SOA_201800524_IPIA_Audit.pdf

Board of Governors of the Federal Reserve System Solicitation, Offer, and Award 201800524

SOA (v. 07/10/2018)

SOLICITATION, OFFER, AND AWARD

201800524

Offerors:

The Board of Governors of the Federal Reserve System hereby issues this Solicitation, Offer, and Award (Solicitation) to provide professional audit services as described in Section C, the Statement of Work.

Pertinent dates associated with this Solicitation are:

Release of SOA: September 6, 2018

Closing date for inquiries: September 13, 2018

Submission of proposals: October 1, 2018 2:00 p.m. Washington, DC, time

Questions pertaining to this Solicitation may be directed to me via email at:

lisa.m.bouchelle@frb.gov

Sincerely, Lisa Bouchelle Contract Management Analyst

Procurement Section Division of Financial Management

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Please see attached SOA form

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SECTION B

PRICE PROPOSAL FORM

B.1 SERVICES TO BE PROVIDED

Offerors shall submit in their proposals the prices to provide the goods or services set forth in Section C, the Statement of Work of this Solicitation. Offerors shall use the forms included in this Section B when submitting their Price Proposals.

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Please use attached price form

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SECTION C

STATEMENT OF WORK

C.1 BACKGROUND

The Office of Inspector General (OIG) for the Board of Governors of the Federal Reserve System (Board) and the Bureau of Consumer Financial Protection (Bureau) is an independent and objective oversight authority established under the Inspector General Act of 1978, as amended. The OIG’s mission is to provide independent oversight by conducting audits, investigations, and other reviews of the programs and operations of the Board and the Bureau.

The OIG requires the services of an independent audit organization to conduct a performance audit to determine whether the Bureau is in compliance with the Improper Payments Information Act of 2002, which has been amended by the Improper Payments Elimination and Recovery Act of 2010 and the Improper Payments Elimination and Recovery Improvement Act of 2012 (IPIA)1 for the fiscal year ending September 30, 2018 and any succeeding option years within the period of performance (if exercised by the Board).

IPIA’s Applicability to the Bureau

The Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act) established two funds related to the programs and operations of the Bureau: the Bureau Fund and the Consumer Financial Civil Penalty Fund (Civil Penalty Fund). The Bureau’s operations are funded principally by transfers made by the Board of Governors of the Federal Reserve System.

The funds that are transferred from the Federal Reserve System are deposited into the Bureau Fund. The Dodd-Frank Act provides that funds obtained by or transferred to the Bureau Fund are not to be construed as government funds or appropriated monies; therefore, the Bureau has determined that the Bureau Fund is not subject to IPIA.

The Bureau also maintains a separate fund, the Civil Penalty Fund, into which the Bureau deposits the civil penalties it collects in judicial and administrative actions for violations of federal consumer financial law. Funds in the Civil Penalty Fund may be used for payments to the victims of activities for which the civil penalties have been imposed. To the extent that such victims cannot be located or such payments are otherwise not practicable, the Bureau may use funds in the Civil Penalty Fund for the purpose of consumer education and financial literacy programs. According to the Civil Penalty Fund rule, funds in the Civil Penalty Fund may also be used for administrative costs associated with making payments to Civil Penalty Fund victims.

Because the Dodd-Frank Act is silent on whether funds in the Civil Penalty Fund should be construed as government funds or appropriated monies, the Bureau has determined that the Civil

1 Significant improper payments are defined as improper payments in the program or activity in the preceding fiscal year that may have exceeded (1) both $10 million of all program or activity payments made during that fiscal year and 1.5 percent of program outlays or (2) $100 million.

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Penalty Fund is subject to IPIA. Therefore, the Bureau is required to conduct a periodic risk assessment of the fund at least once every three fiscal years. The Bureau conducted its first risk assessment of the Civil Penalty Fund in FY 2014. For more information about the Bureau, please visit www.consumerfinance.gov.

Prior Audits of the Bureau’s Compliance with IPIA

The OIG has conducted four prior IPIA audits of the Civil Penalty Fund. Please see the audit reports at these links:

Independent Accountants' Report on the Bureau Civil Penalty Fund's 2017 Compliance With the Improper Payments Information Act of 2002, as Amended

The CFPB’s Civil Penalty Fund Is in Compliance With the Improper Payments Information Act of 2002, as Amended, March 29, 2017 (2017-FMIC-C-006)

The CFPB’s Civil Penalty Fund Is in Compliance With the Improper Payments Information Act of 2002, as Amended, May 2, 2016 (2016-FMIC-C-007)

The CFPB Is in Compliance With IPIA, as Amended, May 7, 2015, (2015-FMIC-C-008)

C.2 SCOPE OF WORK

2.

