36C10X22R0017_0002.pdf

5. PROJECT NUMBER (if applicable)

CODE 7. ADMINISTERED BY

2. AMENDMENT/MODIFICATION NUMBER

CODE

6. ISSUED BY

8. NAME AND ADDRESS OF CONTRACTOR

4. REQUISITION/PURCHASE REQ. NUMBER 3. EFFECTIVE DATE

9A. AMENDMENT OF SOLICITATION NUMBER

9B. DATED

PAGE OF PAGES

10A. MODIFICATION OF CONTRACT/ORDER NUMBER

10B. DATED

BPA NO. 1. CONTRACT ID CODE

FACILITY CODE CODE

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods:

The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of Offers

E. IMPORTANT:

is extended,

(a) By completing Items 8 and 15, and returning __________ copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or electronic communication which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY is not extended.

12. ACCOUNTING AND APPROPRIATION DATA

(REV. 11/2016)

is required to sign this document and return ___________ copies to the issuing office. is not, A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM 10A.

15C. DATE SIGNED

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43.103(b).

RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such change may be made by letter or electronic communication, provided each letter or electronic communication makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:

D. OTHER

Contractor

16C. DATE SIGNED

14. DESCRIPTION OF AMENDMENT/MODIFICATION

16B. UNITED STATES OF AMERICA

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER 16A. NAME AND TITLE OF CONTRACTING OFFICER

15B. CONTRACTOR/OFFEROR

STANDARD FORM 30 PREVIOUS EDITION NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.243

(Type or print) (Type or print)

(Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

(Number, street, county, State and ZIP Code)

(If other than Item 6)

(Specify type of modification and authority)

(such as changes in paying office, appropriation date, etc.)

(If required)

(SEE ITEM 11)

(SEE ITEM 13)

(X)

CHECK

ONE

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS,

IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

(Signature of person authorized to sign) (Signature of Contracting Officer)

1 64

0002 04-05-2022

36C10X

Strategic Acquisition Center - Frederick Department of Veterans Affairs

5202 Presidents Court, Suite 103 Frederick MD 21703

36C10X

Department of Veterans Affairs

5202 Presidents Court, Suite 103 Frederick MD 21703

To all Offerors/Bidders

36C10X22R0017

03-10-2022

X

X X

10:00 AM EDT, April 19, 2022

See Section A.1 CONTINUATION PAGE for details.

36C10X22R0017 0002

Table of Contents

A.1 CONTINUATION PAGE

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

B.2 PERFORMANCE WORK STATEMENT

B.3 PRICE SCHEDULE

SECTION C - CONTRACT CLAUSES

C.5 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000) ...50

C.7 VAAR 852.212-70 PROVISIONS AND CLAUSES APPLICABLE TO VA

ACQUISITION OF COMMERCIAL ITEMS (APR 2020)

SECTION D - CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS

D.5 ATTACHMENT E - PRICE SCHEDULE

SECTION E - SOLICITATION PROVISIONS

E.1 INSTRUCTIONS TO OFFERORS

E.2 FAR 52.212-2 EVALUATION-COMMERCIAL ITEMS (OCT 2014)

A.1 CONTINUATION PAGE

The purpose of this amendment is to:

A. Provide responses to questions received in response to the solicitation and Government responses (#1 – 85, below):

1. Does the Agency have an incumbent for this requirement and/or any portion of this requirement?

RESPONSE: This is a new requirement. VA does not have an existing Finance and Legal Services contract for Caregivers. As part of this amendment, the period of performance is updated to a one 12-month base period, with one 12-month option period and one six-month option period. VA anticipates awarding this shorter-term “pilot" contract and using lessons learned from its successes to award a longer-term contract following the initial contract.

2. Will past performance references only be accepted for work performed for the federal government/federal contracts?

RESPONSE: No, references may be submitted for contracts/orders with the Federal Government, agencies of state and local governments and commercial concerns.

3. The Form 1449 indicates the size standard of the contract is $12 Million. However, the

Solicitation is not clear as to whether this contract size contemplates payment for only the required deliverables or is also meant to encompass payment for the optional deliverables.

Can you clarify what deliverables were contemplated in the size of this contract?

RESPONSE: The $12 Million listed in block 10 of SF1449 is the size standard associated with the solicitation’s North American Industry Classification System (NAICS) which is also listed in block 10. This dollar figure is not the value of the contract (or even an estimated value), but the size standard under which a company using the listed NAICS would qualify as a small business according to Federal Acquisition Regulation (FAR) Part 19. Block 10 also states this solicitation is “Unrestricted” meaning the solicitation is not set-aside for small business (all business sizes may submit an offer). Offerors are responsible for submitting an offer to include proposed prices for all work stated in the Performance Work Statement, both required and optional. The contract value will be determined based on the successful offer.

