36C25224Q0115.docx

36C25224Q0115

PAGE 1 OF

1. REQUISITION NO.

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NO.

5. SOLICITATION NUMBER

6. SOLICITATION ISSUE DATE

a. NAME

b. TELEPHONE NO. (No Collect Calls)

8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY

CODE

10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE:

% FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ

IFB

RFP

15. DELIVER TO

CODE

16. ADMINISTERED BY

CODE

17a. CONTRACTOR/OFFEROR

CODE

FACILITY CODE

18a. PAYMENT WILL BE MADE BY

CODE

TELEPHONE NO.

UEI:

EFT:

PHONE:

FAX:

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN OFFER 18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK BELOW IS CHECKED

SEE ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

(Use Reverse and/or Attach Additional Sheets as Necessary)

25. ACCOUNTING AND APPROPRIATION DATA

26. TOTAL AWARD AMOUNT (For Govt. Use Only) 27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 AND 52.212-5 ARE ATTACHED. ADDENDA

ARE

ARE NOT ATTACHED.

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA

ARE

ARE NOT ATTACHED

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN _______________

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY

(BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER) 30b. NAME AND TITLE OF SIGNER (TYPE OR PRINT) 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER (TYPE OR PRINT) 31c. DATE SIGNED

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. NOV 2021)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30

None 537-24-1-884-0001 36C25224Q0115 11-22-2023 Pasholk,Susan 414-844-4846 12-05-2023 10:00

CST

36C252 Department of Veterans Affairs Great Lakes Acquisition Center (GLAC) 115 S 84th Street, Suite 101 Milwaukee WI 53214-1476 541611 $24.5 Million N/A X 36C252

JESSE BROWN VA MEDICAL CENTER

Department of Veterans Affairs 820 S. Damen Avenue Chicago IL 60612-4223 36C252 Department of Veterans Affairs Great Lakes Acquisition Center (GLAC) 115 S 84th Street, Suite 101 Milwaukee WI 53214-1476

Department of Veterans Affairs Financial Services Center PO Box 149971 Austin TX 78714-9971 877-353-9791 512-460-5540 See CONTINUATION Page

LOAN SERVICING FOR JESSE BROWN VA MEDICAL CENTER

PER STATEMENT OF WORK.

SERVICE CONTRACT LABOR STANDARDS APPLY.

DOL WD 2015-5017 REV-24 DATED 7.7.2023 IS ATTACHED AND

APPLIES.

VA POC: JACKIE HUANG 312-569-6509

CO: SUSAN PASHOLK 414-844-4846

BASE PERIOD DATE OF AWARD - 9/30/2024

OPTION PERIOD 1 10/1/2024 - 9/30/2025

OPTION PERIOD 2 10/1/2025 - 9/30/2026

OPTION PERIOD 3 10/1/2026 - 9/30/2027

OPTION PERIOD 4 10/1/2027 - 9/30/2028

See CONTINUATION Page

537-3640152-885-841300-2580 SP80BPBA1

X X X

SUSAN PASHOLK

CONTRACTING OFFICER

B.1 CONTRACT ADMINISTRATION DATA (continuation from Standard Form 1449)

OFFERORS MUST COMPLETE AND RETURN ALL INFORMATION DESIGNATED HEREIN PRIOR TO THE TIME SPECIFIED IN BLOCK 8 OF SF 1449 IN ORDER TO BE CONSIDERED FOR AWARD.

ACKNOWLEDGMENT OF AMENDMENTS: The offeror acknowledges receipt of amendments to the Solicitation numbered and dated as follows:

1. CONTRACT ADMINISTRATION: All contract administration matters will be handled by the following individuals:

1. CONTRACTOR:

CONTRACTOR NAME _____________________________________

ADDRESS ________________________________________________

CITY-STATE-ZIP __________________________________________

POINT OF CONTACT/TITLE ________________________________

SAM UEI NO. ____________________________________________

CAGE CODE _____________________________________________

1. GOVERNMENT: SUSAN PASHOLK, CONTRACTING OFFICER

CONTRACTING OFFICE CODE: 36C252

MILWAUKEE WI 53214

1. ACQUISITION OF COMMERCIAL ITEMS:

This Request for Quote (RFQ) solicitation is issued under the authority of FAR Part 12 Acquisition of Commercial Items and FAR Part 13 Simplified Acquisition Procedures. FAR Part 15 will not be used. The procedures in Part 12 used in conjunction with Part 13 allow the Government to procure services resembling those in the commercial marketplace and streamline the procurement process. From this RFQ, the Government intends to award a firm fixed price contract where the contractor provides a price that is not subject to any adjustment on the basis of the contractor’s cost experience in performing the contract. (Note: The terms “offeror” and “quoter” are both used in this Solicitation. For the purposes of this Solicitation, these terms are interchangeable; there is no difference in meaning between the two.)

1. SET-ASIDE (If any): See box 10 of STANDARD FORM 1449

1. SOLICITATION TIMELINE SUMMARY:

A. RFQ QUESTIONS:

In order to maintain integrity of this solicitation and subsequent award date, all offerors are advised that any question and answer requests must be submitted in a written form via e-mail to the Contracting Officer SUSAN.PASHOLK@VA.GOV no later than WEDNESDAY NOVEMBER 29, 2023 AT 9:00 AM LOCAL TIME. Contracting will issue a consolidated response via solicitation amendment to https://beta.sam.gov Contract Opportunities within 2 business days to all parties

B. SOLICITATION CLOSES/QUOTES DUE:

See box 8 of STANDARD FORM 1449 or most recent Amendment.

