50310219Q0068_PRISM_5-6-2019_FBO_POSTED.pdf

REQUEST FOR QUOTATION

(THIS IS NOT AN ORDER) THIS RFQ IS X IS NOT A SMALL BUSINESS SET ASIDE

PAGE OF PAGES

1 11

1. REQUEST NO.

50310219Q0068

2. DATE ISSUED

04/25/2019

3. REQUISITION/PURCHASE REQUEST NO.

55000-19-0002

4. CERT. FOR NAT. DEF.

UNDER BDSA REG. 2

AND/OR DMS REG.1

RATING

5a. ISSUED BY SECURITIES AND EXCHANGE COMMISSION

OFFICE OF ACQUISITIONS

MISSION SUPPORT BRANCH

100 F STREET NE

MAIL STOP 4226

WASHINGTON DC 20549

6. DELIVERY BY (Date)

365 Days After Award

7. DELIVERY

OTHER

X FOB DESTINATION (See Schedule)

9. DESTINATION

a. NAME OF CONSIGNEE SECURITIES AND EXCHANGE COMMISSION 5b. FOR INFORMATION CALL: (No collect calls)

NAME

CONSUELA GINN

TELEPHONE NUMBER b. STREET ADDRESS

100 F ST NE

AREA CODE

NUMBER

551-8295

8. TO:

a. NAME b. COMPANY

c. STREET ADDRESS c. CITY

WASHINGTON

d. CITY e. STATE f. ZIP CODE d. STATE

DC

e. ZIP CODE

20549-2000

10. PLEASE FURNISH QUOTATIONS TO

THE ISSUING OFFICE IN BLOCK 5a ON OR BEFORE CLOSE OF BUSINESS (Date)

05/09/2019 1000 ES

IMPORTANT: This is a request for information, and quotations furnished are not offers. If you are unable to quote, please so indicate on this form and return it to the address in Block 5a. This request does not commit the Government to pay any costs incurred in the preparation of the submission of this quotation or to contract for supplies or services. Supplies are of domestic origin unless otherwise indicated by quoter. Any representations and/or certifications attached to this Request for Quotations must be completed by the quoter.

11. SCHEDULE (Include applicable Federal, State and local taxes)

ITEM NO.

(a)

SUPPLIES/SERVICES

(b)

QUANTITY

(c)

UNIT

(d)

UNIT PRICE

(e)

AMOUNT

(f)

00001

00002

Period of Performance: 06/18/2019 to 06/17/2020

Base Period - The contractor shall provide the services necessary to compile the 13F list in accordance with Section C, Statement of Work (SOW)

Delivery: 365 Days After Award

Option Period 1 - The contractor shall provide the services necessary to compile the 13F list in accordance with Section C, Statement of Work (SOW) (Option Line Item) 365 Days After Award

Delivery: 365 Days After Award

Continued ...

12. DISCOUNT FOR PROMPT PAYMENT

a. 10 CALENDAR DAYS (%) b. 20 CALENDAR DAYS (%) c. 30 CALENDAR DAYS (%) d. CALENDAR DAYS

NUMBER PERCENTAGE

NOTE: Additional provisions and representations are are not attached

13. NAME AND ADDRESS OF QUOTER 14. SIGNATURE OF PERSON AUTHORIZED TO

SIGN QUOTATION

15. DATE OF QUOTATION

a. NAME OF QUOTER

b. STREET ADDRESS 16. SIGNER

a. NAME (Type or print) b. TELEPHONE

AREA CODE

c. COUNTY

d. CITY e. STATE f. ZIP CODE c. TITLE (Type or print) NUMBER

AUTHORIZED FOR LOCAL REPRODUCTION

Previous edition not usable

STANDARD FORM 18 (REV. 6-95)

Prescribed by GSA - FAR (48 CFR) 53.215-1(a)

CONTINUATION SHEET REFERENCE NO. OF DOCUMENT BEING CONTINUED

50310219Q0068

PAGE OF

2 11

NAME OF OFFEROR OR CONTRACTOR

ITEM NO.

(A)

SUPPLIES/SERVICES

(B)

QUANTITY

(C)

UNIT

(D)

UNIT PRICE

(E)

AMOUNT

(F)

00003

00004

00005

Option Period 2 - The contractor shall provide the services necessary to compile the 13F list in accordance with Section C, Statement of Work (SOW) (Option Line Item) 365 Days After Award

Delivery: 365 Days After Award

Option Period 3 - The contractor shall provide the services necessary to compile the 13F list in accordance with Section C, Statement of Work (SOW) (Option Line Item) 365 Days After Award

Delivery: 365 Days After Award

Option Period 4 - The contractor shall provide the services necessary to compile the 13F list in accordance with Section C, Statement of Work (SOW) (Option Line Item) 365 Days After Award

Delivery: 365 Days After Award

NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)

SECTION C - Description/Specifications

C-1 Introduction:

The Securities and Exchange Commission (SEC) is an independent federal agency charged with primary responsibility for enforcing the federal securities laws and regulating the securities industry, the nation’s stock and options exchanges, and other electronic securities markets in the United States. With its headquarters located in Washington, D.C., the agency’s functional responsibilities are organized into 5 Divisions and 16 Offices. The approximately 4,000 staff members are located in the Washington, D.C. area and 11 Regional Offices throughout the country.

