to USDA must have an active registration in the System for Award Management (SAM). Information and registration requirements for SAM can be found at www.SAM.gov.

(h) Each Case Assignment Acceptance Letter submitted and accepted by the Contractor shall be acknowledged in writing to the Authorized Ordering Official or designee within 10 calendar days of receipt. The Case Assignment Acceptance Letter will contain documents pertaining to the assigned case. All assignments must contain a Case Assignment Acceptance Letter signed by the Authorized Ordering Official or Contracting Officer.

Acknowledgement of assignment and acceptance of work order will be in the form of Contractor or authorized representative signing and dating the Case Assignment Acceptance Letter.

PAYMENT SCHEDULE AND INVOICE SUBMISSION (FIXED-PRICE)

General. The Government shall pay the Contractor as full compensation for all work required, performed and accepted under this contract, the fixed price attorney fees stated in Section B of this contract.

FAR 16.203 Fixed-price contracts with economic price adjustment 16.203-1, Description.

(a) A fixed-price contract with economic price adjustment provides for upward and downward revision of the stated contract price upon the occurrence of specified contingencies. Economic price adjustments are of three general types:

(1) Adjustments based on established prices. These price adjustments are based on increases or decreases from an agreed-upon level in published or otherwise established prices of specific items or the contract end items.

(2) Adjustments based on actual costs of labor or material. These price adjustments are based on

17 | P a g e increases or decreases in specified costs of labor or material that the contractor actually experiences during contract performance.

(3) Adjustments based on cost indexes of labor or material. These price adjustments are based on increases or decreases in labor or material cost standards or indexes that are specifically identified in the contract.

(b) The contracting officer may use a fixed-price contract with economic price adjustment in conjunction with an award-fee incentive (see 16.404) and performance or delivery incentives (see 16.402-2 and 16.402-3) when the award fee or incentive is based solely on factors other than cost.

The contract type remains fixed-price with economic price adjustment when used with these incentives.

The Contractor shall submit invoices per the following for invoice payments:

(a) Invoices Submission. Invoices shall be submitted via email as indicated on each Call Order.

Invoice submission shall conform to the excel format in Exhibit 1. All invoices for completed actions shall be fully documented by including Contractor’s signature, receipts evidencing payment by firm, and shall identify the borrower and account number with which the expenditure is connected. Invoices shall identify the specific case and shall be itemized to reflect the Contractor’s basic fee and all reimbursable expenses being claimed for repayment.

Invoices/receipts for reimbursable expenses shall be attached. Invoices must contain a copy of the Title Policy on government purchased property. For third-party purchasers, the invoice must contain a statement of clear title as required under Section C.5, Performance Work Statement, (PWS).

(b) Invoice Summary Page: Must list the invoice numbers, amounts due for each invoice and total invoice amount.

(c) Invoice Detail Page MUST BE SUBMITTED IN EXCEL FORMAT (See Exhibit A) and at a minimum must include:

Monthly Detailed Invoice: (must be in excel format) Column Headings (see sample column heading in Exhibit 1) must include at a minimum, but not limited to:

1) Date of Invoice

2) Unique Vendor Invoice Number – Our Financial System cannot accept the following characters: @ (at symbol), ~ (Tilde), & (Ampersand), ‘(Apostrophe), “(Quotation) and spaces. Please do not include any of these characters as part of your invoice number.

3) Contractor’s Name

4) Contractor’s Address

5) Total Payment Amount Due

6) BPA Number

7) BPA Call Order Number

8) Vendor Tax ID Number

9) Borrower name

10) USDA Loan Number

11) Property address – including city, state, zip code

12) Date of Work

13) Description of services rendered for each line item and/or service provided

14) List of reimbursable expenses – Only cost incurred from the previous month will be reimbursed; (reimbursable expenses submitted must be

18 | P a g e accompanied by receipts)

15) As required in Section I.10, Performance-Based Payments, the following certification language must be stated and completed for ALL invoices submitted.