C. SUBMISSION OF QUOTE:

See 52.212-1 Instructions to Offerors—Commercial Products and Commercial Services and addendum for specific instructions to offerors

1. CONTRACTING OFFICER AUTHORITY:

The Contracting Officer is the only person authorized to approve changes or modify any of the requirements under this contract. The Contractor shall communicate with the Contracting Officer on all matters pertaining to contract administration. Only the Contracting Officer is authorized to make commitment or issue changes that will affect price, quantity, or quality of performance of this contract. In the event the Contractor effects any such change at the direction of any person other than the Contracting Officer, the change shall be considered to have been made without authority and no adjustment will be made in the contract price to cover any increase in cost incurred thereof.

1. INVOICES:

5. All payments by the Government to the contractor will be made in accordance with: FAR 52.232-33 PAYMENT BY ELECTRONIC FUNDS TRANSFER – SYSTEM FOR AWARD MANAGEMENT (OCT 2018)

5. Invoices shall be submitted in arrears in accordance with: 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV 2018)

5. Payments shall be made in arrears upon receipt of a properly prepared invoice

5. Facsimile, e-mail, and scanned documents are not acceptable forms of submission for payment requests.

5. The VA has mandated electronic invoice submission to the Veterans Affairs Financial Services Center (VAFSC). VAFSC has partnered with Tungsten Network e-Invoicing network, for submissions of all electronic invoices to VA. Tungsten Network electronic invoicing is free to all VA vendors. In order to submit electronic invoices, all VA vendors must register with Tungsten Network by submitting an email to VA.Registration@Tungsten-Network.com or calling 1-877-489-6135 for Enrollment.

5. Contractor shall submit an electronic invoice by the tenth (10th) of the following month services were performed to the Veterans Affairs Financial Services Center (VAFSC) e-Invoice through the website at https://portal.Tungsten-Network.com/Login.aspx. For questions regarding the submission of VA electronic invoices, Tungsten Network customer service may be contacted at 1-877-489-6135.

5. All invoices shall reference the vendor name and address, customer name, contract number, appropriate obligation/funding order number, description of services provided, quantity, unit price, and total invoice amount (any additional info). Invoices shall also include any payment discount terms.

5. VA’s Electronic Invoice Presentment and Payment System – The Veterans Affairs Financial Services Center (VAFSC) uses a third-party contractor, Tungsten Network e-Invoice, to transition vendors from paper to electronic invoice submission. Please go to this website: http://www.tungsten-network.com/customer-campaigns/veteransaffairs/ to begin submitting electronic invoices, free of charge.

5. As of July 1, 2020, the VA10091 form has been eliminated and the VAFSC is requiring our vendors to update and add their information in the Customer Engagement Portal (CEP) at https://www.cep.fsc.va.gov/. This is for new vendors being added to FMS only.

5. For assistance setting up e-Invoice, the below information is provided:

* Tungsten Network e-Invoice Setup Information: 1-877-489-6135

* Tungsten Network e-Invoice email: VA.Registration@Tungsten-Network.com

* FSC e-Invoice Contact Information: 1-877-353-9791

* FSC e-invoice email: vafsccshd@va.gov

1. FACILITY REQUIREMENTS:

In addition to any other requirements set forth in this Contract, the Contractor, including its employees, agents, and subcontractors (collectively “the Contractor”), shall comply with the following facility requirements. Failure to comply with these requirements shall be considered a material breach of this Contract and may be a violation of Federal law resulting in charges answerable in the United States District Court.

1. Contractor is responsible to follow all on site facility policies

1. All VA property is considered Federal property and all Federal laws are applicable.

1. It is the responsibility of the Contractor to park in the appropriate designated parking areas. Information on parking is available from the VA Police Section. The VA will not invalidate or make reimbursement for parking violations of the Contractor under any conditions.

1. All VA facilities are drug free. Possession of drugs, to include Marijuana and all Marijuana bi-products are prohibited. Enclosed containers, including tool kits, shall be subject to search. Violations of VA regulations may result in citation answerable in the United States (Federal) District Court, not a local district, state, or municipal court.

1. All contractor personnel are required to adhere to all VA rules and regulations.

1. Smoking is prohibited on the entire campus, both inside and outside the VA Facility

1. Possession of weapons is prohibited. Enclosed containers, including tool kits, shall be subject to search. Violations of VA regulations may result in citation answerable in the United States (Federal) District Court, not a local district, state, or municipal court.

1. VHA DIRECTIVE 1192: This Veterans Health Administration (VHA) directive establishes policy and provides guidance for the prevention of seasonal influenza in VHA facilities through the vaccination or masking of health care personnel (HCP). AUTHORITY: Title 38 United States Code (U.S.C.) 7301(b), 7318(b). Contractor is responsible in ensuring that all aspects of this directive are implemented, including providing face masks and influenza vaccines for all employees working at a VA facility.

