DFC Direct Equity Consultant Services IDIQ QA.pdf

Question Answer

We kindly request that DFC consider a virtual bidders conference for this opportunity to address submitted questions. The conference would provide offerors and US Small Businesses an opportunity to network and form partnerships in an effort to meet the DFC’s small business utilization goals.

An industry day event will not be hosted. However, vendors are welcome to use the interested vendors function in Sam.gov

Given the Small Business utilization targets set forth in the solicitation documents, does DFC intend to set aside any IDIQ awards for US Small Businesses?

Awards will be made to small businesses that qualify. However, there is not a requirement to set aside a portion of the awards to small business.

3 Can Offerors pursue a single task under the IDIQ? Or, must offerors pursue all five tasks to be Offerors can submit for a single task or multiple tasks.

If offerors must pursue all five tasks, does DFC expect the offeror to build a consortium of partners? Or, must an offeror submit as a single entity?

DFC's intent is to build a consultant pool for each task. DFC does not expect the offeror to build a consortium of partners. However, offerors may do so in an effort to pursue more tasks.

5 Must offerors demonstrate experience for all the work examples provided in the Task Offeror must demonstrate experience in the task it is submitting for.

We kindly request that DFC provide guidance as to the format of proposal submissions. For example, should offerors prepare a 20-page technical response in Word or rather a PowerPoint submission that addresses Section L, Part E?

Keeping in line with commercial practices, there is not a restriction on the submittal requirements. The vendor may submit in any format as long as it is readable.

7 We kindly request that DFC provide an extension to August 21st or a minimum of three weeks from the date by which answers are posted from DFC.

The submittal due date has been extended.

Could DFC provide guidance as to the anticipated award date of the IDIQ? DFC anticipates awarding IDIQ contract prior to Sept 30, 2023. However, the award date may flucuate depending on the responses received from industry.

Are there limitations for IDIQ holders to issue pass-throughs on certain Task Orders that might be more relevant for a consortium partner?

There are no limitations on subcontracting. However, please refer to any small business clauses in the solicitation.

May offerors present comprehensive qualifications of their consortium to meet the requirements set forth in Section L?

Yes

11 We kindly request information as to what offerors may present as equity deals:

a. Must transactions be closed or would DFC consider deals where significant work has been conducted?

The transaction could be closed or terminated as long as the firm did substantive due dilligence to determine if an equity investment was warranted

13 b. Is there a minimum transaction size? No 14 c. Would DFC consider blended finance transactions? Yes

d. Did the transaction have to be funded with private capital, or is DFI capital sufficient? We would like to see expereince working for a broad range of institutional investors. If the offeror only has past experience advising DFIs that may be submitted for evaluation.

The conflicts section of the RFP mentions a Conflicts Disclosure Form, but we didn’t see a copy attached anywhere. Could you please provide us with the Conflicts Disclosure Form?

The Conflicts Disclosure Form is not required until a task order is initiated.

Section L – Instructions, Conditions, and Notices to Bidders, Addendum to FAR 52,212-2, numeral A, page 48 says that “…whose offer to the solicitation will be most advantageous to the Government, price and other factors considered. The following factors shall be used to evaluate offers: Technical capability and price: Technical capability is more important than price.”Please confirm that the price quote should be presented in Form SF 1449, sections 21 to 24? Also, please explain how bidders are expected to estimate the number of units (hours or days) required to provide the services described in Section C of the RFP (Statement of Work) without knowing key details like the number and size of companies or businesses that would be covered in these services, the countries where these companies or businesses are located (and if travel is required or not), the type of technology or products used by these companies or businesses;

and so on. Given the uncertainties around the scope of services, we suggest DFC considers either 1. Removing price from the award criteria or 2. Describing for each of the five tasks the profile of the people that DFC is expecting to engage and the level of effort for each profile

Price is not a factor at the IDIQ level, but it will be evalauted for each individual task order awarded.