I certify to the best of my knowledge and belief that—

(1) This request for performance-based payment is true and correct; this request (and attachments) has been prepared from the books and records of the Contractor, in accordance with the contract and the instructions of the Contracting Officer;

(2) (Except as reported in writing on ), all payments to subcontractors and suppliers under this contract have been paid, or will be paid, currently, when due in the ordinary course of business;

(3) There are no encumbrances (except as reported in writing on ) against the property acquired or produced for, and allocated or properly chargeable to, the contract which would affect or impair the Government's title;

(4) There has been no materially adverse change in the financial condition of the Contractor since the submission by the Contractor to the Government of the most recent written information dated ; and

(5) After the making of this requested performance-based payment, the amount of all payments for each deliverable item for which performance-based payments have been requested will not exceed any limitation in the contract, and the amount of all payments under the contract will not exceed any limitation in the contract.

The COR or designee will log in the invoice and give it to COR or Designee who will determine if the billed services have been satisfactorily performed and if reimbursable expenses billed are correct. If it is determined that the amount billed is incorrect, the COR or Designee will contact the Contractor and request the Contractor to submit a revised invoice.

The Contractor shall execute a “Contractor’s Closeout Form” at the time of contract closeout to be provided by the Government. One copy shall be kept in the Contractor’s files. If the Contractor has any questions regarding payment status of an individual Call order, he/she shall contact the

CO.

CONTRACTING OFFICER’S REPRESENTATIVE

(a.) The Contracting Officer may designate in writing one or more Government employees, by name and position title, to take action for the Contracting Officer under this contract. Each designee shall be identified as a Contracting Officer’s Representative (COR) or Authorized Ordering Official. Such designation (s) shall specify the scope and limitations of the authority so delegated: provided, that the designee shall not change the terms or conditions of the contract, unless the COR is a warranted Contracting Officer and this authority is delegated in the designation.

(b.) The COR is TBD at the time of award.

The Contractor shall execute a “Contractor’s Release Certificate” (to be provided by the Government) at the time of contract closeout. One copy shall be kept in the Contractor’s files. If the Contractor has any questions regarding payment status of an individual order, he/she shall contact the COR.

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CASE ASSIGNMENT PROCEDURES

Each Call Order will be competed amongst the established BPA Holders. If Call Order prices submitted are the same, the order may be split. The Government reserves the right to split Call Orders. The Contracting Officer will execute a Call Order against the winning Blanket Purchase Agreement (BPA) for the required legal services. The Government reserves the right to award any or all CLIN’s.

The AUTHORIZED ORDERING OFFICIAL shall issue a Case Assignment Acceptance letter, under the existing Call Order, which will accompany each individual case file along with the required documents necessary to initiate foreclosure proceeding. Each Case Assignment Acceptance letter shall set forth the name of the borrower and type of action requested. Case Assignment Acceptance Letters will be transmitted to the Contractor by any appropriate means (e.g. U.S. Mail, commercial carrier, facsimile, or E-mail).

Any services to be furnished under the Call Order (contract) shall be ordered by issuance of Case Assignment Acceptance Letter by the individuals designated in the Schedule.

Contractor will not be considered if they do not meet the Standards in Section C.4 of the attached

PWS.

All Case Assignment Acceptance Letters are subject to the terms and conditions of the BPA Call.

In the event of conflict between a case assignment acceptance letter and the BPA Call, the BPA Call shall control.

If mailed, a Case Assignment Acceptance Letter 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.

Required registration: Contractors/individuals providing legal services to USDA must have an active registration in the System for Award Management (SAM). Information and registration requirements for SAM can be found at www.SAM.gov.

Each Case Assignment submitted and accepted by the Contractor shall be acknowledged in writing to the COR and Authorized Ordering Official or Designee within 10 calendar days of receipt. The Case Assignment Acceptance Letter will contain documents pertaining to the assigned case. All case assignments must contain a Case Assignment Acceptance Letter signed by the Authorized Ordering Official or Contracting Officer. Acknowledgement of assignment and acceptance of services order will be in the form of Contractor or authorized representative signing and dating the Case Assignment Acceptance Letter and returning a signed copy to the COR and Authorized Ordering Official.

Key Personnel for Establishment of BPA and award of Call Orders in accordance with the following:

The Contractor shall submit resumes for the Key Personnel that are reasonably expected to perform under the contract. The Contractor shall notify the COR and the Contracting Officer as soon as possible if a proposed individual is no longer available.