1. SECURITY & PRIVACY CONTROL:

The Authorization & Accreditation (A&A) requirements of VHA Handbook 6500.6 do not apply to this requirement, therefore, a Security Accreditation Package is not required. No A&A or MOU/ISA is required. Sensitive information exposure as part of this contract involves applicable security controls within the facility as part of the VA Information Security If there are any questions related to privacy, please have a member of your staff contact the VA Privacy Service at (202) 461-6309. If there are any questions related to the information security, please have a member of your staff contact the Office of Cyber Security at (304) 262-7733.

Issuance of visitor passes is the responsibility and at the discretion of each Facility Director. Visitor passes may be issued to individuals requiring short-term access to a VA facility for a period not to exceed 15 days in a 365-day period. Visitor passes are issued on a daily basis and expire at the end of the day of issuance. Visitor passes are issued following, at a minimum, review of one valid and current State or Federal government issued photo ID. Visitors must be escorted in areas restricted to the general public.

Incidental exposure to Veteran personal information shall be treated as protected information.

A.1 PRICE/COST SCHEDULE

ITEM INFORMATION

LOAN SERVICING PER STATEMENT OF WORK RELATED TO TASKS 7.1 -7.6

Contract Period: Base POP Begin: 10-01-2023 POP End: 09-30-2024 PRINCIPAL NAICS CODE: 541611 - Administrative Management and General Management Consulting Services PRODUCT/SERVICE CODE: R710 - Support - Management: Financial

OPTIONAL: OWNERSHIP TRANSFERS

POP Begin: 10-01-2023 POP End: 09-30-2024

OPTIONAL: PREPAYMENT OF MORTGAGE

OPTIONAL: INITIAL ASSESSMENT OF DELINQUENCY

OPTIONAL: DETAILED ASSESSMENT OF DELINQUENCY

LOAN SERVICING PER STATEMENT OF WORK RELATED TO TASKS 7.1 -7.6

Contract Period: Option 1 POP Begin: 10-01-2024 POP End: 09-30-2025

OPTIONAL: OWNERSHIP TRANSFERS

POP Begin: 10-01-2024 POP End: 09-30-2025

OPTIONAL: PREPAYMENT OF MORTGAGE

OPTIONAL: INITIAL ASSESSMENT OF DELINQUENCY

OPTIONAL: DETAILED ASSESSMENT OF DELINQUENCY

Contract Period: Option 2 POP Begin: 10-01-2025 POP End: 09-30-2026

LOAN SERVICING PER STATEMENT OF WORK RELATED TO TASKS 7.1 -7.6

POP Begin: 10-01-2025 POP End: 09-30-2026

OPTIONAL: OWNERSHIP TRANSFERS

OPTIONAL: PREPAYMENT OF MORTGAGE

OPTIONAL: INITIAL ASSESSMENT OF DELINQUENCY

OPTIONAL: DETAILED ASSESSMENT OF DELINQUENCY

LOAN SERVICING PER STATEMENT OF WORK RELATED TO TASKS 7.1 -7.6

Contract Period: Option 3 POP Begin: 10-01-2026 POP End: 09-30-2027

OPTIONAL: OWNERSHIP TRANSFERS

POP Begin: 10-01-2026 POP End: 09-30-2027

OPTIONAL: PREPAYMENT OF MORTGAGE

OPTIONAL: INITIAL ASSESSMENT OF DELINQUENCY

OPTIONAL: DETAILED ASSESSMENT OF DELINQUENCY

LOAN SERVICING PER STATEMENT OF WORK RELATED TO TASKS 7.1 -7.6

Contract Period: Option 4 POP Begin: 10-01-2027 POP End: 09-30-2028

OPTIONAL: OWNERSHIP TRANSFERS

POP Begin: 10-01-2027 POP End: 09-30-2028

OPTIONAL: PREPAYMENT OF MORTGAGE

OPTIONAL: INITIAL ASSESSMENT OF DELINQUENCY

OPTIONAL: DETAILED ASSESSMENT OF DELINQUENCY

STATEMENT OF WORK

U.S. Department of Veterans Affairs (VA) Jesse Brown VA Medical Center Loan Guarantee Program & Loan Servicing for St. Leo’s Residence for Homeless Veterans & VA Community Based Outpatient Clinic CBOC Construction/Payment Loans Guaranteed by VA

1. Overview. On any given day, thousands of American Veterans are living in the streets or in emergency shelters, and perhaps twice as many experience homelessness at some point during the course of a year. Section 601 of Public L aw 105-368 authorized VA to develop a loan guarantee program (the “Program”) to assist in financing supportive multifamily transitional housing. Through this Program, VA previously funded a loan to support the development of Catholic Charities’ St. Leo’s Residence in Chicago, Illinois.

As the borrower for this loan guarantee, Catholic Charities must commit to:

1) Provide housing to homeless Veterans;

2) Provide on-site supportive services and counseling services (including job counseling) with the goal of making resident Veterans self-sufficient;

3) Require Veterans to seek, to obtain, and to maintain employment; and

4) Charge a reasonable fee for occupying a bed in the facility.