2.1. The Contractor shall conduct a performance audit to determine whether the Bureau is in compliance with IPIA, as amended. Compliance is defined by the Act to mean that the agency has done the following:

a) Published an annual financial statement for the most recent fiscal year and posted that report and any accompanying materials on the agency website.

b) Conducted a program-specific risk assessment for each program or activity that conforms with Section 2(a) of IPIA (if required).

c) Published improper payment estimates for all programs and activities identified as susceptible to significant improper payments under Section 2(c) of IPIA in the accompanying materials to the annual financial statement (if required).

d) Published programmatic corrective action plans under Section 2(d) of IPIA that the agency may have in the accompanying materials to the annual financial statement (if required).

http://www.consumerfinance.gov/ https://oig.federalreserve.gov/reports/bureau-2017-ipia-may2018.htm https://oig.federalreserve.gov/reports/bureau-2017-ipia-may2018.htm https://oig.federalreserve.gov/reports/cfpb-improper-payments-information-act-mar2017.pdf https://oig.federalreserve.gov/reports/cfpb-improper-payments-information-act-mar2017.pdf https://oig.federalreserve.gov/reports/cfpb-compliance-improper-payments-information-act-may2016.pdf https://oig.federalreserve.gov/reports/cfpb-compliance-improper-payments-information-act-may2016.pdf https://oig.federalreserve.gov/reports/cfpb-compliance-ipia-may2015.pdf

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e) Published (and is meeting) improper payments reduction targets under Section 2(d) of IPIA that the agency may have in the accompanying materials to the annual financial statement for each program assessed to be at risk (if required).

f) Reported an improper payment rate of less than 10 percent for each program and activity for which an improper payment estimate was obtained and published under Section 2(c) of IPIA.

2.2. The audit shall be performed in accordance with Generally Accepted Government

Auditing Standards (GAGAS). The applicable version of GAGAS can be found at:

www.gao.gov/yellowbook/overview.

2.3. Communicating Audit Activities and Results:

2.3.1. The Contractor shall present its audit plan to the Contracting Officer’s

Representative (COR) for review and approval prior to the start of fieldwork.

2.3.2. At the conclusion of the audit, the Contractor’s Key Personnel shall report and discuss the scope of the audit, the results of the audit, and any issues pertaining to Bureau’s compliance with IPIA, as amended, in separate meetings with the OIG and Bureau management, as directed by the COR.

2.3.3. The Contractor shall immediately report to the COR any suspected or known illegal activities identified during the audit.

C.3 SPECIFIC TASKS AND DELIVERABLES

The Contractor shall perform the following specific tasks. All deliverables shall be presented to and approved by the COR before the Contractor presents the results of the audit to members of the OIG or the Bureau. Any changes to the schedule for deliverables must be approved in writing by the Contracting Officer. The required Deliverables Schedule is presented in a table below.

3.1. Audit Plan: The Contractor shall develop a plan to perform the audit in accordance with the requirements identified in Section C.2 above and submit it to the COR for review and discussion. The audit plan shall describe how the Contractor expects to meet the scope and objectives of the audit within the required timeframe as specified herein.

3.2. Execute Audit: The Contractor shall perform the audit in accordance with the plan approved in accordance with Section C.3.1 above.

3.3. Preliminary Audit Results Report and Presentations:

3.3.1. The Contractor shall prepare and deliver the preliminary audit results report and present preliminary audit results and proposed recommendations to the COR.

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3.3.2. The Contractor shall present preliminary audit results and proposed recommendations to the Bureau after such preliminary audit results have been presented to, and approved by, the OIG.

3.4. The Contractor shall issue a discussion draft report on the Bureau’s compliance with

IPIA and deliver it to the COR.

3.5. The Contractor shall hold an exit meeting with the Bureau to discuss audit results and proposed recommendations.

3.6. The Contractor shall issue an official draft report on the Bureau’s compliance with IPIA and deliver it to the COR for review and discussion.

3.7. The Contractor shall issue a draft final audit report on the Bureau’s compliance with IPIA and deliver it to the COR. The draft final audit report shall incorporate comments from the Agency received in response to the official draft report. The audit report shall be in compliance with GAGAS requirements as indicated above.

3.8. After OIG reviews are completed, the Contractor shall provide the COR with a PDF and

Microsoft Word version of the final audit report. The final audit report shall be addressed to “Office of Inspector General, Board of Governors of the Federal Reserve System and the Bureau of Consumer Financial Protection.” The OIG will officially transmit the Contractor’s final report to the Bureau.

3.9. The Contractor shall edit all deliverables to ensure that work products:

a) Comply with the highest editorial standards for clarity, language, usage, style, and logical organization

b) Are written appropriately for the intended audience

c) Present data and complex information clearly and accurately

d) Are free of errors

3.10. Deliverables Schedule:

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Task No. Task Delivery Date*

C.3.1 Audit Plan to COR for review and discussion

Four weeks after contract award

C.3.3.1 Preliminary Audit Results Report and Presentations to the COR

Fourteen weeks after audit plan review

C.3.3.2 Preliminary Audit Results and Proposed Recommendations presentation to the Bureau

One week after presentation to the COR

C.3.4 Discussion draft report to the COR Two weeks after presentation to the Bureau

C.3.5 Exit Meeting with the Bureau Three weeks after discussion draft report delivery

C.3.6 Official draft report to the COR One week after exit meeting

C.3.7 Draft final audit report to the COR Three weeks after official draft report delivery

C.3.8 PDF and Microsoft Word versions of the final audit report to the COR

Four days after draft final audit report delivery, and not later than May 6, 2019

*Specific dates will be determined after contract award.

C.4 MEETINGS

The Contractor shall participate in the following meetings, as directed by the COR:

4.1. A kick-off meeting with the OIG to discuss the audit objectives, scope, and methodologies, as well as administrative matters. This kick-off meeting shall take place in person at the OIG office in Washington, DC no later than five days after Contract award.

