BPA_Foreclosure_Services.pdf

4/11/2018

BLANKET PURCHASE AGREEMENT

(BPA) NO. AG-8241-B-18-000X

FOR

FORECLOSURE SERVICES____________

SECTION A BLANKET PURCHASE AGREEMENT ORDER FOR

COMMERCIAL ITEMS AND TERMS AND CONDITIONS

SECTION B BLANKET PURCHASE AGREEMENT CONTRACTOR

ACCEPTANCE FORM CERTIFICATION

ATTACHMENTS:

PERFORMANCE WORK STATEMENT (PWS)

PRICING SCHEDULE WORKSHEET (PSW)

FFOORREECCLLOOSSUURREE SSEERRVVIICCEESS

BBllaannkkeett PPuurrcchhaassee AAggrreeeemmeenntt

SSEECCTTIIOONN AA -- TTEERRMMSS AANNDD CCOONNDDIITTIIOONNSS

GGEENNEERRAALL AANNDD SSPPEECCIIAALL PPRROOVVIISSIIOONNSS

The following general and special provisions are applicable to this agreement from date of issuance or amendment to the cited expiration date. The Federal Acquisition Regulation (FAR), Agriculture Acquisition Regulation (AGAR) Clauses of this agreement, as well as FmHA/Rural Development Instructions are applicable to this Agreement.

SSAAMM RREEGGIISSTTRRAATTIIOONN

The System for Award Management (SAM) is the Official U.S. Government system that consolidated the capabilities of CCR/FedReg, ORCA, and EPLS. There is NO fee to register. The site is https://www.sam.gov/portal/public/SAM/ . Your CCR username does not work in SAM. You will need a new SAM User Account to register or update your entity records. User guides and webinars are available under the Help tab.

You will be required to have a DUNS number.

For Current users: If there is a change in e-mail address, designated financial institution, Company name or address, you must update your registration in SAM. SAM will send notifications to the registered user via email 60, 30, and 15 days prior to expiration of the Entity. PLEASE NOTE: If the SAM registration expires for a Vendor/Appraiser that is currently a BPA holder with USDA RD Denver, Colorado, then appraisal requests to that Appraiser will cease immediately and will not begin again until the company can update their registration.

PPEERRIIOODD OOFF PPEERRFFOORRMMAANNCCEE

The effective date for this Blanket Purchase Agreement (BPA) ordering period will be either three (3) year from date of award, all orders placed under the BPA reach $150,000.00, or until cancelled by either party with 30 days written notice. Under FAR 52.217-9, the

2) The cumulative total of all orders placed under the BPA will not exceed $150,000. In the event of termination, delivery or performance of outstanding appraisal requests may continue for a period of thirty (30) days.

If within that 30 days the Vendor/Appraiser’s registration has expired in SAM (System for Award Management), then all work will cease immediately after which time any remaining items will be considered canceled.

CCHHAANNGGEESS

Changes in the terms and conditions of this Agreement may be made only by written agreement between the Contracting Officer and the Vendor/Appraiser.

DDIISSPPUUTTEESS

The resulting orders from this agreement are subject to the Contract Disputes Act of 1978, as amended (41 U.S.C.

601-613). Failure of the parties to the orders to reach agreement on any request for equitable adjustment, claim, appeal or action arising under or relating to the orders and terms of the BPA shall be a dispute to be resolved in accordance with the clause at FAR 52.233-1, Disputes, which is incorporated herein by reference. The Contractor shall proceed diligently with performance of this agreement, pending final resolution of any dispute arising under the agreement.

PPRRIICCIINNGG

Pricing shall be as low, or lower than prices charged to the vendor’s most favored customer for comparable quantities under similar terms and conditions.

OORRDDEERRIINNGG OOFFFFIICCIIAALL

This BPA authorizes ONLY the Ordering Officials and Contracting Officer at Rural Development to place orders in accordance with the terms and conditions.