In summary, the Contractor shall provide loan servicing directly related to VA’s loan to Catholic Charities and its St. Leo’s Residence in Chicago, Illinois. Servicing shall be for one loan that involves several escrow accounts, monthly reporting of a reserve account used to pay vendors for maintenance, etc. Specific loan servicing requirements are provided in Section 7.0 (Required Tasks) of this Statement of Work. Work shall take place at Contractor’s permanent place of business utilizing their permanent staff. Electronic Data Interchange (EDI) is not a requirement of this service. The Government will not provide equipment for this service.

This is a firm-fixed-price contract and there are no other direct costs that will be paid. Optional line items will be exercised if those services are required to be performed during the contract period of performance.

2. General Program Specifications for Loan Guarantees. Program funds have been delivered as permanent guaranteed loan to Catholic Charities for the development of the St. Leo’s Residence. The facility may include commercial space, such as space for neighborhood retail services or job training programs.

3. Borrower (Catholic Charities). VA has issued one loan guarantee for St. Leo Residence in Chicago, Illinois.

The St. Leo’s Residence is operated by Catholic Charities (the borrower):

· Provides housing to eligible homeless Veterans;

· Has the obligation of repaying the program loan in full with interest;

· Works with local VA staff to provide supportive services to residents; and

· Maintains continuing control over the Multifamily Transitional Housing Project.

4. Scope: The Contractor (Servicer) performing service under this contract shall provide VA with service to loans according to the terms of a servicing agreement and executed loan documents. Under this contract, the Contractor, acting as an agent of VA, will be expected to provide permanent loan servicing and, if necessary, special servicing of defaulted mortgage loans. While the Contractor’s client is VA, the Contractor is also expected to be responsive to requests from the Federal Financing Bank (FFB).

The Contractor shall perform the loan servicing responsibilities highlighted above and as customary in the mortgage industry. The Contractor will be expected to communicate directly with the borrower, representing the interests of VA and FFB.

5. Period of Performance. Services shall be provided in accordance with this Statement of Work and all terms, conditions, and provisions of the resulting contract for a base period 12-months and four 12-month option periods to be exercised solely at the discretion of the Government. The Government is under no obligation to exercise any option period. The total duration of this contract, including the exercise of any options, may not exceed five years. The Contractor shall perform no services following the end of a given period of performance, unless or until the Contracting Officer authorizes such services in writing.

Following are the periods of performance under this contract:

Base Year: Date of Award – September 30, 2024 Option Year 1: October 1, 2024 – September 30, 2025 Option Year 2: October 1, 2025 – September 30, 2026 Option Year 3: October 1, 2026 – September 30, 2027 Option Year 4: October 1, 2027 – September 30, 2028

6. Place of Performance: Tasks under this contract shall be performed at the Contractor’s place of business.

7. Required Tasks: The contractor shall perform tasks as follow:

7.1 TASK 1: General Requirements – Funds Collection & Disbursement:

7.1.1 Collect all borrower payments (inclusive of principal, interest, taxes, insurance and reserves) on a monthly basis and maintain all appropriate books and records to accurately track the borrower’s debt in accordance with all necessary agency and federal requirements;

7.1.2 Hold monthly loan installments and funds received to cover escrow and reserve payments in trust in segregated collection accounts. Unless otherwise authorized by VA in writing, each custodial account must be insured by the Federal Deposit Insurance Corporation ("FDIC"). All custodial account records must be maintained in a manner consistent with prudent industry practices and must be readily accessible to VA's representatives;

7.1.3 Remit the principal and interest payments to VA on a monthly basis within 24 hours of receipt and deposit the taxes, insurance and reserve funds into named accounts acceptable to VA and FFB. The process by which the Servicer will remit these funds to VA will be negotiated as part of the servicing agreement;

7.1.4 Disburse appropriate funds to pay or reimburse real estate taxes, property insurance and reserve draws;

7.1.5 Determine whether any delinquency exists in payment of principal and interest, escrow and reserve accounts; and

7.1.6 Maintain records of all funds received from borrower and disbursed, including wire transfer receipts.

7.2 TASK 2: General Escrow Administration and Analysis:

The Contractor shall provide the following services and associated deliverables:

7.2.1 Analyze escrow records annually;

7.2.2 Maintain records that document payment of real estate taxes, special assessments, insurance premiums, etc.;

7.2.3 Pay cost of any penalty or late fee incurred as a result of failure to effect timely payment of these items;

7.2.4 Determine that insurance coverage meets minimum requirements and provide VA with a confirmation memo to this effect; and

7.2.5 Certify to VA in writing that all escrow account collections and disbursements have been made by March 31 of each year.

7.3 TASK 3: Repair/Replacement Escrow Administration:

The Contractor shall provide the following services and associated deliverables:

7.3.1 Administer completion of all work tasks included as part of repair/replacement escrow;

7.3.2 Authorize disbursements from repair/replacement escrow and document that all repairs/capital replacements are completed satisfactorily; and

7.3.3 Confirm that repairs are completed according to the repair/capital replacement agreement as part of annual property inspection.

7.4 TASK 4: Uniform Commercial Code (UCC) Renewals:

The Contractor shall provide the following services and associated deliverables:

7.4.1 Retain original stamped copies of all UCC financing statements; and

7.4.2 Monitor expiration date of financing statements files and take steps to file and record the UCC continuation statements.