4.2. An entrance meeting with the Bureau to discuss the audit objectives. This entrance meeting shall take place in person at the Bureau or OIG offices in Washington, DC no later than seven days after review and discussion of the audit plan.

4.3. Weekly status meetings with the OIG and Bureau to discuss the progress of the project, the results of work to date, as well as matters that could have an effect on the audit report. Meetings shall take place in person at the Bureau or OIG offices in Washington, DC, or via teleconference if approved by the COR.

4.4. Special Meetings. The OIG reserves the right to require the presence of the Contractor at special meetings during the course of the work, as required, to address matters that cannot be satisfactorily resolved by other means. Such meetings will be held at the OIG’s or Bureau’s offices.

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C.5 OIG OVERSIGHT AND WORK PRODUCT

Consistent with the Inspector General Act of 1978, as amended, the OIG must take appropriate steps to assure that any work performed by nonfederal auditors complies with GAGAS.

Accordingly, the Contractor shall make its work papers available for review by the COR or their OIG staff designee prior to issuance of a final audit report.

5.1. Third-Party Access to Contractor’s Work Products. OIG shall have full access to the Contractor’s work papers; however, Contractor shall retain ownership of such working papers. Any third-party requests for access to the Contractor’s work papers may not be granted without the prior approval of the Contractor, except as required by law, or via order of a court of competent jurisdiction. If the OIG is required, pursuant to law, or order of a court of competent jurisdiction, to provide access to documents produced by the Contractor to any third party, the OIG shall, unless prohibited by applicable law or court order, provide the Contractor with written notice so that the Contractor shall have reasonable opportunity to seek appropriate remedy before such access is provided.

5.2. Audit Firm Independence. The Contractor shall be independent in all matters relating to the scope of this Contract. The Contractor shall meet all independence standards of

GAGAS.

5.3. All Deliverables produced by the Contractor for this Statement of Work (including but not limited to all documents and presentations required in Section C.3) shall remain the sole property of the OIG.

C.6 ADMINISTRATIVE REQUIREMENTS

6.1. Background Screening of Contractors

6.1.1. At the time an employee of the Contractor is assigned to perform services under this Contract, the Contractor shall certify to the OIG that it has performed a background screening on said employee. The Contractor shall thoroughly screen each employee assigned to this Contract prior to assigning such employee to perform work on the Board’s or the Bureau’s premises or properties. The Contractor agrees that for each employee, such screening shall include a reference check of prior employers and a thorough search for prior criminal convictions.

The Contractor’s search for prior criminal convictions shall include, at a minimum, a statewide criminal record search for the state of the office to which the employee will be assigned. The Contractor agrees and warrants that, without the Board’s prior written consent, it shall not assign to the engagement any employee who has been convicted of a felony offense; theft-related offense; crime of dishonesty, fraud, violence; or crime involving the sale or distribution of illegal substances.

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6.1.2. The Contractor shall ensure that all personnel assigned to this contract undergo and pass a background investigation processed by the Board. Because the work may involve access to sensitive information, the OIG prefers that such personnel be United States citizens or United States nationals or protected individuals as defined under 12 C.F.R. part 268.205(a)(9).

6.1.3. The Contractor shall ensure that all of its employees who have access to Board or

Bureau software or data abide by the Board and Bureau’s information security policies and procedures (to be provided to the Contractor by the COR), and sign any relevant Board forms relating to Internet access, the Board’s automation system, and privacy policies.

6.1.4. All Contractor personnel assigned to this Contract shall sign an OIG prepared non-disclosure agreement (see Exhibit A) as well as an independence certification (see Exhibit B) prior to beginning work.

6.2. Confidentiality of Records and Security of Information

6.2.1. The Contractor may be given access to confidential and copyrighted information in the conduct of this Contract. All information provided to the Contractor shall be treated as confidential and shall only be used for the purposes intended by this Contract unless the Contractor obtains written permission from the COR to use the information for other specifically stated purposes.

6.2.2. The Contractor staff assigned to this audit shall fulfill Bureau requirement for security awareness training prior to beginning work on the Contract. In addition, the Contractor shall take reasonable measures to ensure the security of information pertaining to the audit, including but not limited to data encryption on files, password protection, and vulnerability scanning on their laptops used in conducting the audit.

C.7 OFFICE SPACE/EQUIPMENT

The OIG shall provide office space for Contractor personnel at the OIG’s facility in Washington, DC, including a desk, a telephone line, and other amenities deemed necessary for performing the required services. The Contractor shall provide the laptops and other computer equipment necessary to perform this Contract.

C.8 TRAVEL

Travel is not authorized for any work under this Contract.

C.9 PLACE OF PERFORMANCE

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The Contractor shall perform the primary work at the Bureau. Work that can be performed off-site may be performed at the Contractor’s offices within the Washington, DC metropolitan area.

The Contractor shall be prepared to perform work (such as attending meetings with OIG personnel) in any of the OIG’s or Bureau’s premises in Washington, DC.

C.10 WORKING HOURS

Unless the Board expressly authorizes in writing, the Contractor shall perform all on-site work within the OIG’s customary working hours, which are 7:00 a.m. through 6:00 p.m., Monday through Friday, excluding holidays.