IINNDDIIVVIIDDUUAALL OORRDDEERR LLIIMMIITTAATTIIOONN

No order from an Ordering Official shall exceed 3,500.00 for the negotiated services. Ancillary line items may be applied to BPA Call/Orders that result in an order above $3,500. Orders in excess of this amount should not be honored or accepted by the Contractor unless signed by a Contracting Officer. Failure to comply with this provision may result in termination of the BPA. If any order is acted on prior to receiving a signed purchase order by the Contracting Officer the contractor will be working at their own risk and may not receive payment.

EEXXTTEENNTT OOFF OOBBLLIIGGAATTIIOONN

Rural Development is obligated only to the extent of authorized purchases actually made under the BPA. Rural Development is not obligated to place any orders with the vendor and the vendor is not obligated to accept orders under this BPA. However, if the Vendor/Appraiser accepts an order, he/she is obligated to provide the services under the terms and conditions of this agreement. Failure to comply with this provision may result in termination.

EEXXPPEERRTT WWIITTNNEESSSS TTEESSTTIIMMOONNYY

In the event the contractor is requested to present testimony at any hearing or legal proceeding within 5 years from the acceptance date of the appraisal, expert witness testimony will be ordered on an “as needed” basis under a separate instrument, such as a purchase order, not under this agreement. In the event the Vendor/Appraiser is requested to participate in an interview with the Office of Inspector General (OIG) relative to an investigative case; the Vendor/Appraiser shall log the beginning and ending time on a sheet of paper, have it signed by the OIG investigator then attach to the invoice and forward to the Contracting Officer for payment.

DDEELLIIVVEERRYY OOFF SSEERRVVIICCEESS

The Foreclosure Services shall be submitted within 180 calendar days after issuance of the Foreclosure Services BPA Order request, unless otherwise noted on the Order.

NOTE: Completion time will not exceed 180 calendar days unless authorized by the Contracting Officer. Any problems that would delay completion of the order beyond the stated delivery date should be reported to the Contracting Officer as soon as possible.

IINNVVOOIICCEE AANNDD BBIILLLLIINNGG IINNSSTTRRUUCCTTIIOONNSS

The vendor shall submit an original itemized invoice after completion of services to the Ordering Official. All invoices must include: All Contact information of the Appraiser; Invoice number and Invoice date; Detailed information about the property to include property address, Borrower/Applicant name if available, and a short legal;

Description of work completed, i.e., type of Appraisal, unit price and extended price of Appraisal.

PLEASE NOTE: The vendor’s billing name must agree with the vendor’s name on the Blanket Purchase Agreement.

A payment will be processed separately for each individual property at the time the invoice is presented. Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C. 3903) and Office of Management and Budget (OMB) prompt payment regulations at 5 CFR part 1315.

Inquires relating to payment may be directed to: Daniel Abert, Contracting Officer

USDA Rural Development Denver Federal Center

Building 56, Room 2300 PO Box 25426 Denver, Colorado 80225-0426

Phone 720 544-2914, e-mail: daniel.abert@co.usda.gov

RREETTUURRNNEEDD IINNVVOOIICCEESS

Invoices are returned for:

(1) Failing to include an invoice number and/or an invoice date; (2) citing an invalid Order;

(3) Incorrect property address and/or Applicant name; (4) cost of Appraisal not according to BPA.

Note: Resolution and correction of invoices will require the Vendor to contact the Contracting Officer

AADDMMIINNIISSTTRRAATTIIOONN

The Contracting Officer shall be notified in writing of any change which will have an impact on ordering under this Agreement.

CCoonndduucctt during the course of this blanket purchase agreement, the vwill maintain the same high standards of honesty, integrity, impartiality, confidentiality of information, and conduct as Government employees are expected to maintain. The Vendor/Appraiser will not engage in other employment which is incompatible with the duties of this BPA. The Vendor/Appraiser will not, directly or indirectly, engage in financial transactions of any kind of business dealings relying on information obtained through the performance of this BPA. The Vendor/Appraiser will not have a direct or indirect financial conflict with its responsibilities and duties under this BPA.