The solicitation has been updated with Amendment 1.

Will responses be considered from bidders with expertise in only one of the DFC regions of interest (from Latin America, Africa, Asia, Central/Eastern Europe, and other DFC eligible countries) set out in the solicitation?

Yes

19 Is preference given to bidders with a US domicile? No

For experience requested in L.E.2, L.E.3, and L.E.6, can there be overlap in these consulting jobs, or do all examples in each category need to be unique?

Experiences can overlap in all categories.

21 Is there a minimum amount requested for number of notable jobs listed? No

There are 11 sectors listed, but only a list of 10 requested. Can the DFC please confirm that they want information on all 11 sectors?

Offerors are not expected to have done jobs in all categories; Offeror may submit 10 past experiences in a singular sector to demonstrate expertise.

Can the DFC confirm whether 3-5 years is the desired time window for “recent consulting jobs”? A recent definition is not included in the solicitation. Offerors are free to submit consulting jobs at its' own discretion.

Can DFC estimate how many DDs they are expecting to do in the next 5 years? DFC conducts 5-6 PE/VC deals per year. Each project may create opportunities for one or two DD oportunities in different task areas.

Can the DFC please clarify if they have a target number of CVs that they would like us to submit in our response?

just the senior partner/advisor/managing director/director/analyst who will be working on the contract

Can the DFC please provide a page limitation for the technical response? A 10 page limit has been established for technical. Please see the instructions to offors addendum in the solicitation for further details.

Can the DFC please confirm that the cover page, cover letter, and table of contents are not included in the page limitation?

A 10 page limit has been established for technical. Please see the instructions to offors addendum in the solicitation for further details.

28 May the offeror submit their technical response as a PDF? Yes

Can the DFC confirm where the requested information in section D CONTRACT DOCUMENTS, should go in our response? Would the DFC prefer that we add it to our technical volume’s cover letter, or that we submit as a separate volume?

The offeror may choose how to submit the contract documents.

The DFC did not provide any details in section ‘M - Evaluation Factors for Award’. They appear to be in Section L, E. 1-7. (Please note, there are 2 section Es – one on page 48 and the other on page 49). Can the DFC please move these details into M, so we can map the sections correctly in our response?

Please see addendum to FAR 52.212-2 that is included in the solicitation.

Can the DFC confirm that the Period of Performance is 9/30/23 - 9/29/27, not 9/30/23-9/29/24 as currently stated on page 2?

9/30/23 - 9/29/27 is the ordering period for each IDIQ.

77344423Q0019 DFC Direct Equity Consultant Services - Questions and Answers

Should contractors submit page 1 of the SF1449 (and all subsequent amendments) in the technical or financial volume? If included in the technical volume, can the DFC please confirm it will not be included in the page count?

A 10 page limit has been established for technical. Please see the instructions to offors addendum in the solicitation for further details. The SF1449 is not included in this page limit.

If Offerors include a statement that the bidder has an active registration in the System for Award Management (SAM), does not have any Active Exclusions, and that entity representations and certificates are current, complete, and accurate as of the date proposals are due, can the DFC confirm that we do not have to insert the Reps and Certs into the proposal as seen in pages 28 to 46?

Please refer to Addendum to FAR 52.212-1 Instructions to Offerors, D.8.

Section 3.0 in the Statement of Work states that the “DFC is issuing a Multiple-Award Indefinite Delivery, Indefinite Quantity Contract (IDIQ) with a value of $7.5 million to procure contractor services to assist in financial services, environmental/social services, information technology, engineering, and technical support on one or more of the tasks listed below ”. Can the DFC please clarify how they want the offeror to indicate which Task Area they are submitting a response for?

Please be explicit about which task area(s) the offeror is responding to. Please feature this information prominently somewhere in the written response. Amendment 1 clarifies this under Addendum to FAR 52.212-1 Instructions to Offerors, E, 1.