C.11 CONDUCT OF CONTRACTOR PERSONNEL

The Contractor is reminded that its personnel shall dress appropriately for work. Contractor personnel shall be required to dress neatly, commensurate with the task being performed.

The OIG reserves the right to deny entry or access to its premises to any Contractor whose presence, dress, or conduct the OIG deems detrimental to the good order and productivity of its operations and staff. Such personnel shall be replaced by the Contractor immediately upon notification by the COR, or his designee, that a Contractor personnel problem exists. This replacement shall be made at no additional cost to the OIG.

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SECTION D

[RESERVED]

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SECTION E

INSPECTION AND ACCEPTANCE

E.1 INSPECTION AND ACCEPTANCE

The COR will inspect and accept the goods and services at intervals that he/she specifies.

E.2 REDELIVERY OF WORK

If any of the services delivered by the Contractor under this Contract do not conform with the descriptions contained in Section C, the Statement of Work, and the Specifications and Drawings, the Contracting Officer may direct the Contractor to deliver the services again, in conformity with Section C, and the Contractor shall not reinvoice the Board for such rework.

When defects in services cannot be corrected by re-delivery, as determined by the COR, the Contracting Officer may require the Contractor to (1) take actions to assure the Board that future deliveries will conform to contract requirements, and (2) reduce the future amounts invoiced by the Contractor to reflect the reduced value of the nonconforming services.

If the Contractor again fails to deliver conforming services after attempting to re-deliver, or to take the actions necessary to ensure future conformance with contract requirements, the Board may (1) by contract or otherwise, engage a third party to perform and deliver the services in place of the Contractor and charge to the Contractor any charges incurred by the Board that are directly related to this third-party performance, or (2) terminate this Contract for default in accordance with the General Contract Provisions.

Notwithstanding any of the foregoing provisions, at any time, the Contracting Officer may require the Contractor to remedy by correcting or replacing the Contractor’s personnel, without cost to the Board, any failure by the Contractor to comply with the requirements of this Contract if failure is due to (1) fraud, lack of good faith, or willful misconduct on the part of any of the Contractor's personnel, or (2) the conduct of one or more of Contractor's personnel selected or retained by the Contractor after the Contractor's management or the Board has grounds to believe that the Contractor’s personnel are unqualified or habitually careless.

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SECTION F

CONTRACT DELIVERABLES

F.1 DELIVERABLES

1.1. Audit Plan. The Contractor shall deliver the Audit Plan Report and Presentation Materials to the COR.

1.2. Preliminary Audit Results. The Contractor shall deliver the preliminary audit results report and present preliminary audit results and proposed recommendations to the COR and Bureau.

1.3. Discussion Draft Report. The Contractor shall deliver the Discussion Draft Report to the

COR.

1.4. Exit Meeting. The Contractor shall deliver Exit Meeting Presentation Materials to the COR and hold an Exit Meeting with Bureau.

1.5. Official Draft Report. The Contractor shall deliver the Discussion Draft Report to the COR for review and discussion.

1.6. Draft Final Audit Report. The Contractor shall deliver the Draft Final Audit Report to the COR.

1.7. Final Audit Report. The Contractor shall deliver the Final Audit Report to the COR.

F.2 INSURANCE CERTIFICATES

The Contractor shall provide the Board with insurance certificates for each policy required to be in effect throughout the performance period.

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SECTION G

INQUIRIES

G.1 POINT OF CONTACT

The Board's contact person responsible for providing additional information and answering inquiries about this Solicitation is the Contract Specialist.

a. The Offeror shall submit all communications, such as requests for clarification and/or information concerning this Solicitation, in writing via electronic mail to lisa.m.bouchelle@frb.gov

b. Inquiries shall be submitted in writing no later than September 13, 2018.

c. Responses will be provided to potential Offerors giving due regard for the proper protection of proprietary information.

The Board will not provide information concerning this Solicitation or requests for clarification in response to Offeror-initiated telephone calls. The Offeror shall make all such requests in writing via e-mail to the above address. Questions shall identify the specific area of this Solicitation, citing the particular section and paragraph of this Solicitation in which clarification is desired.

Note: Offeror is instructed specifically to contact only Lisa Bouchelle in connection with any aspect of this requirement prior to the Contract’s award. The Offeror shall submit proposals and all correspondence relating to this document to Lisa Bouchelle.

mailto:lisa.m.bouchelle@frb.gov

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SECTION H

KEY PERSONNEL

H.1 APPROVAL OF KEY PERSONNEL

Key Personnel are those personnel who are essential for the performance described in Section C, meet requirements outlined below in Section H.2, and who will be assigned to the Contract on a permanent basis.

No substitutions of key personnel shall be made except in accordance with Section H.3.

Approval of Key Personnel will not be unreasonably withheld.

H.2 PERSONNEL QUALIFICATIONS

a) Key personnel shall possess sufficient experience, knowledge, skills, and abilities to permit them, at a minimum, to perform the work required under the SOA.

b) At a minimum, the Lead Auditor is considered key personnel. The Contractor may select other positions as Key Personnel in their proposal.

c) Key personnel shall have a minimum experience of three (3) years conducting GAGAS-compliant audits.

d) Offerors shall indicate in their Technical Proposals how their Key Personnel will direct or perform the work as described in Section C. In addition, Offerors shall explain the procedures for training Key Personnel. Letters of commitment shall be included in the Technical Proposals for all Key Personnel.