C-2 Background:

In 1975, Congress passed Section 13(f) of the Securities Exchange Act of 1934 (the “Act”) in order to increase the public availability of information regarding the securities holdings of institutional investors. Congress believed that this institutional disclosure program would increase investor confidence in the integrity of the United States securities markets. Under Section 13(f), the Securities and Exchange Commission (“SEC”) has adopted Rule 13f-1 under the Act and Form 13F.

Rule 13f-1 requires an institutional investment manager to file electronically through the Electronic Database Gathering, Analysis, and Retrieval (EDGAR) system a report on Form 13F with the SEC, if: (1) the manager exercises investment discretion with respect to accounts holding certain equity securities, as defined in Rule 13f-1(c); and (2) the aggregate fair market value on the last trading day of any month of any calendar year of such equity securities is at least $100,000,000.

Such filings must be made within 45 days after the last day of such calendar year and within 45 days after the last day of each of the first three calendar quarters of the subsequent calendar year.

Pursuant to Section 13(f)(4) of the Act1, the SEC is required to make available to the public a list of all equity securities to be reported pursuant to Section 13(f), i.e., the “section 13(f) securities” that are defined in Rule 13f-1(c). Such list must be updated no less frequently than such reports are required to be filed with the SEC.

C-3. Objective:

The SEC’s objective of this Contract is to allow the SEC to make public quarterly a report consisting of a list of securities which complies with the requirements of Section 13(f) and Rule 13f-1 to be used by institutional investment managers in the preparation and filing of Form 13F with the SEC (such list, the “13F List”).

C-4. Scope of the 13F List:

Contractor shall provide services to the SEC in order to compile a 13F List which shall consist of the following:

A. The securities on each 13F List shall include (1) all securities that are “section 13(f) securities” within the meaning of Rule 13f-1(c) under the Act, and (2) such other securities as the SEC or its staff determine are to be included on the 13F List consistent with the requirements, policies and purposes of Section 13(f) of the Act and Rule 13f-1 thereunder.

B. With respect to each security on the 13F List, the list shall include:

1 The Dodd-Frank Wall Street Reform and Consumer Protection Act added a new Section 13(f)(2) of the Act (dealing with certain short sale disclosure requirements) and redesignated paragraphs (2) (3), (4) and (5) of this section as paragraphs (3), (4), (5), and (6), respectively.

1) Name of the issuer of the security;

2) Description of the title and class of the security issued (presented in a manner to be mutually agreed by the SEC and Contractor); and

3) Committee on Uniform Securities Identification Procedures (“CUSIP”) number of such security, if applicable.2

C. The securities on the 13F List should be organized alphabetically by name of the issuer. In the case of any security with listed options, such security shall be listed before any such options and an asterisk may be placed next to such security’s name in order to indicate that it has one or more listed options.

D. In order to reflect securities that are added or deleted from the 13F List each quarter, revisions that have been made to the 13F List may be indicated in a column titled “STATUS.” The word “ADDED” may be included in this status column opposite the name of a particular security in order to indicate that such security has been included as a “13(f) security” in such 13F List since the date on which the most recent calendar quarter has ended (i.e., the end date of the calendar quarter to which the last published 13F List pertains). The word “DELETED” may be included in this status column opposite the name of a particular security in order to indicate that such security has ceased to be a “13(f) security” since the date on which the most recent calendar quarter has ended.

E. Each 13F List must be current as of the calendar end date of the calendar quarter to which such 13F List relates.

F. Upon the SEC’s request, Contractor shall provide a glossary of any abbreviations contained in the 13F

List.

C-5. Format of Each 13F List:

Each 13F List is to be submitted to the SEC in an electronic format acceptable to the SEC and accessible by the SEC staff (currently, as noted below, those formats using Microsoft Office Suite applications) and in non textual (imaged) PDF format delivered by File Transfer Protocol (FTP) and that is consistent with the requirements, policies and purposes of Section 13(f) of the Act and Rule 13f-1 thereunder. The SEC reserves the right to convert each 13F List into another format for publication, including for any continued posting of the 13F List on the SEC’s website.

C-6. Data Sources Required to Compile the 13F List:

Contractor shall have all the proper controls and processes in place for the services required to produce the 13F List accurately and completely. Contractor is responsible for obtaining all the necessary data to create each 13F List (the “13F List Data”). The 13F List Data required includes, but is not limited to, access to CUSIP data for all of the securities to be included on each 13F List, including CUSIP numbers and standard descriptions.3 Contractor is solely responsible for acquiring and maintaining sufficient rights to the 13F List Data, including any required licenses or permissions.

2 In order to comply with Section 13(f) (and Form 13F as adopted by the Commission under this section), the securities information on the 13F List is required to include CUSIP numbers. Therefore, under current legal requirements, an alternative unique securities identifier may not be substituted.

3 CUSIP numbers and standard descriptions currently are maintained by Standard & Poor’s CUSIP Service Bureau, a division of The McGraw-Hill Companies, Inc., on behalf of the American Bankers Association.

C-7. Annual Certification by Contractor:

No less than annually, Contractor shall provide the SEC with a written certification that describes the data compilation steps involved in the services required to produce each 13F List and the quality assurance measures it takes with respect to such services (e.g., Independent Verification and Validation (IV&V), edit checks, statistical sampling and/or change reports with respect to internal processes used to prepare the 13F List).

C-8 SEC Contact Person(s) for Data, Technical or Transmission Issues:

In case of any data, technical or transmission issues that arise in the course of Contractor’s preparation or delivery of a 13F List, Contractor should contact the COR and Alt-COR for this Contract.