Offerors must be registered in SAM to submit an offer. See FAR clauses 52.207-4 System for Award Management (RFP Section E.8, IBR) and 52.207-13 System for Award Management Maintenance (RFP Section C.4, Full Text), and further details regarding SAM in FAR Subpart 4.11 System for Award Management.

4. In formulating the Solicitation did the VA appreciate the likelihood that injured Veterans and their Caregivers’ situations may be legally complex or highly nuanced because of the Veterans’ injuries?

RESPONSE: Yes, the VA is aware that Veterans and caregiver situations may have nuances related to caring for Veterans; however, it is believed that their primary requirements for financial needs and legal resources would be comparable to other caregivers supporting non-Veterans.

5. If yes to the previous question, did the VA appreciate the likelihood that these situations could easily become time intensive for a lawyer or law firm?

RESPONSE: The VA does not anticipate that the needs of these Caregivers (in supporting their Veterans) will be significantly different than for those caregivers supporting non-Veterans.

6. On page 6 of the Solicitation there is a table of PCAFC Projections. With respect to the

Base Period, the PCAFC Projections are 45,101.

a. Can you explain how you determined this number?

RESPONSE: Yes, the VA utilized an analysis completed by a contracted team of experts who provided estimated calculations based on multiple scenarios to reflect caregiver growth.

b. Does this number reflect the total number of persons the VA would expect my Firm to provide some services to under the contract?

RESPONSE: The number is the expected potential volume of eligible caregivers.

We are estimating that only 15% of that population will likely seek the services under this contract (see right hand column of the anticipated growth table in section B.2.1.

of the solicitation). So, for instance in the base year, we are anticipating approximately 6,700 caregivers would likely seek these services (as an estimate).

The VA has not formally provided these services to caregivers under contract prior, so these are estimates.

c. If yes to (b) above, does the VA have any information about what services the VA anticipates will be utilized by these 45,101 persons?

RESPONSE: Yes, please see response to question 6.b above.

d. Has the VA already identified these persons? If yes, is the VA able to provide contact information for each of these persons?

RESPONSE: The VA is not intending to provide a master listing of all eligible caregivers as not all eligible members will seek these services. Members will be referred and verified with the required information that will flow through the secure portal. Please see paragraph 5.5 (Secure Website and Referral Process) for more information on the approach for verification of requirements. At the date of responding to this inquiry, the VA is aware of the current approved caregivers;

however, the VA is not able to identify the approximate 45K caregivers (with the anticipated growth). Applications for new participants are received daily, so the referral verification process reflected in paragraph 5.5a and 5.5b addresses the referral verification process.

e. Did the VA contemplate any marketing efforts on the part of contractor to reach this population and provide them information about the services to be provided?

RESPONSE: The VA will provide internal marketing initiatives once the contract is awarded and provision of services confirmed. The Contractor shall not market for these services as the VA will provide any required marketing services. Marketing is out of scope of this contract.

f. Did the VA contemplate how marketing efforts to this population might impact the utilization rate of Deliverables by this population?

RESPONSE: It is possible the VA will see increased demand for services based on marketing input. It is anticipated that this demand fluctuation will primarily be seen at the onset of the program offerings and subsequently return to a normal operating demand level.

g. Is there any way to ascertain with any degree of confidence the utilization rate of

Required Legal Deliverables for this population?

RESPONSE: Since the VA has not previously provided these services to caregivers, it is difficult to ascertain exact projections. Consequently, the VA reviewed prior utilization for other services in order to provide the estimated utilization.

h. Is there any way to ascertain with any degree of confidence the utilization rate of

Optional Legal Deliverables for this population?

RESPONSE: Since the VA has not previously provided these services to caregivers, it is difficult to ascertain exact projections; however, we estimate 15% usage for any of the designated services as reflected in table B.2.1.

i. Is there any way to ascertain with any degree of confidence the utilization rate of

Required Financial Planning Services Deliverables for this population?

RESPONSE: See response to question 6.g. above.

j. Is there any way to ascertain with any degree of confidence the utilization rate of

Optional Financial Planning Services Deliverables for this population?

7. Again, discussing the Base Period, the second column is titled “Estimated Usage 15% of

Caregiver Projections PCAFC” and has the number of 6,765. This appears to be a simple application of multiplying the number in the first column by 15%.

a. Can you explain how you determined that 15% was an appropriate projection of usage by Caregivers?

RESPONSE: See response to question 6.h. above.

b. Did your decision to utilize 15% usage rate consider any marketing efforts on the part of the contractor to increase utilization of these services by the population?

RESPONSE: See response to question 6.e. above.

c. Does this number reflect the total number of persons the VA would expect my Firm to provide some services to under the contract?

RESPONSE: The 15% requested services is an estimate of services needed. The VHA Caregiver Support Program is currently undergoing significant growth due to the requirements within the MISSION Act of 2018, so we are providing the growth and percent utilization as our estimation.

d. If yes to (c) above, does the VA have any information about what services the VA anticipates will be utilized by these 6,765 persons?