H.3 SUBSTITUTION OF KEY PERSONNEL

a. Guidance on Substitutions. During the first ninety (90) days of the contract performance period no Key Personnel substitutions by the Contractor will be made unless substitutions are necessitated by an individual's sudden illness, death, or termination of employment.

In any of these events, the Contractor shall promptly notify the Contracting Officer and provide the information required by paragraph (b) below. After the initial ninety (90) day period, all proposed substitutions must be submitted, in writing, at least 10 days in advance of the proposed substitutions to the Contracting Officer and provide information required by paragraph (b) below.

b. Request for Substitution. All requests for substitutions must provide a detailed explanation of the circumstances necessitating the proposed substitution, a resume for the proposed substitute, and any other information-requested by the Contracting Officer. All proposed substitutes must have qualifications equal to or higher than the qualifications of

SOA (v. 07/10/2018) Page 18 of 84 the individual replaced. The Contracting Officer or his/her authorized representative will evaluate such requests and promptly notify the Contractor of his/her approval or disapproval thereof.

H.4 LIST OF KEY PERSONNEL

The following personnel are identified as Key Personnel:

• AT CONTRACT AWARD, CONTRACTING OFFICER WILL INSERT HERE

THE NAMES OF ACCEPTABLE KEY PERSONNEL FROM THE

SUCCESSFUL OFFEROR’S PROPOSAL

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SECTION I

EVALUATION AND AWARD PROCESS

I.1 EVALUATION OF PROPOSALS - MANDATORY REQUIREMENT(S) AND

PRICE AND TECHNICAL POINTS

a. Each Offeror shall submit a technical proposal and a price proposal according to the guidelines presented in Section L, General Instructions and Information, Proposal Submission. Each non-covered company whose total price proposal exceeds $100,000 ($300,000 for construction) shall submit a Subcontracting Plan pursuant to Section L.13.

In addition, the Offeror shall submit the price proposal in the same format as the sample form provided in Section B, the Price Proposal Form.

Each response to this Solicitation shall be subject to the same review and assessment process by the Board’s technical, past performance, and price evaluation teams.

Each proposal will first be examined to determine if the Offeror is responsible (see Section I.2) and if the proposal meets all mandatory requirements set forth in Section L.

If any mandatory requirement is not met, or any mandatory submission is omitted, the proposal may be rejected and may receive no further consideration. Proposals whose only deficiency is the Subcontracting Plan may be given a “conditional” technical and price review, but the Offeror will be awarded a Contract only if timely agrees to amend the Subcontracting Plan in a manner acceptable to the Contracting Officer. NOTE: Offerors are advised that using a one-word response (for example, “comply”), to a mandatory requirement is considered insufficient. Such a response, or a similarly lacking response, to a mandatory requirement will cause the entire proposal to be rated as “failing.”

Technical proposals that meet all mandatory requirements qualify for further evaluation and will receive up to fifty (50) technical points. In addition, these proposals will receive up to fifty (50) price points in inverse proportion to the ratio of their price to that of the lowest proposal. Technical and price points will be combined to determine who is awarded a Contract.

b. Technical: Offerors submitting proposals in response to this solicitation must meet the mandatory requirements listed in Section L in order to qualify for further technical evaluation.

If the Offeror is deemed acceptable in meeting the mandatory requirements, the Offeror will be evaluated on the following technical factors:

1. Technical Factor 1: Personnel/Past Performance (20 Points).

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This factor involves evaluating the resumes and past relevant experience submitted for the key personnel as required in Section H. In addition, the past performance evaluation will assess the Offeror’s probability of meeting the solicitation requirements. The Board’s evaluation will take into account relevant information submitted by each Offeror as part of its proposal.

a. The Board will consider the recency and relevancy of past performance information compared to the requirements detailed in Section C, the source of the information, the context of the data and general trends in the Offeror’s performance and any associated risk.

b. The Board will consider the company itself, predecessor companies, and subcontractors who will perform major or critical aspects of the requirement.

c. The Board reserves the right to consider Past Performance Questionnaires received after the due date for receipt of proposals. The Board reserves the right to contact references for verification or additional information and the right to consider other relevant past performance information. The Board may call customers, whether or not provided by the Offeror, to inquire about the Offeror’s past performance. The Board does not assume the duty to search for data to cure the problems it finds with the information provided by the Offeror. The burden of providing thorough and complete past performance information remains with the Offeror.

d. The Offeror shall demonstrate satisfactory past performance under prior contracts for similar project services to be considered for award.

2. Technical Factor 2: Overall Strategy, Technical Approach, and Methodology (15 Points).

This factor involves evaluating the data submitted with the offer that explains the Offeror's procedures for completing the solicitation requirements.

3. Technical Factor 3: Audit Approach (15 Points).

This factor involves evaluating the quality and effectiveness of the proposed audit approach, and how well the approach minimizes risk of unsuccessful performance.

c. Price proposal

A Board price evaluation team will use the same review process to evaluate each Offeror’s price proposal as formatted according to Section B. Offerors are reminded that they must use the format set forth in Section B in submitting their price proposals. The

SOA (v. 07/10/2018) Page 21 of 84 price evaluation team will evaluate the price proposals for price reasonableness, realism, risk, and any other criteria set forth in Section B. The price evaluation team may reject unrealistically low or materially unbalanced offers. The lowest price, acceptable proposal will be awarded fifty (50) points, and higher priced proposals will be awarded points in an inverse proportion of their price to that of the lowest priced, acceptable proposal.

e. Covered Company Preference

If a covered company, as defined in Section M.25, is among the Offerors whose price proposal is being evaluated under this section, price will be adjusted as described in subparagraph 1., below. The adjusted price will be used when awarding price points under the process described in paragraph d., above.