C-9. Use of Information:

Contractor shall not release the 13F List to any party other than the SEC prior to publication (or other public dissemination, as appropriate) of such 13F List by the SEC. Contractor’s work to compile the 13F List should be in a controlled environment to ensure that the work product to be delivered is kept non-public prior to delivery of the 13F List to the SEC each calendar quarter and prior to publication of such calendar quarter’s 13F List by the SEC. The SEC recognizes that the 13F List is not confidential or non-public. Nevertheless, because Section 13(f)(4) of the Act and Rule 13f-1(c) thereunder require the SEC to make the 13F List publicly available, access to the 13F List must be timely and equitable per 44 U.S.C. § 3506. Accordingly, no person other than the SEC and Contractor may be permitted access to the 13F List, or the compiled data contained therein (e.g., preliminary or interim drafts or versions), prior to the contemporaneous quarterly publication (or other public dissemination, as appropriate) of such 13F List by the SEC in accordance with the requirements of the Act and the rules promulgated thereunder. Notwithstanding the above, this section does not preclude Contractor from using CUSIP data contained in a 13F List for other non-Form 13F purposes related to its business needs and/or operations.

C-10. Future 13F List Changes or Enhancements:

The parties recognize that the 13F List implements federal law and regulatory policies that may periodically change and that such changes may result in updates to the requirements of the 13F List in order to reflect such law and policies. (This includes current and future federal law and guidance pertaining to security in federal information systems.) It also is expected that, from time to time, the SEC will recommend enhancements to the 13F List, including enhancements to maintain compatibility with the SEC’s other systems (e.g., EDGAR), to keep the 13F List technologically up-to-date or improve the presentation of the information provided to the public in the 13F List. Such recommendations should be governed by the Changes clause of this Contract. Therefore, Contractor agrees that it will make all reasonable efforts to make the changes or enhancements to the 13F List requested by the SEC or its staff.

SECTION D – Packaging and Marking

Clauses

D-1 SEC 2001.00 Packaging and Marking Preservation, packaging, packing, and marking of all deliverable contract line items must conform to normal commercial packing standards to assure safe delivery at destination.

D-2 SEC 2002.00 Marking All information submitted to the Contracting Officer, the POC, or his/her designated contact shall clearly indicate the number of the contract for which the information is being submitted.

D-3 SEC 2003.00 Additional Shipping Instructions The contractor shall include the SEC contract/delivery order number on all packing slips that accompany items shipped to the SEC.

SECTION E – Inspection and Acceptance Clauses

52.246-2 Inspection - Inspection of Supplies - Fixed-Price (AUG 1996)

E-1 SEC 3001.01 Inspection and Acceptance by the Contracting Officer’s Representative (COR) (Aug 2013)

Inspection and Acceptance of supplies and/or services to be furnished under this contract will be performed by the Contracting Officer’s Representative (COR) – [FILLIN#1# insert COR’s name here]. Inspection and Acceptance will be performed at the Securities and Exchange Commission, [FILLIN#2# insert address here].

SECTION F – Deliveries or Performance

52.247-34 F.o.b. Destination. (NOV 1991)

F-1 PERIOD OF PERFORMANCE

SEC 4001.00 Period of Performance w/Option Years (Mar 2009)

The base period of performance under this contract shall be from Date of contract award through one year. This contract has 4 one year long Option Periods. At the end of the base year, if exercised, the first option will begin. If all options are exercised, the period of performance will not exceed a total of 5 years. If exercised, the period of performance for each successive option will begin the day after expiration of the previous period. Exercise of any option requires a contract modification signed by the SEC Contracting Officer.

F-2 PLACE OF DELIVERY - F.O.B. DESTINATION

SEC 4003.00 Place of Delivery – FOB Destination (Jun 2013)

The deliverables to be furnished under this contract shall be delivered to the following address:

U.S. Securities and Exchange Commission [FILLIN#1# insert Area Name here] Regional Office [FILLIN#2# insert Address here] Attn: [FILLIN#3# insert Name here] Phone Number: [FILLIN#4# insert Phone Number here]

E-mail: [FILLIN#5# insert E-mail Address here]

F-3. SEC 4003.01 Schedule of Deliverables (Feb 2012)

In accordance with the acceptance requirements specified below, Contractor shall provide the SEC with the following deliverables according to the schedule specified below.

Contractor agrees to provide IV&V of the data provided to the SEC so that the integrity, veracity and validity of the data are intact and ready for the public to view.

All deliverables shall be formatted by the contractor and prepared in a non-textual (imaged) PDF format.

The following deliverables, specified in the table below, are required and shall be delivered electronically to an SEC identified point of contact, the Contracting Officer’s Representative (COR) and the Alternate Contracting Officer’s Representative (ALT-COR) of the SEC’s Division of Investment Management.

SOW Task Deliverable Schedule Distribution

C-4, C-5, C-6

13F List Within 10 business days before the end date of each calendar quarter

COR/Alt-

COR/SEC

Identified POC

C-4, C-5, C-6

Corrected 13F List

Within 3 business days after the SEC's list of corrections is received by Contractor

COR/Alt-

C-7 Certification At least annually, no less than sixty calendar days before the end of the performance period of the contract

COR/Alt-

The SEC will review the 13F List delivered by Contractor and will provide a list of corrections to Contractor within 20 business days. If the SEC does not provide Contractor with a list of corrections within 20 business days, the 13F List shall be considered to be accepted by the SEC. If any corrections to a 13F List are required after acceptance of such 13F List by the SEC, the SEC shall provide a list of such corrections to be included to Contractor as soon as practicable.