RESPONSE: The VA anticipates the estimated 15% of Primary Family Caregivers will utilize the services such as those listed in the PWS section B.2., Tasks 5.1 and .5.2.

e. Is there any way to ascertain with any degree of confidence the utilization rate of Required Legal Deliverables for this population?

f. Is there any way to ascertain with any degree of confidence the utilization rate of

Optional Legal Deliverables for this population?

g. Is there any way to ascertain with any degree of confidence the utilization rate of Required Financial Planning Services Deliverables for this population?

h. Is there any way to ascertain with any degree of confidence the utilization rate of

Optional Financial Planning Services Deliverables for this population?

8. Is the VA willing to consider an Offer that works from the VA’s assumption but provides a reasonable mechanism for upward revision in the event the utilization rates are higher than estimated?

RESPONSE: Offerors shall provide pricing consistent with the Offeror’s technical approach are determined appropriate based on the services required and applicable regulations.

9. If the VA has identified this population and has their information available, is the VA willing to provide that information to the Contractor in the initial phases of the contract?

RESPONSE: The VA plans to focus on sharing the information on those participants requesting services versus the master listing of all currently enrolled Primary Family Caregivers. In addition, based on the constantly changing population (as new caregivers are accepted into the program and others depart from the program), a single flat file may not provide value, as such, the PWS requests a referral process in which caregiver eligibility may be validated with key information from our approved referral sources (i.e.

VA Medical Center Caregiver Team staff).

10. Besides English and Spanish, is the VA aware of any other languages the Contractor should anticipate being regularly available?

RESPONSE: As our Caregiver Program is expanding, under the MISSION Act of 2018, we are seeing increased demands for services in other languages. It is difficult to project which languages would be needed but could foresee regular requests to include a translator on a call with the financial/legal service advisors (professionals and call center). As reflected under. 2.0 Scope, “…The other languages may be provided through a translation service (3-way call) for live interactions.” Recent requests for language translation for other programs have included Korean (largest request to date outside of English/Spanish), Chinese, Tagalog, Japanese, Vietnamese, Thai and Russian; however, we do not consider this an all-inclusive list. In addition to live translation needs, we also anticipate periodic requirements to translate the written materials into other languages upon request.

11. The VA has indicated a preference for a Firm Fixed Price. Is the VA willing to consider other types of contracts? If yes, what types may be acceptable?

RESPONSE: The Government will determine if the proposed contract type is consistent (in terms of compatible or in agreement) with the Offeror’s technical approach (as submitted in Volume I Technical Capability) and appropriate (in terms of allowability for use with commercial services (see FAR 12.207 and 16.301-3) and in accordance with contract type(s) and its use as defined in FAR Part 16) based on the services required and applicable regulations. For Time and Materials (T&M), including Labor Hour (LH), contract types, the Government must determine that no other contract type is suitable (see FAR 16.601(d)(1)); therefore, if the Offeror proposes one of these contract types, it must provide sufficient rationale to support its proposed contract type.

12. The Solicitation as worded is for an initial one-year term. The amount of effort, the costs of ramping up employment, and the time spent building and training an adequate staff does not seem to lend itself to a one-year term. In fact, it seems that a one-year term would possibly be more harmful than helpful to the vulnerable population of VA consumers who qualify for these services.

Given that the VA is essentially retaining a private law firm to serve this population, doesn’t it make more sense to make this contract term longer?

RESPONSE: VA is unable to support a multiple-year contract.

13. Has the VA considered how terminating a contract for these services for reasons other than poor performance would be disruptive to the population served?

RESPONSE: Should the Government require termination of the resultant contract the Government will seek to minimize disruption to the Caregivers that have ongoing services.

14. In Soliciting a one-year term, did the VA consider that the termination of this contract will not terminate any ongoing attorney-client relationships between the Firm and the population utilizing services?

RESPONSE: In the event an option period is not exercised, VA would set a cutoff date for new referrals to ensure any services needed could be completed within the designated period of performance. Any option periods will be exercised at the discretion of the Government.

15. Has the VA considered that terminating this contract after a one-year period would likely cause the offeror to terminate the jobs of every employee hired to build out this project?

RESPONSE: See response to question 12. It is the Contractor’s business decision on whether to propose and how it could impact its business.

16. Has the VA considered the extent to which the acceptance of this contract would impact the offeror’s ability to take on other legal representation during its term?

RESPONSE: See response to question 12 and 15.

17. Has the VA considered the fact that termination of this contract after a one-year period would likely destroy the finances of the offeror for several years following termination due to the time required to find other clients and replace lost income?

RESPONSE: See response to question 12 and 15.

18. Has the VA considered the fact that termination after one year of this contract may leave an offeror with ongoing obligations to clients arising from this contract without the financial means to continue and complete the representation?

RESPONSE: See response to question 12 and 15. Referrals would need to be stopped at an established date prior to the end of period of performance to ensure the work for the referred caregivers can be completed prior to the end of the period of performance and the contractor can obtain payment for services rendered.