TERMS AND CONDITIONS INCORPORATED BY REFERENCE

CLAUSES INCORPORATED BY REFERENCE (FAR 52.252-2) (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this address: http://www.arnet.gov/far/loadmain52.html.

FEDERAL ACQUISITION REGULATION (48 CFR CHAPTER l) CLAUSES

52.202-1 Definitions NOV 2013 52.203-3 Gratuities APR 1984 52.203-12 Limitation On Payments To Influence Certain Federal

Transactions

OCT 2010

52.203-17 Contractor Employee Whistleblower Rights and

Requirement To Inform Employees of Whistleblower

APR 2014

52.204-4 Printed or Copied Double-Sided on Postconsumer

Fiber Content Paper

MAY 2011

52.204-7 System for Award Management JUL 2013 52.204-9 Personal Identity Verification of Contractor Personnel JAN 2011 52.204-13 System for Award Management Maintenance JUL 2013 52.209-10 Prohibition on Contracting With Inverted Domestic

Corporations

DEC 2014

52.212-1 Instructions to Offerors--Commercial Items APR 2014 52.212-4 Contract Terms and Conditions--Commercial Items DEC 2014

52.217-5 Evaluation Of Options JUL 1990 52.223-5 Pollution Prevention and Right-to-Know Information MAY 2011 52.223-10 Waste Reduction Program MAY 2011 52.232-1 Payments APR 1984 52.232-17 Interest MAY 2014 52.232-18 Availability Of Funds APR 1984 52.233-1 Disputes MAY 2014 52.237-1 Site Visit APR 1984 52.237-2 Protection Of Government Buildings, Equipment, And APR 1984 52.242-13 Bankruptcy JUL 1995 52.242-15 Stop-Work Order AUG 1989 52.246-4 Inspection Of Services--Fixed Price AUG 1996 52.246-25 Limitation Of Liability--Services FEB 1997 52.247-34 F.O.B. Destination NOV 1991

52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE

ORDERS--COMMERCIAL ITEMS (APR 2015)

(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) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (Dec 2014)

(2) 52.233-3, Protest After Award (AUG 1996) (31 U.S.C. 3553).

(3) 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).

X (4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (July 2013) (Pub. L.

109-282) (31 U.S.C. 6101 note).

X (8) 52.209-6, Protecting the Government's Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (Aug, 2013) (31 U.S.C. 6101 note).

X (16) 52.219-8, Utilization of Small Business Concerns (OCT 2014) (15 U.S.C. 637(d)(2) and (3)).

X (22) 52.219-28, Post Award Small Business Program Rerepresentation (July 2013) (15 U.S.C. 632(a)(2)).

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

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

X (28) 52.222-26, Equal Opportunity (Apr 2015) (E.O. 11246).

X (29) 52.222-35, Equal Opportunity for Veterans (Jul 2014)(38 U.S.C. 4212).

X (30) 52.222-36, Equal Opportunity for Workers with Disabilities (July 2014) (29 U.S.C. 793).

X (31) 52.222-37, Employment Reports on Veterans (July 2014) (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 (March 2, 2015) (22 U.S.C. chapter 78 and E.O.

13627).

X (40) 52.223-18, Encouraging Contractor Policies to Ban Text Messaging While Driving (Aug 2011) (E.O.

13513).

X (44) 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).

X (50) 52.232-33, Payment by Electronic Funds Transfer—System for Award Management (July 2013) (31 U.S.C. 3332).

(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, Nondisplacement 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).

Employee Classification

X (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).

X (8) 52.222-55, Minimum Wages Under Executive Order 13658 (Dec 2014) (E.O. 13658).

(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—

(ii) 52.219-8, Utilization of Small Business Concerns (OCT 2014) (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 $650,000 ($1.5 million for construction of any public facility), the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities.

(iii) 52.222-17, Nondisplacement of Qualified Workers (MAY 2014) (E.O. 13495). Flow down required in accordance with paragraph (l) of FAR clause 52.222-17.

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

(v) 52.222-26, Equal Opportunity (MAR 2007) (E.O. 11246).