The Contractor shall provide the skilled personnel necessary to successfully meet the government’s requirements. The government reserves the right to accept or reject personnel based on individual resumes and contract requirements. Further, the government reserves the right to review the resumes of any proposed individual for work

20 | P a g e under this contract. Should the continued assignment to this contract of any person in the Contractor's organization be deemed by the government to conflict with the interest of the government, the Contractor shall be required to remove that person from the assignment and replace him/her with an individual of comparable or better qualifications, approved by the COR.

2. The resumes must clearly demonstrate the degree of significant experience as it relates to the services required under the contract.

3. The Contractor must indicate if any proposed Key Personnel are not currently employed by the Contractor and, in such case, must provide written assurance that the individual(s) will commence work for the Contractor on the contract within ten (10) working days of receipt of the contract. (Such assurances can include signed employment agreements.)

4. The Contracting Officer shall issue a written Call Order to the Contractor authorizing the Contractor to begin work. Oral orders may be issued by the CO (only) and will be followed by written confirmation within three (3) business days.

5. The Government shall not be obligated to pay the Contractor any attorney fee amounts in excess of what is stated in the Call Order, and the Contractor shall not be obligated to continue performance if to do so would exceed the total Call Order amount.

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ADMINISTRATION DATA

The Contracting Officer shown below shall be notified in writing of any change which will have an impact on ordering under the Contract.

USDA—RURAL DEVELOPMENT

Attn: Connie Williams 4300 Goodfellow Blvd.

St. Louis, MO 63120 314-457-5422 Email: connie.williams@stl.usda.gov

SPECIAL CONTRACT REQUIREMENTS

RESTRICTIONS AGAINST DISCLOSURE (AGAR 452.237-75) (FEB 1988)

a. The contractor agrees, in the performance of this contract, to keep all information contained in source documents or other media furnished by the Government in the strictest confidence. The contractor also agrees not to publish or otherwise divulge such information in whole or in part, in any manner or form, nor to authorize or permit others to do so, taking such reasonable measures as are necessary to restrict access to such information while in the contractor's possession, to those employees needing such information to perform the work provided herein, i.e., on a "need to know" basis. The contractor agrees to immediately notify in writing the CO, named herein, in the event that the contractor determines or has reason to suspect a breach of this requirement.

b. The contractor agrees not to disclose any information concerning the work under this contract to any persons or individual unless prior written approval is obtained from the CO. The contractor agrees to insert the substance of this clause in any consultant agreement or subcontract hereunder.

(END OF CLAUSE)

NONPAYMENT FOR UNAUTHORIZED WORK

No payments will be made for any unauthorized supplies or services, or for any unauthorized changes to the work specified herein. This includes any services performed by the Contractor of his own volition or at the request of an individual other than a duly appointed Contracting Officer. Only a duly appointed Contracting Officer is authorized to change the specifications, terms, and/or conditions of this BPA call order.

SAFEGUARDING OF INFORMATION

The Contractor and its employees shall exercise utmost discretion in regard to all matters relating to their duties and functions. They shall not communicate to any person any information known to them by reason of their performance of services under this contract which has not been made public, except to the extent necessary to perform their required duties in the performance of the contract requirements or as provided by written authorization of the Contracting Officer. All documents and records (including photographs) generated during the performance of work under this contract shall be for sole use of and shall become the exclusive property of the U.S.

Government. No article, book, pamphlet, recording, broadcast, speech, television appearance, film or photograph concerning any aspect of the work performed under this contract shall be published or disseminated through any media without the prior written authorization of the Contracting Officer. These obligations do not cease upon the expiration or termination of this

22 | P a g e contract. The Contract shall include the substance of this provision in all subcontracts hereunder.

TECHNICAL DIRECTION

Performance of the work hereunder shall be subject to technical instructions, whether oral or written, issued by the COR, Designee or Authorized Ordering Official specified in the contract. As used herein, technical instructions are defined to include the following:

(a) Directions to the Contractor which suggest pursuit of certain lines of inquiry, change work emphasis, fill in details or otherwise serve to assist in the Contractor’s accomplishment of the Performance Work Statement.

(a) Technical instructions must be within the general scope of work stated in the contract.

Technical instructions may not…