19. At the Kick-Off Meeting, does the VA anticipate a “30,000-foot view” PMP to be presented or a more granular PMP that is near final?

RESPONSE: VA expects a broader review of plans during the kick-off meeting and then the final granular Project Management Plan submission within 10 days of the kick-off meeting. The latter full plan would provide the granular details describing the planned approach to provide the steps the Contractor intends to follow to deliver the required services as listed in the solicitation. Also see updates to Section E.1.8.a Volume I Technical Capability for Draft PMP proposal requirements.

20. With respect to the Phased Implementation, is the VA willing to consider moving the deadline for a Live Website to be pushed back to 60 days with the Online Services and Live Support due in 90 days, and the final referral capabilities to remain at 120 days?

RESPONSE: The VA is not willing to consider a shift in the deadline at this time.

21. Under the Required Deliverables, there is a mention of Guardianships in the same breath as simple wills, powers of attorney, and advanced directives.

[Based on experience] Guardianships are anything but typical. Guardianships are normally handled with the active involvement of counsel. Guardianships are not “cookie cutter” situations factually. The Solicitation does not seem to appreciate that guardianship issues can be complex and heavily litigated matters.

When formulating the contract size, did the VA consider the possibility that Guardianships could be time-consuming, fact intensive, and heavily litigated?

RESPONSE: VA’s expectation is there will be a cost for the provision of each of the tasks 5.1 (1) a-f with the additional task g to provide the one-on-one response. In relation to Guardianship, our intent is that the attorney will provide assistance with the process and general guidance. If the caregiver requires additional services beyond the allotted 30-minute sessions, then the Contractor may refer the caregiver to resources to provide additional support.

22. Continuing with Guardianships, it has been my experience that Guardianships (which appoint a person or persons to make decisions on behalf of the ward concerning the ward’s physical health and well-being) go hand in hand with Conservatorships (which appoint a person or persons to manage a ward’s financial affairs). Conservatorships are to Guardianships as stripes are to a Zebra. In my experience they are always together.

Given the commonality of these issues overlapping, did the VA consider the issue of Conservatorships at all in formulating this Solicitation?

If not, the VA should be aware that Conservatorships can also be time-consuming and labor intensive for a lawyer and staff.

RESPONSE: VA is not considering the addition of Conservatorships at this time.

23. Addressing 5.1(e): Referrals to community resources:

Is there any prohibition on referring veterans and caregivers with needs not covered under this contract to a network of attorneys I have relationships established with who work in the fields of consumer law, personal injury, and mass torts?

RESPONSE: VA intends/supports referrals to community resources. The main prohibition is that the Contractor shall not benefit financially from any such referrals. For example, if there is a request for services outside, such as the above examples, referrals may be made; however, a referral fee would not be allowable (in other words, it should not be financially beneficial for the Contractor to refer to outside resources).

24. Does the VA contemplate that this Solicitation creates any prohibition on regular communications with veterans and caregivers about the services the Firm would provide to them under this Solicitation and other services that the Firm could provide?

RESPONSE: VA intends/supports referrals to community resources as long as there is no renumeration to the contractor for such referrals for services beyond contract scope.

The VA does not allow any internal referrals to the Contractor for services outside the scope of the contract.

25. Discussing 5.1(f), the scope of educational programs:

a. May we publish webinars, and live webinars on these subjects?

RESPONSE: Yes, these programs could be provided through webinars, websites, or other venues to include live training.

b. Do podcasts and video podcasts on these subjects count towards the educational program?

RESPONSE: Educational programs could be provided through webinars, websites, or other venues to include live training. Please see response to questions 25.c. related to YouTube channel and VA podcasts.

c. Is there any prohibition on using podcasts and video podcasts, or a YouTube Channel to fulfill the program requirements?

RESPONSE: Services should be provided on a Contractor developed finance and legal services website. There is only one YouTube channel approved for VA podcasts and there is a formal VA request process to have material/podcasts posted on that channel which could be considered in the future; however, it is not listed as an optional venue in this solicitation at this time.

d. Is there any prohibition on using podcasts and video podcasts, or a YouTube

Channel to augment the program requirements?

RESPONSE: Training should be made available on a Contractor developed finance and legal services website. See response to question 25.c. above.

26. Discussing 5.1(g), this section seems to require at least 5 thirty-minute sessions with the attorney (at one per section (a)-(f)). This section then makes provision for up to two additional thirty-minute sessions per topic if supported with documentation justifying the expense. This structure seems to imply the VA would pay additional remuneration for these extra sessions.

a. Did the VA contemplate paying amounts beyond the published contract size for optional services?