F-4 SEC 4004.00 Documenting, Inspecting, and Accepting Contract Deliverables (June 3, 2011) (if applicable)

The contractor shall submit all deliverables requiring a transmittal sheet with either the attached Deliverable Transmittal sheet or an alternative transmittal sheet that contains substantially the same information.

SECTION G - Contract Administration Data

G-1 CONTRACT ADMINISTRATION

SEC 5001.00 Contract Administration (Dec 2011)

This contract will be administered by the SEC’s Office of Acquisitions. All inquiries should be directed to the following address:

Securities and Exchange Commission Office of Acquisitions Attn: Consuela Ginn, 202-551-8295

Email: Ginnc@sec.gov Room Number 4220 100 F Street, NE Washington, DC 20549

G-2 SEC 5001.03 Contract Administration for Non-Severable Services (Aug 2013) The services for the contract are considered non-severable services. Non-severable services are considered to be new tasks, each with details of the task and when it is due.

a. The task is described by SEC employees and e-mailed to the Contracting Officer’s Representative (COR).

b. COR ensures it is in scope and e-mails it to the vendor Project Manager (PM).

c. Vendor PM reviews it and assigns the task to the contractor personnel (CP).

d. SEC employees work with the assigned CP.

The COR will review deliverables within the time frames indicated in approved technical direction letter / e-mail.

G-3 SEC 5003.00 Submission of Invoices (Apr 2012)

The Securities and Exchange Commission accepts only electronic/e-mail invoices.

Invoices shall be submitted on a quarterly basis.

Contractors should submit invoices in accordance with the SEC Prompt Payment Provision of the contract. Contractors are cautioned against submitting an invoice prior to goods and services being received/accepted. Invoices submitted prematurely may be rejected.

Electronic/e-mail Invoice Instructions:

• Invoices must be in PDF Format and may not exceed 10MB

• Subject Line: Company name and the invoice number

• e-mail Message:

• Company logo or letterhead

• Company name and payment address

• Company point of contact (POC) for the invoice with phone and e-mail

• Invoice Number

• SEC Contract or Order number

• SEC COR

For supplies: contract line item number, item description, quantity delivered, and unit and extended price, per Section B CLIN structure

For services: contract line item number, item description, period of performance and associated costs, per Section B, contract line item, CLIN, structure

Shipping and handling charges, if applicable

Clearly mark duplicates of previous invoice submissions with “DUPLICATE”

Clearly mark the final invoice with “FINAL INVOICE”

Attach the invoice and any supporting documents in a secure tamper-proof or tamper-resistant format compatible with Adobe Acrobat.

Electronic signatures are acceptable in scanned documents. Each page of a document must be clearly marked with information identifying it with the company, the contract, the invoice, and any other information required by the contract.

E-mail invoices to the following address: 9-AMC-AMZ-SEC-Invoices@faa.gov. If you have questions regarding submission of invoices, the SEC’s Office of Financial Management may be reached at (202) 551-7860.

G-4 Payment Schedule (Offerors shall refer to L-8 VOLUME 2 - PRICE QUOTE e.(9) as well)

Period SOW Task Deliverable Total Number of

Payments Per Period

Payment Amount for EACH Calendar Quarter Deliverable

Frequency

Base Year (CLIN 00001)

C-4, C-5, C-

Approved 13F List

4 4 payments @ $TBD* each Quarterly

Option Year 1 (CLIN 00002 if exercised)

C-4, C-5, C-

Approved 13F List

4 4 payments @ $TBD* each Quarterly

Option Year 2 (CLIN 00003 if exercised)

C-4, C-5, C-

Approved 13F List

4 4 payments @ $TBD* each Quarterly

Option Year 3 (CLIN 00004 if exercised)

C-4, C-5, C-

Approved 13F List

4 4 payments @ $TBD* each Quarterly

Option Year 4 (CLIN 00005 if exercised)

C-4, C-5, C-

Approved 13F List

4 4 payments @ $TBD* each Quarterly

*TBD is to be completed by offeror and submitted as part of its price proposal IAW L-8 e.(9).

G-5 SEC 5003.03 Option Period Invoicing (Mar 2009)

Option periods may be paid only after (1) an option modification has been issued by the Contracting Officer; and (2) the Government’s receipt of a proper invoice from the Contractor. An invoice received by the Government prior to issuance of an option modification will be rejected as an improper invoice.

G-6 SEC 5004.00 Appointment of Contracting Officer’s Representative (COR) (Nov 2012)

a. [FILLIN#1# insert Name(s) and E-mail Address(es) of COR here], is hereby designated the Securities and Exchange Commission COR for administration and information relating to this contract. [FILLIN#2# insert Name(s) and E-mail Address(es) of COR here] is hereby designated as the Alternate COR for this contract.

b. The Contracting Officer (CO) shall appoint, in writing, a Contracting Officer’s Representative (COR) and, if possible, an Alternate COR for this award. The COR and Alternate COR shall have a current Federal Acquisition Certification for CORs (FAC- COR) at the appropriate certification level for the contract. A COR may serve on a contract requiring certification at or below his/her level, but not on one requiring a higher level. The CO shall provide the Contractor with a copy of the COR appointment letter(s). The COR may not re-delegate his or her authority; only the CO has this authority.