1. Except for the acquisitions described in subparagraph 2., below, if a responsible covered company submits a responsive bid, quotation, or proposal, the Contracting Officer shall, for the purpose of price evaluation, add to each noncovered company’s proposal the following factor(s): three percent (3%) of the first $500,000, plus one percent (1%) for any amount of the bid, quotation, or proposal that exceeds $500,000. After applying this price adjustment, the Contracting Officer will evaluate the proposals and award the Contract as provided in paragraph a., above.

2. No price adjustment will be calculated in any of the following acquisitions, even if a covered company is a bidder: (1) the value of the contract is equal to or less than $100,000, (2) the acquisition is a set-aside under the Board’s Small and Disadvantaged Business Acquisition Policy, (3) the covered company has executed a waiver of the price preference, (4) price is not a factor in the evaluation, or (5) the contract is being awarded pursuant to the Trade Agreements Act or another international agreement.

I.2 FACTORS TO DETERMINE A RESPONSIBLE OFFEROR

a. The Offeror shall provide financial statements for its two most recently completed fiscal years.

b. The Offeror shall disclose any actions pending before any body competent to rule on, adjudicate, or referee any legal dispute, including labor or workers’ compensation controversies, or bankruptcy filings.

c. Without additional expense to the Board, the Offeror shall possess and maintain, from the date of the Solicitation and throughout the Contract’s period of performance, any and all licenses and permits necessary to perform the work set forth in the Solicitation (i.e., licenses and permits required under Federal, State, and/or municipal laws, codes, and/or

SOA (v. 07/10/2018) Page 22 of 84 regulations applicable to the performance of the work). The Offeror shall indicate the type(s) of licenses and/or permits that have been issued to them, and the names of the issuing jurisdictions. The Offeror shall provide copies of such licenses and/or permits if requested.

d. The Offeror shall certify, as of the date of release of this Solicitation, that it has paid all taxes due, withholding or otherwise, and that it is not a party to any action by any taxing jurisdiction or authority to collect overdue or back taxes.

d. If an Offeror has financial statements that are weak, has any actions pending, has not obtained or retained the required licenses and/or permits, has any outstanding taxes, or fails to provide any other information required by this Solicitation, the Offeror shall fully explain such action or deficiency so that the Contracting Officer may have sufficient information to determine whether the Offeror is a responsible Offeror.

e. Upon the Contracting Officer’s request, Offerors shall submit information concerning their prior compliance with subcontracting plans required under previous contracts. The Contracting Officer will consider Offerors’ responses (including any failure to respond) in determining Offerors’ responsibility.

I.3 PROTESTS

Any actual or prospective Contractor who is aggrieved in connection with the solicitation or award of a contract may submit a written protest consistent with the provisions of Section M.23.

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SECTION J

CONTRACT ADMINISTRATION

J.1 CONTRACT TYPE

This will be a firm-fixed-price Contract.

J.2 PERIOD OF PERFORMANCE

The initial period of performance under the Contract will be from contract award through May 13, 2019, with four one-year option periods of performance as set forth below.

Period of Performance Start Date – End Date Base Period Contract Award- May 13, 2019 Option Period One May 14, 2019 – May 13, 2020 Option Period Two May 14, 2020 – May 13, 2021 Option Period Three May 14, 2021 – May 13, 2022 Option Period Four May 14, 2022 – May 13, 2023

J.2.1 OPTION TO EXTEND CONTRACT

The Board may extend the Contract for three one-year periods without formal re-competition, based on the Contractor’s satisfactory performance as determined by the COR at his/her sole discretion, continued project funding, and subject to a continuation of the Contract and the continued need for the Contractor to perform services under the Contract.

The Board may extend the Contract by giving written notice to the Contractor at any time prior to the Contract’s expiration date. If the Board exercises this option, the extended Contract shall be considered to include this option provision.

The total duration of this Contract including the exercise of any option under this clause shall not exceed May 13, 2023 without written modification to the Contract.

Negotiated extensions of the Contract beyond the option periods without formal competition are a Board prerogative and not a contractual right.

J.2.2 HOLIDAYS

The Board observes the following holidays: New Year’s Day, Martin Luther King Jr.’s Birthday, President’s Day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day, and Christmas Day. The Contractor may perform work on these days, subject to the COR’s prior notification and approval.

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J.3 INVOICES

The Contractor shall submit invoices in arrears and on a thirty-day (30) cycle or in accordance with Clause 6, Payments, of the General Contract Provisions. The terms are net 30/prompt payment. All invoices shall show the contract number, contract line item numbers (CLINs), and modification number, if issued.

The Contractor shall submit invoices via electronic mail to MGT-Accounts-Payable@frb.gov or by facsimile to (202) 452-2840. If you submit your invoices by electronic mail or fax, please do not send invoices by postal mail.