7.5 TASK 5: Loan Reporting and Accounting:

The Servicer shall provide the following services and associated deliverables:

7.5.1 On a monthly basis, input borrower's monthly principal and interest and escrow payment amounts into VA's standardized monthly report template (requires Contractor have access to Microsoft Excel 2013 or later version); notify VA if there is a shortage of funds to make semi-annual Federal Financing Bank (FFB) payment; verify (and reconcile as necessary) that fund balances in all custodial accounts match balances on the Contractor/Servicer's mortgage loan accounting system. Standardized monthly report is due by the 15th of each month and bank statements are due no later than thirty days after the end of each month or sooner if available.

7.5.2 On a quarterly basis, input data into VA's standardized quarterly asset management reports, used to analyze loan performance and project operations. Information tracked includes budget variances, debt coverage ratios, occupancy trends, borrower/project risk factors, overview of project operations, etc. In addition to quantitative measures, the Contractor will also be required to input into the template detailed narrative descriptions of project’s quarterly performance, including financial and operational accomplishments, challenges, lessons learned and key risk factors. Standardized quarterly report is due no later than 30 days after the end of each quarter.

7.5.3 On a quarterly basis, establish appropriate methods for monitoring financial viability of depositories and confirm and document on a quarterly basis that all of the custodial accounts meet minimum VA eligibility requirements.

7.5.4 On an annual basis, conduct review and analysis of project's audited financial statements in accordance with Housing and Urban Development (HUD) 4370.1, Reviewing Annual and Monthly Financial Reports (http://www.hud.gov/offices/adm/hudclips/handbooks/hsgh/4370.1/index.cfm). Provide VA with memo summarizing analysis within 30 days of receipt of audited financial statements.

7.5.5 On an annual basis, provide borrower with annual mortgage account statement for the previous year by January 31st.

7.5.6 Over the life of the contract, ensure compliance with all applicable Internal Revenue Service (IRS) reporting requirements.

7.5.7 On a periodic basis, participate in status meetings and/or conference calls, as requested by VA. All status meetings and conference calls will be scheduled with reasonable advanced notice to the Contractor.

7.6 TASK 6: Record keeping:

The Servicer shall maintain accurate accounting and borrower payment records. VA or its designees may examine any of the records and accounting reports associated with loans serviced on behalf of VA or in which VA holds an interest, the borrowers’ remittances and any other reports and documentation necessary to establish the Servicer’s compliance with VA at any reasonable time.

VA may:

7.6.1 Monitor all monthly accounting reports submitted by the Contractor;

7.6.2 Conduct procedural reviews during periodic visits to the Contractor’s place of business;

7.6.3 Conduct, from time to time, in-depth audits of the Contractor’s internal records and operating procedures;

7.6.4 Among other things, examine the Contractor’s financial records, the borrowers’ escrow accounts used by the Servicer; and request individual loan payment histories to ensure proper administration of borrowers’ accounts; and 7.6.5 Require a copy of the Contractor/Servicer’s annual certified and audited financial statements within 90 days after business end of year.

7.7 TASK 7 (Optional): Ownership Transfers

7.7.1 The Contractor’s shall continuously monitor for unauthorized transfers of ownership over the life of the contract. In the event the borrower requests a transfer of ownership, the Servicer shall notify VA within one business day of recognition of the issue.

7.7.2 At the option of VA (and acknowledged in writing by the Contracting Officer), the Contractor shall assist VA by reviewing the underwriting package and, with VA agreement, approving and executing the transfer and loan assumption.

7.8 TASK 8 (Optional): Prepayment of Mortgage

7.8.1 The Contractor shall notify VA within one business day of any borrower request to prepay a mortgage. At the request of VA (and authorized in writing by the Contracting Officer), the Servicer shall review the borrower's request to prepay a mortgage in whole or in part. Upon approval of the request by the COR and the FFB, the Contractor shall accept a prepayment of principal in whole or in part, but only if the prepayment is made in accordance with the terms of the note.

7.9 TASK 9 (Optional): Initial Assessment of Delinquency

7.9.1 If the loan becomes 30-days delinquent, the Contractor shall notify VA within one business day of the matter. If requested by VA (and authorized in writing by the Contracting Officer), the Contractor shall prepare its Initial Assessment of Delinquency based on the 30-day delinquency and submit it to VA via email, fax, or mail no later than the 35th day of delinquency. The Contractor shall perform the following tasks as part of the initial assessment of delinquency (i.e., 30-days delinquent). On the 30th day of delinquency, and with the written approval of the Contracting Officer, the Servicer shall:

• Send the borrower a formal written notice of delinquency;

• Initiate a process to obtain control of the rents and/or net operating income through a lockbox; and

• Prepare and send to the borrower a Pre-Negotiation Letter.

7.10 TASK 10 (Optional): Detailed Assessment of Delinquency / Special Servicing

7.10.1 For loans that become delinquent, VA reserves the option to require special servicing for such loans. Special servicing responsibilities for delinquent loans include, but are not necessarily limited to:

• Late Fee Assessment;

• Initial and Detailed Delinquency Assessments;

• Recommendation for Resolution;

• Workout Plan Development;

• Foreclosure, as appropriate and as directed by VA;

• Ongoing Post-Foreclosure Management; and

• Post-Foreclosure Property Marketing and Sales.