c. The COR will manage the contract in coordination with the CO and within the terms of the contract and the boundaries of a COR’s duties as outlined in the document “Instructions for CORs and Their Supervisors.” The COR’s responsibilities include reviewing invoices and charges by the Contractor and informing the CO of areas where exceptions are taken. If this is an award for services and contractor personnel are brought on-site to SEC facilities, the COR must adhere to SECR 10-24.

d. Only the CO has the authority to change the terms and conditions of this contract. The COR may request a contract modification, but the CO will make the final determination. The COR may not agree to or issue a change to the contract terms and conditions. In the event the Contractor effects changes to the contract at the direction of any person other than the CO, the changes will be considered to have been made without any authority and no adjustments will be made to the contract.

mailto:9-AMC-AMZ-SEC-Invoices@faa.gov

G-7 SEC 5005.00 Contract Options (Mar 2009)

(a) Award of an initial contract will not obligate the Government to exercise any contractual option. Prior to exercising any option, the Government will make a determination that (1) funds are available, (2) the requirement covered by the option fulfills an existing need of the Government, and (3) the exercise of the option is the most advantageous method of fulfilling the Government’s need, price and other factors considered.

(b) Failure to exercise an option shall not obligate the Government to pay any charges other than the contract price including exercised options.

SECTION H – Special Contract Requirements

H-1 SEC 5007.00 Payment Information (Mar 2018)

Unless otherwise stated, payment will be made within the guidelines of the Prompt Payment Act and requires that payment is made within 30 days from receipt of a valid invoice.

H-2 SEC 6001.00 SEC Non-Disclosure Requirements and Agreements (Feb 2018)

Required non-disclosure agreements are attached and must be completed and returned to the Contracting Officer before starting work under this contract. Note: Electronic and digital signatures are prohibited.

Provisions of the SEC Regulation Concerning Conduct of Members and Employees and Former Members and Employees of the Commission expressly prohibit unauthorized disclosure and improper use of confidential or non-public information or documents. See 17 C.F .R. § 200.7353(b)(1) & (b)(2). The Contractor, and its employees, agents, subcontractors, and subcontractor personnel who will have access to confidential or non-public information or documents in the performance of the contract, agree to be bound by the provisions of Sections 200.735-3(b)(1) and 200.735-3(b)(2) of the SEC's Regulation Concerning Conduct and the terms set forth in the attached non-disclosure agreements (Attachments 1& 2). For purposes of this clause, “confidential or non-public information,” is defined as information generated by or in the possession of the SEC that is commercially valuable, trade secret, market sensitive, proprietary, related to an SEC enforcement or examination matter, subject to privilege, protected by the Privacy Act (5 U.S.C. § 552a), or otherwise deemed confidential or non-public by an SEC division director or office head, and is not otherwise available to the public.

An officer or executive authorized to bind the Contractor shall execute the non-disclosure agreement (Attachment 1) on behalf of the Contractor and return it to the Contracting Officer prior to the Contractor commencing work on the contract. The Contractor shall submit to the Contracting Officer a list of its employees, agents, and subcontractors that will be authorized access to SEC information by virtue of performing the requirements set forth in this contract. Each person identified on the list shall then sign the non-disclosure agreement on behalf of themselves (Attachment 2) and submit it to the Contracting Officer before commencing work on the contract.

The Contractor shall also ensure that all of its employees, agents, and subcontractors assigned to perform the requirements set forth in this contract adhere to the terms of the non-disclosure agreement, protecting all confidential or non-public information, and to not divulge to any unauthorized person. Assignment of staff who has not executed the non-disclosure agreement or failure to adhere to this statement shall result in action by the Contracting Officer, as deemed appropriate.

Violation of this clause or the attached non-disclosure agreements by the Contractor, its employees, agents, subcontractors, or subcontractor personnel may result in default of the contract and/or civil suits and/or criminal prosecution.

H-3 SEC 6001.01 Restrictions on Use, Disclosure, and Duplication of Confidential and Non-Public Information (Nov 2010)

Confidential or non-public information, for purposes of this clause includes but is not limited to, all financial, statistical, personnel and/or technical data which is furnished, produced, generated, or otherwise available to the Contractor, during the performance of this contract. Unless otherwise specified, confidential or non-public information shall not be used for purposes other than performance of work under this contract without the prior written consent of the Contracting Officer. The Contractor, and its employees, agents, subcontractors, and subcontractor personnel are restricted from duplicating or disclosing confidential or non-public information, in whole or in part, outside the Securities and Exchange Commission (SEC) for purposes other than fulfillment of the requirements set forth in this contract. Any presentation of any confidential or non-public information, or any reports or material derived from confidential or non-public information shall be subject to review of the Contracting Officer prior to publication or dissemination. Any questions about whether information is confidential or non-public shall be referred to the Contracting Officer prior to use disclosure or duplication.

H-4 SEC 6002.00 Type of Contract (Mar 2009)

This is a Firm Fixed Price type contract.

H-5 SEC 6003.00 Representations and Certifications (Mar 2009)

The Contractor’s completed Representations, Certifications, and Other Statements of Offerors or Respondents is incorporated herein by reference.

H-6 SEC 6004.00 Approval of Subcontracts (Feb 2012)

The Contractor shall not enter into a contractual agreement with any party to furnish any of the work or services under this contract without the written approval of the Contracting Officer. This provision shall not be interpreted as requiring the approval of contracts for employment between the contractor and personnel assigned for services thereunder.