35 Can the DFC please clarify when the Quality Control Plan is due? The quality control plan has been removed from the SOW and is no longer required.

The RFQ states that “The Government will award multiple Indefinite Delivery Indefinite Quantity (IDIQ) contracts resulting from this solicitation to the responsible offeror(s) whose offer conforming to the solicitation will be most advantageous to the Government, price and other factors considered.” The RFQ states evaluation criteria for the technical submission, but does not include instructions on the requested pricing inputs or how a price factors will be evaluated.

Will the Government please clarify?

Price is not a factor at the IDIQ level, but it will be evalauted for each individual task order awarded.

The solicitation has been updated with Amendment 1.

Within section L - Instructions, Conditions, and Notices to Bidders, Pages 47 - 49 does not provide instructions for the submission of pricing information nor does it state how pricing will be evaluated. Will DFC be providing this additional information?

Price is not a factor at the IDIQ level, but it will be evalauted for each individual task order awarded.

The solicitation has been updated with Amendment 1.

Scope of work and Geography Tasks listed in the RFQ:

Task 1 - Financial / Tax due diligence Task 2 - Environmental and Social due diligence Task 3 - Technical / Engineering due diligence Task 4 - Technology Systems / Platform due diligence Task 5 - Commercial/Market Landscape Can the offor provide services for Tasks 1, 2 and 5 for a specific a jurisdiction?

We notice from the RFQ that several Federal Acquisition Regulation (FAR) terms are intended to be incorporated by reference in the ensuing contract. We wish to submit that some of these FARs may have corresponding / similar laws in India, which we are required to comply with as stated above. Further, we may have limited understanding of the FARs and may be constrained in our ability to comply with such FAR requirements in their letter and spirit. In this regard, we request your good office to kindly clarify whether the FARs would be applicable to us even in case where we are performing services only with respect to target entities that are based out of India and if yes, which specific FARs would be applicable.

The offeror shall conform to the solicitation's terms and conditions. Any exception must be clearly identified in the offeror's proposal and may preclude the offeror from award. DFC refrains from providing legal counsel to offerors regarding FAR interpretation, and answering questions regarding instances where US laws/regulations may run afoul of foreign laws/regulations. Please see an update under Addendum to FAR 52.212-1 Instructions to Offerors, D. 12.

Contract document requirements Being an entity registered in a foreign country, the below details are not applicable to us -

a. DUNS number

b. CAGE code

c. Statement that we have an active registration in the System for Award Management (SAM) with the appropriate NAICS Code, which does not have any Active Exclusions, and that entity representations and certificates are current, complete, and accurate as of the date proposals are due.

Small business sub-contracting: We do not plan to involve a small business sub-contractor for the services that we propose as a part of our scope of work. Kindly let us know if that should be okay.

Please review FAR 52.212-9 and 52.219-8 requirements prior to submittal to ensure compliance.

Basis our internal checks, we noted past precedence of engaging with USIDFC in connection with the financing of <redacted>. Kindly let us know if the engagement letter for the current engagement can also be structured along the same lines.

For the purposes of this IDIQ the offeror will be working for the DFC directly and not for or through the target company. The offeror is welcome to use jobs like these as past performance for working with the DFC, but the task orders issued under this IDIQ will not be structured this way.

Section A. AWARD DECISION (Page 48) states 'The following factors shall be used to evaluate offers: Technical capability and price. Technical capability is more important than price' Section B. COMMUNICATIONS also states 'Therefore, offerors shall ensure that their initial proposal constitutes their best offer in terms of both price and the technical solution being proposed'.

However, the RFP does not provide instructions for the submittal of pricing; yet, the solicitation provides that the Offeror agrees to hold the offered prices firm for 180 days after the proposal closing date . Would the government please clarify the references to 'Price' in the RFP and provide instructions for the submittal of price if required?

Price is not a factor at the IDIQ level, but it will be evalauted for each individual task order awarded.