RESPONSE: The intention is that VA could offer up to the thirty-minute sessions to task (though it is not anticipated that every member in the estimate would require all five of these tasks). Rather, they could have that support up to one thirty-minute session per task. The VA is intending to afford up to two additional thirty-minute sessions per topic as long as there is documentation supporting this additional need. This should be available for review by the COR/CO/PM for audit/surveillance purposes to validate continued need for these services.

b. Upon what data could an offeror determine an expected utilization of these optional sessions to reach a fair offer?

RESPONSE: See response to questions 6.g. and h. above.

27. Discussing 5.1(2) – The overall tenor of the Solicitation and the services requested infers that the VA is looking for a contractor who can provide a holistic approach to providing services to the veterans and their caregivers.

It seems the VA needs a contractor who can serve as both educator and advocate on required Deliverables, while having the expertise to also provide the optional Deliverables. In addition, it seems that the VA needs a contractor who has the wherewithal to provide additional consumer protection services for veterans and caregivers.

A major source of consumer complaints each year involves issues with consumer mortgage servicers.

Optional Legal Services for this population of vulnerable consumers should cover assistance with issues related to disputes with consumers’ mortgage servicer including the preparation of notices of error, preparation of requests for information, communications with mortgage servicers on behalf of this population, loss mitigation assistance, and foreclosure prevention / defense.

RESPONSE: At this point, VA does not intend to include optional consumer mortgage servicer assistance.

28. Regarding the Financial Planning Services in Section 5.2(1), do the required

Deliverables in parts (a) & (c) require in-person meetings?

RESPONSE: These may be provided virtually or in person.

29. Would the VA accept webinars and on-demand availability supported by live support to fulfill these two Deliverables?

RESPONSE: Webinars and on-demand availability alone will not meet the intent of all the tasks listed in 5.2 (1). Many of the items under financial planning services are intended to address the personal situation of a member, so a webinar or on-demand training will not address the full intent of this section.

30. Regarding Section 5.2(1)(e), this description indicates the involvement of an attorney to provide consultation with these financial planning services. This section seems to blend legal and financial planning matters.

a. Deliverables (a) & (c) should clearly be provided by financial planners.

RESPONSE: The solicitation has been modified to reflect Financial Counselor.

b. Deliverable (b) requires the involvement of an attorney to achieve any meaningful results. In addition, many consumers who need this type of assistance are in a position where they should at least consider personal bankruptcy. Only an attorney can properly evaluate the consumers’ situation and give legal advice about the benefits and detriments of personal bankruptcy as they apply to any fact pattern.

This would require a contractor with the requisite overlapping knowledge between the very different fields of bankruptcy and consumer law. The contractor would also need to either have or rapidly develop a broad base of consumer bankruptcy lawyers who may be needed to provide services to this vulnerable population within the contractor’s referral network.

RESPONSE: For the financial services section, it is not VA’s intention for an attorney to provide legal services to deliverables under 5.2(1)—rather, it is the intention that the financial advisors will be educating the caregiver on options and what they need to do to execute the plan.

c. Deliverable (d) should be split into two or three distinct Deliverables, one legal, and one or two for financial planners. The split should be as follows:

i. Insurance education is properly done by financial planners.

ii. Insurance review which is appropriately limited to discreet functions like a facial determination regarding the adequacy of coverage can also be properly performed by a financial planner.

This would cover questions like “do I need renter’s insurance” and “are my coverage limits high enough.” These represent informational questions a financial planner can answer.

iii. Insurance review over issues like coverage questions, policy interpretation, claims handling, or the conduct of an insurance company or their agent should only be addressed by an attorney.

RESPONSE: See response to question 30.b. above.

31. Regarding Section 5.2(2) -- Does the VA envision Deliverables (a), (e), and (f) being provided via live and on-demand webinars only?

a. If the answer is no, does the VA expect the contractor to provide adequate staffing to devote substantial time to each veteran and caregiver in what would be essentially one-on-one coaching and education? This section is unclear on this point.

b. This Deliverable also omits any reference to expected time per topic for the financial planners.

RESPONSE: The intention is for live on demand classes related to tasks 5.2(2) a, e, and f optional services. Estimated time of 30-minute classes (up to 1 hour)

32. Regarding Section 5.3 -- This Section indicates a requirement to track services by SSN.

SSN’s are always considered PII among lawyers and law firms. PII requires the same handling with extreme care as PHI, at least in my practice.

a. Is the VA concerned about tracking services utilizing PII as a reference point?

RESPONSE: VA anticipates a need to track services by caregiver PII. The Caregiver Support Program also maintains a Caregiver Record Management Application (CARMA) number that can be used as an identification resource as well to match up with the PII where needed.

b. As an attorney, I am very concerned about tracking services by SSN. This method provides more opportunities for incidental data breaches and creates more data files containing this PII which are subject to being found and stolen in a data breach.

RESPONSE: VA will require any utilization of PII to be secured in accordance with Appendix C. Based on the services provided, PII and possibly PHI will likely be encountered within the provision of the services and as such, corresponding protections are required.

c. Given that each veteran’s and caregivers’ SSN is PII, would the VA consider a tracking system where each client is given a unique identifying “client number” generated by the contractor to track provision of services?