H-7 SEC 6006.00 Conflicts of Interest (Feb 2019)

(a) General

Subpart 9.5 of the Federal Acquisition Regulation (FAR) 48 C.F.R. 9.5, prescribes responsibilities, general rules, and procedures for identifying, evaluating, and resolving organization conflicts of interest.

(b) Purpose

The purpose of this SEC Instruction (SECI) is to avoid, neutralize, or otherwise mitigate organizational conflicts of interest which might exist related to a Contractor’s performance of work required by this contract. Such conflicts may arise in situations including, but not limited to:

(1) A Contractor’s participation as a offeror, or representative of a offeror, in a procurement in which it has provided assistance in the preparation of the Government’s requirements and specifications;

(2) A Contractor providing advisory assistance to the Government for a procurement in which the Contractor, or a firm which the Contractor represents, is an actual or potential offeror; and

(3) A Contractor’s participation as a offeror, or representative of a offeror, in a procurement where the Contractor has obtained confidential or proprietary information relating to competing offers as a result of the Contractor’s work on prior contracts.

(c) Definition

For the purposes of this SECI, the term “Contractor” means: the Contractor; any of the Contractor’s parents, affiliates, or other entities in which the Contractor or such parents or affiliates have a financial interest; successors in interest to the Contractor or any of its parents or affiliates; proposed consultants or subcontractors at any tier; and employees thereof.

(d) Restrictions

The Contractor agrees:

(1) To remain ineligible to participate in any capacity (including participating as a prime contractor, subcontractor, or as the representative of another party) in offers, contracts, or subcontracts (whether solicited or unsolicited) that directly relate to the Contractor’s performance of work under this contract.

(2) To execute, prior to beginning work on a contract, such Confidentiality Agreements, Non-Disclosure Agreements, or other documents which the Contracting Officer may, in their sole discretion, require in order to protect the proprietary nature or confidentiality of information provided by the Government or otherwise received by the Contractor in connection with its work under this contract.

(3) As otherwise provided in this contract, not to accept any compensation or any other form of payment from a broker, potential lessor, or any source other than the Government for services rendered under this contract, and to employ aggressive strategies to minimize the Government’s lease costs where the Contractor would be entitled by common business practice to receive a real estate commission or any form of payment from a broker, potential lessor, or other party, for work performed under this contract.

(4) To immediately notify the Contracting Officer of any offer of compensation, other form of payment, or thing of value, made by a broker, potential lessor, or any source other than the Government to the Contractor related to services rendered under this Contract, regardless of whether such offer was made during Contractor’s performance of work under a given contract or subsequent to Contractor’s completion of work under such contract.

(5) Prior to the acceptance of a contract, request to immediately notify the Contracting Officer of any potential conflict of interest which would prevent or limit the Contractor’s ability to perform the work required under the contract.

(6) To immediately notify the Contracting Officer of any conflict of interest discovered during the Contractor’s performance of work pursuant to a Government contract; provided that the Contracting Officer shall have the right to impose such restrictions as they deem appropriate on Contractor’s performance based on the existence of such a conflict or, if the Contracting Officer determines that such restrictions would not adequately address the conflict of interest at issue, to terminate the Contractor’s performance of work under the contract at no cost to the Government.

(7) As otherwise provided in this contract, that if the Contractor declines to accept a task order request and subsequently participates (either directly or as a representative of another party) in a Government procurement action that was the subject of the task order request, then the fee which the Contractor would have been entitled to receive for such task order work or the fee actually paid by the Government for the task order’s performance by another contractor, whichever is greater, shall be applied toward the Contractor’s minimum order guarantee.

(8) That in the event that the Contractor knowingly withholds the existence of a conflict of interest from the Government, that the Contracting Officer may terminate this contract at no cost to the Government and any minimum guarantee(s) otherwise applicable to the Contractor will be forfeited; provided, that the foregoing shall be in addition to all other remedies and causes of action which the Government may have against the Contractor, including the suspension and/or debarment of the Contractor.

(9) To include this Conflict of Interest SEC Instruction, including this subparagraph, in all of the Contractor’s subcontracts at all tiers (appropriately modified to preserve the Government’s rights hereunder) which involve the performance of work by subcontractors in support of this contract.

(10) That, in addition to the remedies enumerated above, the Government may terminate this contract for cause in the event of the Contractor’s breach of any of the above restrictions.

H-8 SEC 6007.00 Compliance with Regulations (Mar 2009)

The Contractor shall comply with all statutes, regulations, directives, instructions, and references applicable to the conduct of this acquisition as imposed by the Federal Government and the SEC, including, without limitation, those specified or referred to in this contract.

The Contractor and its employees shall become acquainted with and shall comply with the rules and regulations of the SEC’s facilities, including, but not limited to security, controlled access, personnel clearances, and conduct with respect to health and safety at the site, regardless of whether or not title to the facility is vested in the SEC.

H-9 SEC 6011.00 Status of Quote in Awarded Contracts (Mar 2009)

Unless otherwise directed by the Contracting Officer, at her/his sole discretion, some or all of the successful Offeror’s technical and price quote may be a part of the contract resulting from this solicitation. The technical and price quote will be given precedence in the following order:

(a) The Schedule.

(b) Representations and other instructions.

(c) Contract clauses.

(d) Other documents, exhibits, and attachments.

(e) The specifications.

(f) The quote.

H-10 SEC 6012.00 Security and Privacy Act Matters (Mar 2009)

The security classification for work performed under this contract is Public Trust. The documents that shall be reviewed and produced are non-public and sensitive in nature and shall be protected from unauthorized disclosure. Work on this project request that personnel have access to Privacy Act Information. Personnel shall adhere to the Privacy Act, Title 5 of the U.S. Code, Section 552a and applicable agency rules and regulations.