The solicitation has been updated with Amendment 1.

The RFP states that 'one multiple-award IDIQ contract will be issued for one or more task areas'.

Are respondents allowed to bid on individual tasks or must each respondent offer services across all 5 task areas?

Offerors are allowed to bid on individual tasks and do not have to bid in all five task areas.

Section E. TECHNICAL, paragraph 3 (Page 48) states 'To establish direct experience working in emerging markets (Latin America, Africa, Asia, Central/Eastern Europe), Offeror shall provide a list of 10 recent consulting jobs performed in these regions and include an estimate on how long the firm has been supporting equity transactions in each region'. Must respondents indicate experience by specific country or will experience across emerging markets and developing countries (with individual counties specified where appropriate) be adequate?

Offerors should estimate their time supporting equity transactions by regions specified (no need for specific country). Latin America, Africa, Asia, Central/Eastern Europe

All offerors, including foreign entities, shall register in SAM.gov and maintain an active registration. See Addendum to FAR 52.212-1 Instructions to Offerors, D, 8.

Offerors are encouraged to apply for as many task areas for their region of expertise

Is the place of performance for this contract considered to be outside of the United States? If yes, the requirement for a Small Business Subcontracting Plan would not apply? If no, the scope would require engaging mostly foreign subcontractors, which would make meeting the stated small business goals in the RFP difficult to meet.

Depending on the task area involved, some aspects of DD can be done remotely. If the offeror has a field office in an emerging market that can be onsite to assist with DD while DFC staff is in country that would be value add, but this is not a requirement.

Would the government grant a two-week extension for contractors to develop responsive proposals after receipt of the Q&A?

The submittal due date has been extended.

We are considering to include Task 2 and Task 3 as a part of our offering, however we understand that the detailed scope of work in each task will differ depending on country, project and sector. We are of the view that pricing it or indicating estimated manhours is not realistic at this stage. Please clarify if the Offeror will get a detailed scope of work for each sector, project, region at a later stage for each Task order.

Price is not a factor at the IDIQ level, but it will be evalauted for each individual task order awarded.

The solicitation has been updated with Amendment 1.

We noted the contract will be IDIQ. Please clarify the basis for awarding either on Firm Fixed Price and Labor House Basis as we understand these will vary for each region and each sector.

DFC will use the contrac type for task orders depending on the requirement and risk involved.

We work of multiple projects with different clients/developers hence there might be certain instances of Conflict at project level. We propose to have ethical wall mechanism to the extent possible to protect the interest of all parties involved. Please confirm if this is acceptable.

DFC legal counsel will decide when an instance rises to the level of a conflict of interest, which may be indicated at the task order level.

We understand the offeror will be appointed as per a Framework/Master Service Agreement (MSA). Please confirm if we can propose our standard Terms and Conditions which can be included in the Framework/MSA.

The offeror shall conform to the solicitation's terms and conditions. Any exception must be clearly identified in the offeror's proposal and may preclude the offeror from award.

We intend to submit an unpriced proposal demonstrating out technical capability. We propose to use our standard proposal template. Please clarify if that is acceptable or we need any specific DFC template.

A specific proposal template and pricing is not required.

The RFQ asks for 10 examples of prior work in emerging markets supporting transactions and 10 examples of prior work supporting transactions in specific industries. To evaluate applications, does this mean that 20 examples are being requested or can there be overlap between the 2 criteria for examples that are chosen?

Overlap is acceptable.

The RFQ has a blank page at the end for criteria for evaluation; Are there any specific criteria selected for evaluating proposals that can be shared?

A specific proposal template is not required.

For Task 5 specifically, will DFC diligence support consider business and commercial fundamentals exclusively, or might diligence on impact (e.g., social impact) also be needed?

Social impact falls under Task 2; Task 5 will not include ESG items.

For Task 5 specifically, will DFC ever request support for identification of potential investment targets under this IDIQ?