RESPONSE: VA would consider a tracking system using our existing CARMA numbers; however, it is unlikely a Contractor would be able to provide the full array of services without also having access to the Caregiver’s PII and potentially PHI (i.e., when providing support for creation of legal documents to support the Veteran they serve).

33. Regarding Section 5.3(2)(d) – I am concerned this disclosure would invade the attorney-client privilege. Would the VA be willing to accept a system where each Deliverable has a master definition of services to be performed as part of that Deliverable and then a general statement of outcome from one of several categories?

For example, the categories could denote the service has been provided, is being provided, was not provided, or was declined by the veteran or caregiver.

Ultimately, the VA has to consider the contractual nuance usually not present in contracts for “widgets.” Here the VA is paying for legal services being provided to veterans and caregivers. This is akin to insurance companies paying for the defense of their insured. This arrangement does not create any special rules that would allow the VA to invade the attorney-client privilege without destroying that privilege.

RESPONSE: This task (Survey results) is only intended to provide the caregivers’ feedback in relation to whether the services provided met the needs of the caregivers and/or their goals. It was not intended to require specific details of the specific nuances of their services. Please refer to the summary items needed as reflected in 5.3(2)d, “…the survey summary will include: quantity surveyed, quantity responded, benefit from the service, level of improvement on ability to manage personal legal topics, and whether the services increased ability to manage the corresponding legal situation/request.” This does not entail providing the actual summary of what was within the document, but rather the perception from those surveyed (de-identified) as to the benefit of the service. So, for instance, it could say xx surveyed, xx responded, xx out of xx respondents indicated xx level of satisfaction (i.e., Extremely valuable, somewhat valuable, not valuable) for the following questions….”

34. With respect to Section 5.6, is there any objection to providing 24/7 answering services?

RESPONSE: There is no objection to providing 24/7 services. The times listed in section

5.6 reflect the minimum acceptable operational hours.

35. Is there any prohibition against subcontracting the Call Center services so long as performance standards are met?

RESPONSE: There is no prohibition against subcontracting the Call Center as long as the performance standards are met as well as the investigation requirements (corresponding background check requirements) are met in accordance with section 9.2.

36. With respect to Section 11.2, I am concerned about this section in that it authorizes the

Government to access contractor systems. The contractor in this case would be a law firm. VA access to this information would invade the necessary confidentiality of client materials and communications. This would likely destroy the attorney-client privilege for the veterans and caregivers served.

a. Has the VA considered this section’s impact on attorney-client privilege?

RESPONSE: Providing clarification/update to section 11.2 as follows: The Contractor shall provide, at the request of the PM/COR a random sampling of service summaries. In addition, at the request of the PM/COR, the contractor will send a list of client names (and/or CARMA numbers) to enable verification of eligibility). Also note, the VA has the right to inspect the Contractor’s IT systems because the Veterans and caregiver info VA is provided is considered VA information and we have a duty to protect that information. (Please see Section C1. 3(b).)

b. Has the VA considered any methodologies that would allow sampling in a manner that would not impact the attorney-client privilege?

RESPONSE: See response to question 36.a. above. This list should be provided with corresponding dates of referrals and completion of services where applicable.

37. With respect to Section 11.9 titled Quality Control, has the VA considered how the requirements of this section may also impact attorney-client privilege?

RESPONSE: VA has a requirement to ensure services are provided that meet the quality control requirements and protections of the Government.

38. With respect to contract clause C.13(a)(1), I need clarification from the VA.

Section 52.203-19 prohibits confidentiality which would prohibit the reporting of fraud or waste under the contract. I wholeheartedly endorse this proposition.

The issue is that the VA is seeking legal services under this contract. I am required to protect the confidentiality of all client communications and materials. I would be ethically obligated to ensure that any vendors, consultants, employees, etc., execute confidentiality agreements to ensure client confidentiality. I also have to demonstrate that I have adequate policies and procedures to safeguard client confidences.

Does 52.203-19 impair my ability to seek and obtain confidentiality agreements strictly related to maintaining the confidentiality of client communications and client materials?

RESPONSE: FAR clause 52.203-19 is a required clause for federal solicitations and resultant contracts. In accordance with paragraph (b), the Contractor shall not require its employees or subcontractors to sign or comply with internal confidentiality agreements or statements (as defined in paragraph (a)) prohibiting or otherwise restricting such employees or subcontractors from lawfully reporting waste, fraud, or abuse related to the performance of a Government contract.

39. With respect to Volume IV – Price, this Section includes a sentence which reads:

“Further, within the narrative the offeror shall include a signed statement of affirmation that, if selected for award, the offeror will not receive any financial gain, due to referrals for supplemental financial or legal services, beyond the profit realized as a result of this contract.”