H-11 SEC 6012.01 Compliance with Security Regulations, Policies, and Procedures (Mar 2012)

The Contractor shall be responsible for compliance by its employees with SEC security regulations, policies, and procedures. This includes safekeeping, wearing, and visibility of identification badges. The SEC will issue Contractor identification badges to on-site Contractor personnel, and the badges shall be visible at all times while employees are on SEC premises. The Contractor shall provide all requested information (the SEC will provide forms to the Contractor at time of award) required to facilitate issuance of identification badges and shall conform to applicable regulations concerning the use and possession of the badges. The Contractor shall be responsible for ensuring that all identification badges issued to the Contractor employees are returned within forty-eight (48) hours following the completion of the contract, relocation, or termination of an employee and/or request of the Contracting Officer or the Contracting Officer’s Representative (COR).

H-12 SEC 6012.02 SEC 508 Requirements (February 2018)

Pursuant to Section 508 of the Rehabilitation Act of 1973 (29 U.S.C. 794d), as amended by the Workforce Investment Act of 1998, all Information and Communication Technology (ICT) products and services developed, acquired, maintained, and/or used under this contract/order must comply with the Information and Communication Technology Accessibility Provisions set forth by the Architectural and Transportation Barriers Compliance Board (also referred to as the “Access Board”) in FAR 39.203(a). The complete text of Section 508 Final Provisions can be accessed at Section 508 Law.

All ICT products must comply with the following requirements. Descriptions of the requirements are viewable at the link Section 508 Standards.

Offerors that fail to demonstrate compliance with the above requirements, may be eliminated from further consideration for award.

The Contractor shall indicate for each line item in the schedule whether each product or service is compliant or non-compliant with the accessibility requirements at 36 CFR 1194 using a Voluntary Product Accessibility Template (VPAT 2.0). Further, the quote must indicate where full details of compliance can be found (e.g., vendor’s website or other exact location). The offeror further represents that all ICT products and services that are less than fully compliant have been reviewed and plans to correct are in place.

Respondents to this solicitation must provide any additional detailed information necessary for determining applicable Section 508 standards conformance. If a vendor claims its products and/or services, including ICT deliverables such as electronic documents, web content or electronic reports, meet applicable Section 508 standards, and it is later determined by the Government – i.e., after award of a contract/order, that products and/or services delivered do not conform to the described accessibility, remediation of the products and/or services to the level of conformance specified in the contract will be the responsibility of the Contractor at its expense.

H-13 SEC 6012.05 Personally Identifiable Information (PII) (Jun 2013)

A Contractor that designs, develops, or operates a system of records on individuals, or otherwise collects or has access to personally identifiable information (PII) in the performance of this contract shall, prior to taking such action, comply with the following requirements:

(a) The Contractor shall have established policies and procedures in place to safeguard SEC PII. The policies and procedures shall provide the Contractor’s processes for identifying, assessing and mitigating privacy risks associated with PII. The policies and procedures shall also cover training of employees on their roles and responsibilities for safeguarding SEC PII and incident management of suspected or confirmed loss of SEC PII in accordance with OMB’s Recommendations for Identity Theft Related Data Breach Notification, September 20, 2006, and OMB Memorandum M-07-16, Safeguarding Against and Responding to the Breach of Personally Identifiable Information, May 22, 2007.

(b) The Contractor shall also ensure that all processes, procedures and equipment associated with PII comply with all laws, regulations, and security mandates as defined by National Institute of Standards and Technology (NIST) Special Publication (SP) 800-61 Revision 1 and are aligned with the incident categories and timelines referenced in Table J-1 of NIST SP 800- 61, as well as U.S. government and SEC policies developed to safeguard the confidentially, integrity and availability of SEC data that may contain PII. In support of these requirements, the Contractor shall have:

• policies, procedures, and mechanisms designed to restrict access to SEC data on Contractor, subcontractor, or SEC inter/intra agency partner systems exclusively to authorized personnel;

https://www.acquisition.gov/sites/default/files/current/far/html/Subpart%2039_2.html https://www.access-board.gov/guidelines-and-standards/communications-and-it/about-the-ict-refresh/overview-of-the-final-rule https://www.access-board.gov/guidelines-and-standards/communications-and-it/about-the-ict-refresh/final-rule/text-of-the-standards-and-guidelines https://www.access-board.gov/guidelines-and-standards/communications-and-it/about-the-ict-refresh/final-rule/text-of-the-standards-and-guidelines https://www.itic.org/policy/accessibility/vpat

• policies, procedures, and mechanisms that prevent transmission or disclosure of SEC data to an unauthorized party;

• policies, procedures, and mechanisms that ensure SEC data on portable devices are encrypted using methods compliant with Federal Information Processing Standard 140-2; and

• policies, procedures, and mechanisms that ensure SEC data transmitted across public networks (i.e., the Internet) by the Contractor, or its employees, agents or subcontractors, are protected using encryption compliant with Federal Information Processing Standard 140-2.

(c) The Contractor shall provide quarterly assessments to the SEC demonstrating that the policies, procedures, and mechanisms required by (b) continue to be functional, that the Contractor is compliant with these requirements, and that these requirements are effective.