If the Contractor does not have access to electronic mail or facsimile equipment, it may submit invoices by postal mail to:

Federal Reserve Board Accounting Section, Mail Stop 152 20th St and Constitution Ave NW

Washington, DC 20551

If any travel is authorized under this Contract, the Contractor shall attach to the invoice all documentation for travel expenses. The Contractor shall be reimbursed according to the Board's travel policy in effect on the date of travel.

J.4 CONTRACT MANAGEMENT

Contract management is as follows:

Name Title

Christine Fields Chief Acquisition Officer

Kimberly Briggs Procurement Manager

Lisa Bouchelle Contract Specialist

Silvia Vizcarra Contracting Officer’s Representative (COR)

J.5 COR FUNCTIONS AND LIMITATIONS

Silvia Vizcarra is designated the COR who represents the Contracting Officer in administering technical details within the scope of the Contract and in inspecting and accepting. The COR is not otherwise authorized to make any representations or commitments of any kind on behalf of the Contracting Officer or the Board. The COR does not have the authority to alter the mailto:MGT-Accounts-Payable@frb.gov

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Contractor's obligations or change the terms and conditions of the Contract. If, as a result of technical discussions, it is desirable to alter or change contract terms and conditions, changes will be issued in writing and signed by the Contracting Officer or his/her authorized representative.

Some of the types of actions within the scope of the COR's authority are:

a. To assure compliance of the Contractor's performance with Section C, the Statement of Work.

b. To perform or cause to be performed those inspections necessary to determine the

Contractor's compliance with the technical requirements and the Statement of Work.

c. To maintain both oral and written communications with the Contractor concerning those aspects of this Contract within his/her purview.

d. To monitor the Contractor's performance and to advise the Contract Officer of any deficiencies.

e. To coordinate the availability of Board-furnished property and services and to provide entry to the work area for the Contractor's personnel, as required.

f. To obtain the Contractor's proposal for a change order and to relay the information in a memo to the Contracting Officer

g. To review invoices and, based on satisfactory performance of the terms and conditions of the Contract, to notify the Accounting Section that a payment should be made pursuant to the Contract.

h. To determine final acceptance of services provided under this Contract.

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SECTION K

REPRESENTATIONS AND OTHER STATEMENTS OF OFFEROR

The Offeror shall include one copy of Section K, Representations and Other Statements of Offeror, in Volume I (Offer). To make the offer binding, the Offeror shall complete all blocks of Section K, as required, type in the name of the authorized signing official in the space reserved for his/her signature, and sign the form on that space.

1. Small business concern

2. Regular dealer-manufacturer

3. Quotation acceptance period

4. Contingent fee

5. Type of business organization

6. Persons authorized to conduct negotiations for Offeror

7. Previous contracts and compliance reports

8. Affirmative action compliance

9. Equal employment compliance

10. Intended place(s) of performance or other establishment(s) from which the supplies are to be furnished or services are to be performed

11. Acknowledgment of amendments

12. Acknowledgement of duties, responsibilities, and authority

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REPRESENTATIONS AND OTHER STATEMENTS OF OFFEROR

K.1 SMALL BUSINESS CONCERN

The Offeror ( ) is, ( ) is not a small business concern.2 If the Offeror is a small business concern and is not the manufacturer of the supplies offered, it also represents that all supplies to be furnished hereunder ( ) will, ( ) will not be manufactured or produced by a small business concern in the United States, its possessions or Puerto Rico.

K.2 REGULAR DEALER-MANUFACTURER (applicable only to supply contracts exceeding $10,000).

The Offeror is a ( ) regular dealer in, ( ) manufacturer of the supplies offered.

K.3 QUOTATION ACCEPTANCE PERIOD

This quotation is valid for _______ days from _______.

K.4 CONTINGENT FEE (applicable only to supply contracts exceeding $100,000)

a. The Offeror ( ) has, ( ) has not employed or retained any company or person (other than a full-time, bona fide employee working solely for the Offeror) to solicit or secure this Contract; and

b. The Offeror ( ) has, ( ) has not paid or agreed to pay any company or person (other than a full-time, bona fide employee working solely for the Offeror) any fee, commission, percentage, or brokerage fee contingent upon or resulting from the award of this contract;

and

c. The Offeror agrees to furnish information relating to (a) and (b) above, as requested by the Contracting Officer.

If the Offeror, by checking the appropriate box, has represented that it has employed or retained a company or a person (other than a full-time bona fide employee working solely for the Offeror) to solicit or secure this Contract, or that it has paid or agreed to pay any fee, commission, percentage or brokerage fee to any company or person contingent upon or resulting from the award of this contract, the Offeror shall provide a statement that:

2 A small business concern for the purpose of government procurement is a concern, including its affiliates, which is independently owned and operated, is not dominant in the field of operation in which it is quoting on government contracts, and can further qualify under the criteria concerning number of employees, average annual receipts, or other criteria, as prescribed by the Small Business Administration.

(See Code of Federal Regulations, Title 13, Part 121, as amended, which contains detailed industry definitions and related procedures.)

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1. Provides the full name and business address of any or all company(ies) or person(s) employed or retained to solicit or obtain this contract and indicate whether such is an individual, a partnership or a corporation.