8.0 Schedule of Deliverables:

Task 7.1.2 Hold monthly loan installments and funds received to cover escrow and reserve payments

Monthly

Task 7.1.3 Remit the principal and interest payments to VA and deposit taxes, insurance and reserve into named accounts

Within 24 hours of receipt

Within 24 hours of receipt

Task 7.2.2 Maintain records that document payment of RE taxes, special assessments, insurance premiums, etc.

Task 7.2.3 Pay cost of any penalty or late fee incurred as a result of failure to effect timely payment of these items;

Task 7.2.4 Determine that insurance coverage meets minimum requirements and provide VA with a confirmation memo to this effect; and

Task 7.2.5 Certify to VA in writing that all escrow account collections and disbursements have been made by March 31 of each year.

Annually

Task 7.31 Administer completion of all work tasks included as part of repair/replacement escrow

Task 7.3.2 Authorize disbursements from repair/replacement escrow and document that all repairs/capital replacements are completed satisfactorily

Task 7.3.3 Confirm that repairs are completed according to the repair/capital replacement agreement as part of annual property inspection.

Task 7.4.1 Retain original stamped copies of all UCC financing statements

Task 7.4.2 Monitor expiration date of financing statements files and take steps to file and record the UCC continuation statements

Task 7.5.1 Input borrower's monthly principal and interest and escrow payment amounts into VA's standardized monthly report template

Task 7.5.2 Input data into VA's standardized quarterly asset management reports, used to analyze loan performance and project operations. Information tracked includes budget variances, debt coverage ratios, occupancy trends, borrower/project risk factors, overview of project operations, etc.

Quarterly

Task 7.5.3 Establish appropriate methods for monitoring financial viability of depositories and confirm and document on a quarterly basis that all of the custodial accounts meet minimum VA eligibility requirements.

Quarterly

Task 7.5.4 Conduct review and analysis of project's audited financial statements in accordance with HUD 4370.1

Task 7.5.5

Provide borrower with annual mortgage account statement for the previous year

Task 7.5.6 Over the life of the contract, ensure compliance with all applicable IRS reporting requirements

Task 7.5.7 On a periodic basis, participate in status meetings and/or conference calls, as requested by VA. All status meetings and conference calls will be scheduled with reasonable advance notice to the Contractor.

Task 7.6.1 Monitor all monthly accounting reports submitted by the Servicer

Task 7.6.2 Conduct, from time to time, in-depth audits of the Servicer’s internal records and operating procedures

Task 7.6.3 Among other things, examine the Servicer’s financial records, the borrowers’ escrow accounts used by the Servicer; and request individual loan payment histories to ensure proper administration of borrowers’ accounts

Task 7.6.4

Require a copy of the Servicer’s annual certified and audited financial statements within 90 days after business end of year

Task 7.7.2 Ownership Transfers (Optional Servicing)

TBD

Task 7.8.1 Prepayment of Mortgage (Optional Servicing)

Task 7.9.1 Initial Assessment of Delinquency (Optional Servicing)

Task 7.10.1 Detailed Assessment of Delinquency/Special Servicing (Optional Servicing)

9.0 Record Keeping: The Program Office shall establish and maintain a record keeping system that will record the services performed by the Contractor's employee(s). Any incidents of Contractor noncompliance as evidenced by the monitoring procedure shall be forwarded immediately to the Contracting Officer. Documentation of services performed shall be reviewed prior to certifying payment. The Program Office shall pay for services actually performed and in strict accordance with Schedule of Supplies/Services above. Contract monitoring and record-keeping procedures shall be sufficient to ensure proper payment and allow audit verification that services were provided.

10.0 Travel: The Government does not anticipate a need for Contractor travel under this contract. If travel related to the services provided under this contract becomes necessary, it shall be mutually agreed upon by the VA and the Contractor. Contractor shall provide an all-inclusive quote when travel is necessary. Travel shall be paid either by Government Purchase Card or via modification to this contract.

11.0 Notice to the Contracting Officer. Contractor shall, in writing, keep the Contracting Officer informed of any unusual circumstances in conjunction with performance of this contract.

12.0 Contracting Officer’s Representative (COR). VA shall provide the Contractor with the name, title, and telephone number of the COR at the time of contract award. The COR will be VA official responsible for verifying contract performance and reviewing/approving Contractor invoices.

13.0 Contract Administration Data. The Contracting Officer is the only person authorized to approve changes or modify any of the requirements of this contract. The Contractor shall communicate with the Contracting Officer on all matters pertaining to contract administration. Only the Contracting Officer is authorized to make commitments or issue changes that shall affect price, quantity or quality of performance of this contract. The COR will be responsible for the overall technical administration of this contract as outlined in the COR Delegation of Authority.

SECTION C - CONTRACT CLAUSES

C.1 FAR 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS (NOV 2023) is incorporated by reference.

ADDENDUM to FAR 52.212-4 CONTRACT TERMS AND CONDITIONS--COMMERCIAL ITEMS:

C.2 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract order incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es):

http://www.acquisition.gov/far/index.html http://www.va.gov/oamm/oa/ars/policyreg/vaar/index.cfm The following clauses are incorporated by reference:

SMALL BUSINESS SUBCONTRACTORS

C.3 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor 5 calendar days prior to the contract’s performance period end. The “specified” rates under this clause will be those rates in effect under the contract each time an option is exercised under this clause.