No, DFC does not require assistance with origination.

Within section L - Instructions, Conditions, and Notices to Bidders, pages 47 - 49 does not provide instructions for the submission of pricing information nor does it state how pricing will be evaluated. Will DFC be providing this additional information?

Price is not a factor at the IDIQ level, but it will be evalauted for each individual task order awarded.

The solicitation has been updated with Amendment 1.

RFP Section L.D., Contract Documents, require the offeror to submit a “Small Business Subcontracting Outline with appropriate fill-ins. ” For offerors with established commercial subcontracting plans, please confirm that offerors should submit a copy of this plan in response to this requirement.

Offerors may provide its' firm's commercial subcontracting plan following the guidence IAW FAR 52.219- 9.

Should the contractor submit a pricing proposal that includes our breakdown of proposed IDIQ rates in USD per hour? Should this be in a separate volume from the technical? Is any other information required in the Pricing volume?

Price is not a factor at the IDIQ level, but it will be evalauted for each individual task order awarded.

The solicitation has been updated with Amendment 1.

Can the Government confirm if there are any page or formatting requirements for the technical and potentially pricing volumes?

A specific proposal template is not required.

Per directions in the RFQ on page 11 of 50, the subcontracting plan should not include names of subcontractors and goals should not be in dollar values. Does the DFC intend to require a subcontracting plan at the Task Order stage where identification of subcontractors and subcontracting dollars can be defined?

The subcontracting goals will be tracked at the IDIQ level.

Can the Government confirm if they will procure advisors for unique task areas for each project or will the Government allow one advisor to provide services across multiple task areas on one project?

At this time, DFC predicts that it will generally be one per project; However, there may be instances where due dilligence multiple task areas will be needed. DFC may give 2 tasks to one company that qualifies in both task areas or give 2 tasks to 2 qualifiying companies.

Can the Government provide additional clarity regarding the stage of maturity for the equity investments? For example, will equity advisors perform due diligence for early-stage projects in development, construction, or existing operating companies?

At this time, DFC anticipates mainly early stage VC (Series A and above).

Can the Government provide additional clarity on the nature of the technology investments? For example, is the Government considering investments into software assets (i.e. apps or software as a service) or hardware assets (i.e. data centers or broadband infrastructure)?

Mainly software/coding but can be hardware or anything IT related (e.g. a new way of extrating minerals from the groud, a medical breakthrough or new type of battery that powers Evs)

In Section C, Paragraph 18, the Government states that the contractor is “to keep in strict confidence the information furnished by DFC and designated by the COR as public materials.”

Can the Government confirm that this is meant to say “non-public materials” as imposing a confidentiality obligation on information and would require the execution of a non-disclosure agreement (NDA)?

Yes, please see Amendment 1 for correction.

Can the Government please clarify whether awardees can decline sole source directed orders in the case of a conflict of interest due to audit or other professional standards?

Yes, this is not a requirements contract. Therefore, vendors are not required to perform in the event of a conflict of interest due to audit or other professional standards.

Can the Government please provide a copy of the Certain Obligations Regarding Potential Conflicts of Interest and Acknowledgements document referenced in Section C, Paragraph 19, as to allow bidders to assess the requirements of this document?

The Conflicts Disclosure Form is not required until a task order is initiated.

Can the Government please confirm that a contractor may use one qualification to address the requirements in the solicitation Section L, E. “TECHNICAL,” 2, 3, 4, 6, and 8? For example, if a qualification is supporting an equity transaction in Africa in the renewable energy sector for a Development Finance Institution would that qualification count towards meeting all requirements of 2, 3, 4, 6 and 8, or would it count as one example?

Yes, the offeror may reuse transactions that overlap with other task areas.

Could DFC please provide a one-week extension for the proposal submission to allow time to incorporate Q&A feedback?

The submittal due date has been extended.