2. Describes the relationship of the Offeror to such person or entity (for instance, a sales or purchasing representative, a broker, an employee, or a corporate officer or principal and,

3. Indicates whether a written contract or agreement exists regarding such relationship. If a contract exists, the Offeror must provide a copy of such contract; otherwise, it must state in detail the terms of such arrangement including the amount and the method of computation of compensation and expenses.

The Offeror shall submit two copies of this statement, each signed by an authorized principal. If the Offeror has previously submitted a completed statement to the office issuing this Solicitation, the Offeror may accompany its quotation with a signed statement (i) indicating when it previously furnished such completed form, (ii) identifying by number the previous solicitation or contract, if any, in connection with which it submitted such form, and (iii) representing that the statement in such form is applicable to this quotation.

K.5 TYPE OF BUSINESS ORGANIZATION

The Offeror operates as ( ) an individual, ( ) a partnership, ( ) a nonprofit organization, ( ) a corporation incorporated under the laws of the State of .

K.6 PERSONS AUTHORIZED TO CONDUCT NEGOTIATIONS FOR OFFEROR SHALL

BE THE FOLLOWING:

Name(s)/Title(s) Phone No(s)

K.7 PREVIOUS CONTRACTS AND COMPLIANCE REPORTS (NOTE: Applicable only to contracts or subcontracts that are not exempt from the equal opportunity compliance clause.)

The Offeror represents that:

a. It ( ) has, ( ) has not participated in a previous contract or subcontract subject either to the Equal Opportunity Compliance clause herein or the clause originally contained in Section 301 of Executive Order No. 10925, dated March 6, 1961, or the clause contained in Section 201 of Executive Order No. 11114, dated June 22, 1963;

b. It ( ) has, ( ) has not filed all required compliance reports; and

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c. It shall obtain representations indicating submission of required compliance reports, signed by proposed subcontractors, prior to subcontract award(s).

K.8 AFFIRMATIVE ACTION COMPLIANCE

The Offeror represents that it ( ) has, ( ) has not less than fifty (50) employees.

The Offeror represents that it ( ) has, ( ) has not developed and maintained at each of its establishments a written affirmative action compliance program policy.

K.9 EQUAL EMPLOYMENT COMPLIANCE

By submission of this offer, the Offeror represents that:

a. To the best of its knowledge and belief, except as noted below, up to the date of this offer no written notice such as a show cause letter, a letter indicating probable cause, or any other written notification citing specific deficiencies, has been received by the Offeror from any Federal government agency or representative that the Offeror or any of its divisions or affiliates or known first-tier subcontractors is in violation of (i) any of the provisions of Executive Order 11246 of September 24, 1965, as amended, or (ii) the rules and regulations of the Secretary of Labor and specifically as to not having an acceptable Affirmative Action Compliance Program or being in noncompliance with any other aspect of the Equal Employment Opportunity Program.

b. Should there be any change (i) in the Offeror's status or circumstances between this date and the date of expiration of this offer or any extension thereof, or (ii) during any Contract's performance period or extension thereof resulting from this Solicitation, the Offeror will promptly notify the Contracting Officer.

K.10 INTENDED PLACE(S) OF PERFORMANCE OR OTHER ESTABLISHMENT(S)

FROM WHICH THE SUPPLIES ARE TO BE FURNISHED OR SERVICES ARE TO

BE PERFORMED

The Offeror shall stipulate in its offer the following: the plant(s) where the work is to be performed, the street address(es), and the name(s) and address(es) of the owner(s) and operator(s) if other than the Offeror. If more than one plant is specified, information must be submitted as to the percentage and the extent of the work that is to be done in each plant listed.

Company Name

Street Address

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City/County/State/Zip Code

NOTE: If additional space is needed, attach an addendum.

K.11 ACKNOWLEDGMENT OF AMENDMENTS

Amendment No. Date

K.12 ACKNOWLEDGMENT OF DUTIES, RESPONSIBILITIES AND AUTHORITY

The undersigned acknowledges his/her company's understanding that:

a. The Board's Contracting Officer is the only person authorized to sign contracts or contract modifications on behalf of the Board.

b. The Board's Contracting Officer is the only person authorized to issue change orders to

Board contracts. The Contracting Officer will only issue changes in accordance with the changes clause of the General Contract Provisions.

c. A person designated in any Board contract as a representative of the Contracting Officer to inspect and accept products or services on behalf of the Contracting Officer or to provide technical oversight during contract performance, does not have the authority to make changes to the contract terms and conditions for any reason whatsoever. Such person may have the designation of COR or Contracting Officer's Representative, or any other designation.

d. As a Contractor for the Board, any services performed or products delivered not specifically required under the Contract terms and conditions shall be provided at the Contractor's own expense and the Contractor shall not file any claim for reimbursement from the Board.

This acknowledgment is a material representation of fact upon which reliance will be placed by the Board in any contract agreed to as a result of this solicitation.

Company Name and Address (Typed)

Name and Title (Typed)

Date

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Signature

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SECTION L

GENERAL INSTRUCTIONS AND INFORMATION

L.1 GENERAL INSTRUCTIONS

a. A Solicitation, Offer, and Award form, completed and signed by the Offeror, constitutes the Offeror's acceptance of the terms and conditions of this solicitation. The Offeror shall type in the name of the authorized signing official in Block 15 of the Solicitation, Offer, and Award form.