(End of Clause)

C.4 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor 15 calendar days prior to the contract’s performance period end; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 30 calendar days prior to contract’s performance period end. The preliminary notice does not commit the Government to an extension.

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

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed FIVE (5) years.

(End of Clause)

C.5 VAAR 852.201-70 CONTRACTING OFFICER’S REPRESENTATIVE (DEC 2022)

The Contracting Officer reserves the right to designate representatives to act for him/her in furnishing technical guidance and advice or generally monitor the work to be performed under this contract. Such designation will be in writing and will define the scope and limitation of the designee’s authority. A copy of the designation letter shall be furnished to the Contractor.

(End of clause)

C.6 VAAR 852.203-70 COMMERICAL ADVERTISING (MAY 2018)

The Contractor shall not make reference in its commercial advertising to Department of Veterans Affairs contracts in a manner that states or implies the Department of Veterans Affairs approves or endorses the Contractor’s products or services or considers the Contractor’s products or services superior to other products or services.

(End of clause) C.7 VAAR 852.215-70 SERVICE-DISABLED VETERAN-OWNED AND VETERAN-OWNED SMALL BUSINESS EVALUATION FACTORS (JAN 2023)(DEVIATION)

(a) In an effort to achieve socioeconomic small business goals, VA shall evaluate offerors based on their service-disabled Veteran-owned or Veteran-owned small business certification status and their proposed use of eligible certified service-disabled Veteran-owned small businesses (SDVOSBs) and certified Veteran-owned small businesses (VOSBs) as subcontractors.

(b) Eligible and certified service-disabled Veteran-owned small businesses offerors will receive full credit, and offerors qualifying as Veteran-owned small businesses will receive partial credit for the certified Service-Disabled Veteran-Owned and Veteran-Owned Small Business Status evaluation factor. To receive credit, an offeror must be listed at the time of submission of offers and at time of award, as a certified SDVOSB/VOSB in the SBA certification database on the SBA Veteran Small Business Certification Program portal at https://veterans.certify.sba.gov/ (see 13 CFR 128) and be otherwise eligible in accordance with SBA size standards for the acquisition and limitations on subcontracting requirements set forth in SBA regulations (see 13 CFR 121, 125 and 128).

(c) Non-Veteran offerors proposing to use certified SDVOSBs or VOSBs as subcontractors will receive some consideration under this evaluation factor. Offerors must state in their proposals the names of the certified SDVOSBs and VOSBs with whom they intend to subcontract and provide a brief description of the proposed subcontracts and the approximate dollar values of the proposed subcontracts. In addition, the proposed subcontractors must be listed at the time of submission of offers and at time of award, as a certified SDVOSB/VOSB in the SBA certification database.

(d) Pursuant to 38 U.S.C. 8127(g), any business concern that is determined by VA to have willfully and intentionally misrepresented a company’s SDVOSB/VOSB status is subject to debarment for a period of not less than five years. This includes the debarment of all principals in the business.

(End of clause)

C.8 VAAR 852.215-71 EVALUATION FACTOR COMMITMENTS (SEP 2019)

(a) The offeror agrees, if awarded a contract, to use the service-disabled Veteran-owned small businesses (SDVOSBs) or Veteran-owned small businesses (VOSBs) proposed as subcontractors in accordance with 852.215–70, Service-Disabled Veteran-Owned and Veteran-Owned Small Business Evaluation Factors, or to substitute one or more SDVOSBs or VOSBs for subcontract work of the same or similar value.

(b) Pursuant to 38 USC 8127(g), any business concern that is determined by VA to have willfully and intentionally misrepresented a company’s SDVOSB/VOSB status is subject to debarment for a period of not less than five years. This includes the debarment of all principals in the business.

(End of clause)

C.9 VAAR 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV 2018)

(a) Definitions. As used in this clause-

(1) Contract financing payment has the meaning given in FAR 32.001.

(2) Designated agency office means the office designated by the purchase order, agreement, or contract to first receive and review invoices. This office can be contractually designated as the receiving entity. This office may be different from the office issuing the payment;

(3) Electronic form means an automated system transmitting information electronically according to the accepted electronic data transmission methods and formats identified in paragraph (c) of this clause. Facsimile, e-mail, and scanned documents are not acceptable electronic forms for submission of payment requests;

(4) Invoice payment has the meaning given in FAR 32.001; and

(5) Payment request means any request for contract financing payment or invoice payment submitted by the Contractor under this contract.

(b) Electronic payment requests. Except as provided in paragraph (e) of this clause, the Contractor shall submit payment requests in electronic form. Purchases paid with a Government-wide commercial purchase card are considered to be an electronic transaction for purposes of this rule, and therefore no additional electronic invoice submission is required.

(c) Data transmission. A Contractor must ensure that the data transmission method and format are through one of the following:

(1) VA’s Electronic Invoice Presentment and Payment System at the current website address provided in the contract.

(2) Any system that conforms to the X12 electronic data interchange (EDI) formats established by the Accredited Standards Center (ASC) and chartered by the American National Standards Institute (ANSI)

(d) Invoice requirements. Invoices shall comply with FAR 32.905.