I am concerned this sentence creates an ethical issue for any attorney or law firm. Model Rule 5.6(a) has been interpreted to prevent an attorney from making any agreement which impairs the attorney’s right to practice law.

I think this sentence also fails to fully appreciate the situation this contract will create for veterans and caregivers and the offeror. Veterans and caregivers who utilize services under this contract will become clients of the contractor’s law firm. If the offeror is worth their salt, these folks will become loyal clients who consider the offeror to be their personal lawyer for any and every issue that might arise in the future.

Again, if the offeror is worth their salt, they will feel and act the same way towards the veterans and caregivers. Ethically, all duties and obligations the lawyer owes to any client attach with full force to the representation of veterans and caregivers under this contract. Also, all rights of a lawyer to interact and communicate with their clients attach upon the creation of the attorney-client relationship. I don’t believe the VA wants the offeror’s ability to serve this population as fully as possible to be impaired by this language.

I also interpret this clause as being inserted to prohibit a contractor from profiting from add-on “products.” Any attorney who would engage in such practices does not deserve a law license.

I interpret this sentence as the VA seeking to prevent the contractor from receiving compensation for offering products like credit monitoring programs, legal services insurance plans like LegalShield, or other such “products” that might pay a referral fee or commission to the contractor. If that is the intent, it is admirable and should be addressed properly.

a. Is the VA’s concern someone may sell a veteran or caregiver some service they do not need like a credit repair plan or a legal services insurance plan like LegalShield?

RESPONSE: The main prohibition is that the Contractor shall not benefit financially from any such referrals. For example, if there is a request for services outside, such as the above examples, referrals may be made; however, a referral fee would not be allowable (in other words, it should not be financially beneficial for the Contractor to refer to outside resources).

Most of the Deliverables that are Optional services seem to have a strong connection to consumer law and consumer protection. The VA should be aware that litigation arising out of consumer law and consumer protection claims are usually handled on a contingency fee basis. This means that a veteran or caregiver would not be required to pay fees for this type of legal claim unless the veteran or caregiver recovered on their claim by settlement or judgment. Consumer lawyers routinely pay referral fees to colleagues who provide cases to them that generate contingency fees.

b. Does the VA oppose the contractor receiving referral fees arising from the successful conclusion of a referred contingency fee case?

RESPONSE: VA intends/supports referrals to community resources. See response to question 39.a. above. Litigation services are not expected to be performed for this PWS and outside the scope of this solicitation and resultant contract.

c. Does the VA interpret this sentence in question to prohibit the contractor from representing a veteran or caregiver in a contingency fee matter and receiving a contingency fee from the successful conclusion of that case?

RESPONSE: See response to question 39.b. above.

d. If yes, does the VA understand that under contingency fees, the lawyers involved finance the litigation by paying all costs and expenses through the conclusion of the case and the veteran or caregiver would owe the lawyers nothing unless there is a recovery?

RESPONSE: This is outside the scope of this solicitation and resultant contract

Consider this example, a veteran who is already a client of the contractor, loses a family member to a terrible crash involving an 18-wheeler operated by an impaired driver. The contractor is fully capable otherwise of handling the case on a contingency fee. The veteran seeks the contractor’s representation because the veteran considers the contractor to be the veteran’s personal lawyer and wants their lawyer to represent them in the case.

e. Under this example, would the VA interpret the sentence in question to prohibit the contractor from representing the veteran client and earning a contingency fee in such a scenario?

RESPONSE: This is outside the scope of this solicitation and resultant contract.

f. Under the same prior example, would the VA interpret the sentence in question to prohibit the contractor from referring the veteran client to a colleague for a referral fee?

RESPONSE: For any referrals made as a part of this contracted service/access to the caregiver’s information, the Contractor shall not receive remuneration of any kind by the Contractor for the referral itself.

g. Would the VA be willing to modify this sentence?

RESPONSE: No.

h. If yes, would the VA consider this language an acceptable modification:

i. “Further, within the narrative the offeror shall include a signed statement of affirmation that, if selected for award, the offeror will not receive any financial gain, due to referrals for supplemental financial or legal services, beyond the profit realized as a result of this contract.”

To be replaced with:

ii. Further, within the narrative the offeror shall include a signed statement of affirmation that, if selected for award, the offeror will not offer or recommend to any veteran or caregiver any extracontractual financial planning services or any financial or insurance products unless any such services or products are free to the veteran or caregiver and the offeror receives nothing of value for recommending the product or service.

Notwithstanding the foregoing, the offeror may perform extracontractual legal services for any veteran or caregiver who is offeror’s client because offeror previously provided the veteran or caregiver services under this contract. The offeror may also receive referral fees related solely to referred legal matters handled on a contingency fee basis. The offeror agrees not to seek or accept any fee or remuneration for any referred legal matter where the fee to be paid is not contingency fee based.

RESPONSE: No

40. In formulating the contract price, did the VA consider the offeror’s legal obligations that would survive the provision of services under the contract?