The ordering period for these IDIQ contracts will consist of five (5) years to commence on the date of award. Period of Performance: 09/30/2023 to 09/29/2024. Should the period of performance not be 09/29/2028?

9/30/23 - 9/29/27 is the ordering period for each IDIQ.

The RFQ did not include instructions for preparation of a price proposal, but the evaluation criteria indicates that price is a factor (page 48, A. Award Decision). Please confirm that price information should not be included at this IDIQ proposal stage.

Price is not a factor at the IDIQ level, but it will be evalauted for each individual task order awarded.

The solicitation has been updated with Amendment 1.

Could you advise if we can only quote for one or two of the tasks, and for certain geographies? Offerors can submit for a single task or multiple tasks for any number of geographies.

Can you please confirm that the Contractor is not required to submit any pricing info in response to this particular RFQ?

Price is not a factor at the IDIQ level, but it will be evalauted for each individual task order awarded.

The solicitation has been updated with Amendment 1.

Can you please confirm that the small businesses the Contractor plans to engage can be identified at the TO level as long as the Contractor commits to DFC’s 25% goal for all small businesses and submits the Small Business Subcontracting Plan in response to this particular

RFQ?

Subcontractors may be identified at the task order level.

Under Section I - Contract Clauses, FAR 52.219-9 is not checked, however, Section L - Instructions, Conditions, and Notices to Bidders outlines the contract documents for submittal, including 11. Small Business Subcontracting Outline. The Small Business Subcontracting Outline does not contain all 15 requirements within FAR Subpart 19.7. Should the Offeror only complete the fill-in Small Business Subcontracting Outline, or may we submit our firm template (Individual Subcontracting Plan) that complies with the 15 requirements of FAR 52.219-9/FAR Subpart 19.7?

Amendment 1 corrects the inclusion of FAR 52.219-9 and 52.219-8. Additionally, the outline has been updated. Offerors may use its' firm's subcontracting plan template in lieu of the outline provided by

DFC.

Section 21.0 Subcontracting Plan states ‘The subcontracting plan must state that the proposal goals are based on total planned subcontracted dollars.’ These dollars are unknown at this time and section 21.0 Subcontracting Plan of the solicitation states ‘The proposed goals should be expressed as percentages only, not dollar values.’ Section H of the Small Business Subcontracting Outline requires dollar amounts by small business category. The Outline also requires separate dollar and percentage goals, however, section 21.0 Subcontracting Plan of the solicitation states ‘The proposed goals should be expressed as percentages only, not dollar values.’ Please confirm.

Offerors shall complete the outline in accordance with 19.704(a). The dollars are to assist with the calculations.

The Small Business Subcontracting Outline notes DFC subcontracting goals. Considering the nature of this multi-award contract, it is unknown what task orders will be awarded, as well as the scope of the work for potential subcontracting to small businesses. Are the DFC subcontracting goals recommended, mandatory, or should the offeror propose goals based only on potential scopes of work that it does not anticipate performing itself?

The proposed goals are not mandatory but are provided for contractor awareness when submitting a subcontracting plan. The offeror may propose goals based on potential scopes of work that it does not anticipate performing itself.

Section 6. Reporting and Cooperation of the Small Business Subcontracting Outline references the SF 294 and SF 295 for reporting, however 21. Subcontracting Plan of the solicitation states ‘reporting of the actual subcontracting information experienced under the IDIQ contract will occur in the Electronic Subcontracting Reporting System (eSRS) in accordance with FAR 52.219- 9.’ Please confirm that reports should be submitted in eSRS, not on the PDF SF 294/295.

The SF294/295 is now done through eSRS. In accordance with the SOW, 21.00, submittals will be completed using eSRS. The outlines has been updated

The thresholds in Sections 5 and 7.C of the Small Business Subcontracting Outline are incorrect/outdated per FAR 52.219-9/FAR Subpart 19.7. Should we bring current?

The thresholds have been updated in the outline.

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