(vi) 52.222-35, Equal Opportunity for Veterans (JUL 2014) (38 U.S.C. 4212).

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

(viii) 52.222-37, Employment Reports on Veterans (Jul 2014) (38 U.S.C. 4212).

(ix) 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.

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

(xi) (A) 52.222-50, Combating Trafficking in Persons (March 2, 2015) (22 U.S.C. chapter 78 and E.O.

13627).

(xv) 52.222-55, Minimum Wages Under Executive Order 13658 (Dec 2014) (E.O. 13658).

(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)

CLAUSES INCORPORATED BY FULL TEXT

52.217-8 Option to Extend Services (Nov 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. 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 30-calendar days prior to expiration.

52.217-9, Option To Extend The Term Of The Contact (MAR 2000)

(a) The Government may unilaterally extend the term of this contract by written notice to the Contractor within 60 calendar days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 calendar days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause and FAR Clause 52.217-8, shall not exceed 5 years and 6 months.

AGAR 452.209 – 71 ASSURANCE REGARDING FELONY CONVICTION OR TAX

DELINQUENT STATUS FOR CORPORATE APPLICANTS

a. This award is subject to the provisions contained in the Agriculture, Rural Development, Food and Drug Administration, and Related Agencies Appropriations Act, 2012, P.L. No. 112-55, Division A, Sections 738 and 739 regarding corporate felony convictions and corporate federal tax delinquencies. Accordingly, by accepting this award the contractor acknowledges that it –

i. does not have a tax delinquency, meaning that it is not subject to any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability, and

ii. has not been convicted (or had an officer or agent acting on its behalf convicted) of a felony criminal violation under any Federal or State law within 24 months preceding the award, unless a suspending and debarring official of the United States Department of Agriculture has considered suspension or debarment of the awardee, or such officer or agent, based on these convictions and/or tax delinquencies and determined that suspension or debarment is not necessary to protect the interests of the Government.

b. If the awardee fails to comply with these provisions, USDA Rural Development may terminate this contract for default and may recover any funds the awardee has received in violation of sections 738 or 739.

452.219-70, SIZE STANDARD AND NAICS CODE INFORMATION (SEP 2001)

The North American Industrial Classification System Code(s) and business size standard(s) describing the products and/or services to be acquired under this solicitation are listed below:

Contract line item(s): 0001 -- NAICS Code: 531320

-- Size Standard $7.5-Million

452.237-75 RESTRICTIONS AGAINST DISCLOSURE. (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, or 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 Contracting Officer, 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 Contracting Officer. The Contractor agrees to insert the substance of this clause in any consultant agreement or subcontract hereunder.

ATTACHMENTS:

PERFORMANCE WORK STATEMENT (PWS)

PRICING SCHEDULE WORKSHEET (PSW)

SSEECCTTIIOONN BB –– CCOONNTTRRAACCTTOORR AACCCCEEPPTTAANNCCEE FFOORRMM CCEERRTTIIFFIICCAATTIIOONN ACCEPTANCE: By completing the following information and signing in the space provided, the Contractor agrees to comply with the terms and conditions of this Blanket Purchase Agreement and each individual order placed against this agreement:

NAME:_____________________________________ TELEPHONE NUMBER:_____________________________

S.A.M. Registration Date______________________ DUNS/TAX ID:__________________/___________________

MAILING ADDRESS

EMAIL:______________________________________

Please provide your business Socio-economic size standard below:

Socio-Economic Status__________________________ (i.e. women owned, minority owned, Small Business, Large __________________________ Business, etc.)

SIGNATURE of Authorized Individual DATE

Return to: Daniel E. Abert, Contracting Officer USDA, Rural Development, Denver Federal Center Bldg. 56, Rm. 2300 P.O. Box 25426 Denver, CO 80225-0426 Or Email: daniel.abert@co.usda.gov

AWARD

By signing below, the Contracting Officer awards a BPA to the above named Contractor.

________________________________ 12842118B000(x) DANIEL E. ABERT Date BPA Number Contracting Officer