(d) The Contractor shall provide a copy of its privacy policies to the Contracting Officer. The Contractor shall also provide a copy of the policies and procedures (or otherwise make such policies and procedures available) to all of its employees, agents, and subcontractors assigned to perform the requirements set forth in this contract.

(e) The Contractor shall ensure that those individuals adhere to the Contractor’s policies and procedures relating to PII and to

SEC-prescribed policies and procedures for the safe handling of SEC PII, including privacy and security training requirements and privacy incident management.

(f) The Contractor’s employees, agents, and subcontractors shall immediately alert the SEC of any event, including the suspected or confirmed loss of SEC PII, that could potentially affect the privacy rights of individuals or which violates any federal law, regulation, mandate or requirement as defined in NIST 800-122 by contacting the SEC Information Systems Security point of contact and the SEC Incident Response Team at cops@sec.gov. The Contractor shall act in accordance with its policies and procedures in the event of any suspected loss of SEC PII and shall support the SEC’s investigation and resolution of reported incidents as requested by the SEC. For purposes of this Clause, a “suspected loss of PII” shall be interpreted liberally to mean any situation in which the loss of PII or unapproved access to PII is deemed a reasonable possibility.

H-14 SEC 6016.00 Supplies (Jan 2013, Revised May 2, 2013)

The Contractor shall provide all supplies to support the requirements of this award. The SEC will not provide supplies used in the normal daily performance of work such as note paper, pens, calendars, staplers, etc. If there is a need for specific supplies required by the performance of the work, the Contractor’s Program Manager shall notify the Contracting Officer’s Representative (COR).

H-15 SEC 6017.00 Communicating Non-public or Sensitive Information (May 2013)

When communicating “Non-public or Sensitive information” via email, during the period of this contract, the Contractor shall submit all such communications using Zixmail. ZixMail encrypts outgoing messages, decrypts and validates incoming messages, and authenticates both the sender's and recipient's e-mail identities. The Contractor shall use the following instructions for using Zixmail:*

Login at U.S. Securities and Exchange Commission Secure Email Password Authorization

View message under the “Inbox” tab or create and send new messages from the “Compose” tab.

Messages are created and sent similar to a typical e-mail messaging system and include:

Recipients, CC, subject line, body and attachments.

*Notes: “The Contractor must register a new account first at U.S. Securities and Exchange Commission Secure Email Password Authorization prior to reading or sending encrypted messages. The Contractor will be provided with a link to create an account the first time you send them an encrypted message. This link will also be used by the Contractor subsequently to read and compose https://web1.zixmail.net/s/login?b=sec https://web1.zixmail.net/s/login?b=sec https://web1.zixmail.net/s/login?b=sec messages. The Contractor can only send encrypted e-mail messages from the ZixMail portal to SEC employees. All e-mail contents, including attachments, are encrypted when sent using this method.”

H-16 SEC 6020.00 - CONTRACTOR WORKFORCE INCLUSION (AUG 2015)

The Contractor confirms its commitment to equal opportunity in employment and contracting, and that it shall ensure, to the maximum extent possible and consistent with applicable law, the fair inclusion of minorities and women in its workforce.

The Contractor shall insert the substance of this contract standard in each subcontract for services awarded for performance of this contract with a dollar value of $100,000 or more.

Within ten (10) business days of a written request from the Director of the Commission’s Office of Minority and Women Inclusion (OMWI Director) or designee, or such longer time as the OMWI Director or designee determines, and without any additional consideration, action or authorization required from the OMWI Director, the Contractor shall provide documentation, satisfactory to the OMWI Director, of the actions it has undertaken (and as applicable, the actions each covered subcontractor under the contract has undertaken) to demonstrate its good faith efforts to comply with the aforementioned provisions.

For purposes of this contract, “good faith efforts” shall include actions by the Contractor (and as applicable, actions by each covered subcontractor under the Service Contract) to identify and, if present, remove barriers to minority and women employment or expansion of employment opportunities for minorities and women within its workforce. Efforts to remove such barriers may include, but are not limited to, recruiting to ensure that applicant pools include minorities and women, providing job-related training, or other activity that could lead to removing such barriers.

The documentation requested by the OMWI Director or designee to demonstrate good faith efforts may include, but is not limited to, one or more of the following:

• The total number of Contractor’s employees, and the number of employees by race, ethnicity, gender, and job title or

EEO-1 Report job category (e.g., EEO-1 Report(s));

• A list of covered subcontract awards for services under the contract, and for each covered subcontract award, the dollar amount, date of award, and the subcontractor’s race, ethnicity, and/or gender ownership status;

• The contractor’s plan for ensuring the fair inclusion of minorities and women in its workforce, including outreach efforts; and

• For each covered subcontractor, the documentation specified in bullets 1 and 3 above.

Consistent with Section 342(c)(3) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”), 12 U.S.C. 5452(c)(3), a Contractor’s failure to demonstrate to the OMWI Director that it has made good faith efforts to include minorities and women in its workforce (and as applicable, failure to demonstrate that its subcontractor(s) has made such good faith efforts) may result in termination of the contract for default after the contractor is provided written notice and an opportunity to cure the failure in accordance with the procedures set forth in FAR Subpart 49.402-3(d), other contractual remedies, referral to the Office of Federal Contract Compliance Programs (OFCCP), or other appropriate action.

Compliance with this standard does not necessarily satisfy the requirements of EO 11246, as amended, nor does it preclude OFCCP compliance evaluations and/or enforcement actions undertaken pursuant to that Executive Order, or demonstrate compliance with other FAR clauses that may…