(e) Exceptions. If, based on one of the circumstances below, the Contracting Officer directs that payment requests be made by mail, the Contractor shall submit payment requests by mail through the United States Postal Service to the designated agency office. Submission of payment requests by mail may be required for—

(1) Awards made to foreign vendors for work performed outside the United States;

(2) Classified contracts or purchases when electronic submission and processing of payment requests could compromise the safeguarding of classified or privacy information;

(3) Contracts awarded by contracting officers in the conduct of emergency operations, such as responses to national emergencies;

(4) Solicitations or contracts in which the designated agency office is a VA entity other than the VA Financial Services Center in Austin, Texas; or

(5) Solicitations or contracts in which the VA designated agency office does not have electronic invoicing capability as described above.

(End of clause)

C.10 VAAR 852.242.71 ADMINISTRATIVE CONTRACTING OFFICER (OCT 2020)

The Contracting Officer reserves the right to designate an Administrative Contracting Officer (ACO) for the purpose of performing certain tasks/duties in the administration of the contract. Such designation will be in writing through an ACO Letter of Delegation and will identify the responsibilities and limitations of the ACO. A copy of the ACO Letter of Delegation shall be furnished to the Contractor.

(End of clause)

(End of Addendum to 52.212-4) C.11 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS--COMMERCIAL ITEMS (NOV 2023)

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

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

(2) 52.204-23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered Entities (NOV 2021) (Section 1634 of Pub. L. 115-91).

(3) 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (NOV 2021) (Section 889(a)(1)(A) of Pub. L. 115-232).

(4) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (NOV 2015).

(5) 52.232-40, Providing Accelerated Payments to Small Business Subcontractors (MAR 2023) ( 31 U.S.C. 3903 and 10 U.S.C. 3801).

(6) 52.233-3, Protest After Award (AUG 1996) ( 31 U.S.C. 3553).

(7) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) (Public Laws 108-77 and 108-78 ( 19 U.S.C. 3805 note)).

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

[Contracting Officer check as appropriate.] __ (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (JUN 2020), with Alternate I (NOV 2021) ( 41 U.S.C. 4704 and 10 U.S.C. 4655).

__ (2) 52.203-13, Contractor Code of Business Ethics and Conduct (NOV 2021) ( 41 U.S.C. 3509)).

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

__ (4) 52.203-17, Contractor Employee Whistleblower Rights (NOV 2023) ( 41 U.S.C. 4712); this clause does not apply to contracts of DoD, NASA, the Coast Guard, or applicable elements of the intelligence community—see FAR 3.900(a).

_X (5) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (JUN 2020) (Pub. L. 109-282) ( 31 U.S.C. 6101 note).

__ (6) [Reserved].

__ (7) 52.204-14, Service Contract Reporting Requirements (OCT 2016) (Pub. L. 111-117, section 743 of Div. C).

__ (8) 52.204-15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (OCT 2016) (Pub. L. 111-117, section 743 of Div. C).

_X (9) 52.204-27, Prohibition on a ByteDance Covered Application (JUN 2023) (Section 102 of Division R of Pub. L. 117-328).

_X (10) 52.209-6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (NOV 2021) ( 31 U.S.C. 6101 note).

__ (11) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (OCT 2018) ( 41 U.S.C. 2313).

__ (12) [Reserved].

__ (13) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (OCT 2022) ( 15 U.S.C. 657a).

__ (14) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (OCT 2022) (if the offeror elects to waive the preference, it shall so indicate in its offer) ( 15 U.S.C. 657a).

__ (15) [Reserved] __ (16) (i) 52.219-6, Notice of Total Small Business Set-Aside (NOV 2020) ( 15 U.S.C. 644).

__ (ii) Alternate I (MAR 2020) of 52.219-6.

__ (17) (i) 52.219-7, Notice of Partial Small Business Set-Aside (NOV 2020) ( 15 U.S.C. 644).

__ (ii) Alternate I (MAR 2020) of 52.219-7.

__ (18) 52.219-8, Utilization of Small Business Concerns (SEP 2023) ( 15 U.S.C. 637(d)(2) and (3)).

__ (19) (i) 52.219-9, Small Business Subcontracting Plan (SEP 2023) ( 15 U.S.C. 637(d)(4)).

__ (ii) Alternate I (NOV 2016) of 52.219-9.

__ (iii) Alternate II (NOV 2016) of 52.219-9.

__ (iv) Alternate III (JUN 2020) of 52.219-9.

__ (v) Alternate IV (SEP 2023) of 52.219-9.

__ (20) (i) 52.219-13, Notice of Set-Aside of Orders (MAR 2020) ( 15 U.S.C. 644(r)).

__ (ii) Alternate I (MAR 2020) of 52.219-13.

__ (21) 52.219-14, Limitations on Subcontracting (OCT 2022) ( 15 U.S.C. 637s).

__ (22) 52.219-16, Liquidated Damages—Subcontracting Plan (SEP 2021) ( 15 U.S.C. 637(d)(4)(F)(i)).

__ (23) 52.219-27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (OCT 2022) ( 15 U.S.C. 657f).

_X (24) (i) 52.219-28, Post Award Small Business Program Rerepresentation (SEP 2023)( 15 U.S.C. 632(a)(2)).

__ (ii) Alternate I (MAR 2020) of 52.219-28.

__ (25) 52.219-29, Notice of Set-Aside for, or Sole-Source Award to, Economically…