RESPONSE: As the government, VA’s intent is to pay for services rendered during the period of performance. Any further requests for services outside the period of performance would likely be a new interaction and not fall within the scope of the contract (and as such would be a new provision of services for this subsequent service).

The contractor shall be forthcoming in clarifying the extent to the interaction with the caregiver.

41. Is the VA aware that an offeror law firm has record retention requirements and ongoing obligations to existing clients that could survive the contract for potentially many years?

RESPONSE: The Government is unable to determine relevance of this question to this procurement.

42. The SF1449 summarizing the solicitation requires a NAICS for the prime of 541110, which is the category for Offices of Lawyers and Legal Aid Services. Due to the broad nature of services required in the solicitation, this NAICS is not consistent with the full scope of work which requires call center operations, a secure website and financial counselors. It also would severely restrict several qualified companies from participating due to the limited nature of services under this NAICS.

Would the Government consider any of the following as alternatives? 624190-Other Individual and Family Services; 541611-Administrative Management and General Management Consulting Services; or 561110-Office Administrative Services. There are also several NAICS associated with Employee Assistance Programs that would align more compatibly to the solicitations scope of work.

RESPONSE: The FAR requires the Government assign a single NAICS code and corresponding size standard to all solicitations. Based on the market research and responses to Requests for Information previously issued, VA determined NAICS 541110 is the appropriate NAICS for this solicitation.

43. Section B.2 PWS Estimated Participant projected volume. Third column indicates total expected participants by year at 15% of the total population of Caregivers. For proposal pricing, does VA have an expected percentage that may take advantage of each of the two major services (financial and legal)?

RESPONSE: See response above to question 6.b. above.

44. Section B.2 PWS Estimated Participant projected volume. Due to the wide geographic range and time zone coverage requirements that will be mapped to staffing levels, would the VHA be able to provide projected participants by region? For example, how many are in the east coast, west coast, central, US Territories, etc.

RESPONSE: Yes, VA is able to provide an estimated breakout by consortia and VISN in the table below utilizing current Primary Caregiver distribution as an approximate framework. (Data caveats: Data from the Caregiver Record Management Application (CARMA) system provides a snapshot in time, as of the point when the report was run.

Data is agile due to appeal outcomes, reinstatements, delayed data entry, and data corrections: data are therefore estimates. Each active Veteran in the PCAFC program has one Primary Family Caregiver, therefore counts for both categories are equal.)

45. Section B.2 PWS. 5.1 (1) f. Legal Services. Section states requirement for, “Educational programs relevant to local and state regulations on topics relevant to caregiving provided through webinars, websites or other venues as well as live training. . .”. Is the contractor required to develop any webinars, websites (other than noted in the PWS) or deliver live training, or can this requirement be met by referrals to other sources?

RESPONSE: The contractor is required to provide live training and webinars/websites as reflected in the PWS. Referrals to other resources are for those trainings beyond the scope of this contract. For section f. the Government intends these services to be provided by the contractor. (The corresponding referral reasons are included in the section 5.1.(1) e.).

46. Section 5.1 TASK 1 – LEGAL SERVICES, subparagraph d. Regarding guardianship, the benefit may be difficult to meet the 45 days of service completion date. Factors include: getting on the court document, continuance(s) and/or a party contesting. In our experience, the average an uncontested conservatorship would be 2-3 months. In certain states it is referred as a conservatorship and the caregiver with an attorney would be the parties that must petition the court. Different states will have their own nomenclature, process, etc., making it challenging to identify a single process that would be consistent with each state. In addition, legal fees for an uncontested conservatorship can range from $3,000-$5,000 and does not include filing or related court fees. Is this

Regional Consortia

VISN

Percent of Unique PCAFC Veterans and Primary Family Caregivers as of March 24, 2022

MIDCON VISN 10 6%

VISN 12 3%

VISN 15 3%

VISN 23 4%

MIDCON Total 17%

SSNC VISN 06 9%

VISN 07 8%

VISN 08 13%

VISN 09 4%

VISN 16 4%

SSNC Total 38%

VANEC VISN 01 4%

VISN 02 5%

VISN 04 3%

VISN 05 3%

VANEC Total 14%

WSNC VISN 17 8%

VISN 19 4%

VISN 20 3%

VISN 21 7%

VISN 22 9%

WSNC Total 31% Grand Total 100% program only required to provide counseling and assist with completion of instruments?

With respect to the continuation of service to include court appearances, would the Government consider an option that permits the Caregiver to retain the attorney with a 25% discount on the attorney's fee schedule?

RESPONSE: VA has added clarification in the PWS to address this question. VA’s intent is that the attorney will provide assistance with the process and general steps. If the caregiver requires additional services beyond the allotted 30-minute sessions, then the Contractor may refer the caregiver to resources to provide additional support. Please also see updated task under 5.1(1) d.

47. Section 5.1 TASK 1 – LEGAL SERVICES, subparagraph e.