86614920R00007.pdf

SEE ADDENDUMIS CHECKED

CODE 18a. PAYMENT WILL BE MADE BY

CODE

FACILITYCODE

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN OFFER

OFFEROR

HUD-NFWR

1670 BROADWAY 23RD FLOOR

OFFICER

OFFICE OF THE CHIEF PROCUREMENT

US DEPARTMENT OF HUD

CODE 16. ADMINISTERED BYCODE

X

X

522390

SIZE STANDARD:

% FOR:SET ASIDE:UNRESTRICTED ORHUD-NFWR

RFPIFB

10. THIS ACQUISITION ISCODE

RFQ

14. METHOD OF SOLICITATION

13b. RATING

NAICS:

SMALL BUSINESS

09/28/2020 1400 ET

08/27/2020

CHRISTOPHER STUART

(No collect calls)

INFORMATION CALL:

FOR SOLICITATION 8. OFFER DUE DATE/LOCAL TIMEb. TELEPHONE NUMBER a. NAME

4. ORDER NUMBER3. AWARD/ 6. SOLICITATION

86614920R00007

5. SOLICITATION NUMBER

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS 1. REQUISITION NUMBER PAGE OF

1 330 OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30

DENVER CO 80202-4801

TELEPHONE NO.

17a. CONTRACTOR/

15. DELIVER TO

DENVER CO 80202-4801

1670 BROADWAY 23RD FLOOR

OFFICER

OFFICE OF THE CHIEF PROCUREMENT

9. ISSUED BY

7.

2. CONTRACT NO.

EFFECTIVE DATE

$22.00

18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK BELOW

ISSUE DATE

DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

11.

SEE SCHEDULEX

12. DISCOUNT TERMS

THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13a.

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

8(A)

US DEPARTMENT OF HUD

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

24.

AMOUNT

23.

UNIT PRICE

22.

UNIT

21.

QUANTITY

20.

SCHEDULE OF SUPPLIES/SERVICES

19.

ITEM NO.

Period of Performance: 01/20/2021 to 01/22/2022

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

HEREIN, IS ACCEPTED AS TO ITEMS:

X

XX

DATED

EDGAR A. CROSS

. YOUR OFFER ON SOLICITATION (BLOCK 5),

INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE SET FORTH

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND DELIVER

ARE

ARE

31c. DATE SIGNED

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

31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER)

30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER (Type or print)

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

SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED.

27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 AND 52.212-5 ARE ATTACHED. ADDENDA

26. TOTAL AWARD AMOUNT (For Govt. Use Only)

OFFER

STANDARD FORM 1449 (REV. 2/2012)

Prescribed by GSA - FAR (48 CFR) 53.212

ARE NOT ATTACHED.

ARE NOT ATTACHED.

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

30b. NAME AND TITLE OF SIGNER (Type or print)

30a. SIGNATURE OF OFFEROR/CONTRACTOR

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN

25. ACCOUNTING AND APPROPRIATION DATA

29. AWARD OF CONTRACT:

REF.

8/27/2020

32e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE

32c. DATE 32b. SIGNATURE OF AUTHORIZED GOVERNMENT REPRESENTATIVE

ACCEPTED, AND CONFORMS TO THE CONTRACT, EXCEPT AS NOTED:

32a. QUANTITY IN COLUMN 21 HAS BEEN

RECEIVED INSPECTED

40. PAID BY39. S/R VOUCHER NUMBER38. S/R ACCOUNT NUMBER

37. CHECK NUMBER

FINALPARTIAL

36. PAYMENT

FINALPARTIAL

35. AMOUNT VERIFIED

CORRECT FOR

34. VOUCHER NUMBER33. SHIP NUMBER

COMPLETE

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

42d. TOTAL CONTAINERS42c. DATE REC'D (YY/MM/DD)

42b. RECEIVED AT (Location)

42a. RECEIVED BY (Print)

41c. DATE41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER

41a. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT

STANDARD FORM 1449 (REV. 2/2012) BACK

24.

AMOUNT

23.

UNIT PRICE

22.

UNIT

21.

QUANTITY

20.

SCHEDULE OF SUPPLIES/SERVICES

19.

ITEM NO.

32f. TELEPHONE NUMBER OF AUTHORIZED GOVERNMENT REPRESENTATIVE

32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT REPRESENTATIVE

330 2 of

Reverse Mortgage Loan Servicing

Section B DESCRIPTION/SPECIFICATIONS

1. CLIN 0001 TRANSITION IN

The contractor shall be paid a fixed price for the transition in. The contractor will be paid for transition in in accordance with HUDAR clause 2452.232-70 PAYMENT

SCHEDULE.

2. CLIN 0002 SERVICE PRICE (and corresponding CLINS for each option period)

The Contractor shall be paid a fixed unit price per loan serviced during the month invoiced. For example:

Month 1: 175,000 Assigned Loans serviced x $1.00 unit price per loan = total monthly invoiced $175,000.00

Month 2: 180,000 Loans serviced x $1.00 unit price per loan = total monthly invoiced $180,000.00

The monthly service price shall be compensation for all requirements not elsewhere specified including but not limited to all labor and other costs related to servicing all loans in the portfolio, tasks completed on uninsured loans, updating the service to accommodate policy, legislative or regulatory changes required to service all loans in the portfolio and relating to any of the tasks in this PWS.

3. CLIN 0004 TRANSTION OUT

The transition out CLIN will only be ordered in the event that HUD determines to not exercise the next option period or in the last performance period. This will be a unilateral decision by HUD and may be ordered at any time during the contract period.

4. REIMBURSEABLES

HUD will reimburse the Contractor for only the following expenses upon presentation of an approved invoice and adequate supporting documentation without prior approval by the COR. Any dispute as to whether an expense is to be reimbursed will be forwarded to the Contracting Officer for resolution.

Actual recording fees associated with filing release documents are reimbursable and must be approved monthly by the COR.

Actual cost of title search, abstracting fees, and recording fees associated with Deed-in Lieu (DIL).

Actual cost of title search or title records report, as requested by the COR.

Actual costs of appraisals that are requested by the COR.

With authorization from the Contracting Officer, boxes used for archiving files at the

Federal Records Center can be purchased from approved suppliers at the government price.

Reimbursement of other disbursements must be pre-approved by the COR prior to incurring the expense.

One Time Reimbursable are those expenses that occur only once and are necessary at the beginning of the contract or paid as Transition n costs. They include the following:

Initial contractor employee training but not recurring training after the transition period is over; Contractor employee travel to initial training but not travel after the transition period is over; Office set-up expenses such as space build out, IT installation, etc. but not recurring monthly lease or phone bills; Moving of all the fireproof file cabinets from the former contractor's office site to the new contractor's office site; it does not include: Computer equipment, phones, or furniture; lump sum insurance, employee bonuses, or other similar expenses

5. Pricing Schedule

Base Period

Contract Line Item Number

(CLIN)

Service Requirement

Estimated Quantity

Unit Unit Price Per Loan Total Estimated Annual Price

0001 Transition In Costs 1 $

0002 Loan Servicing -

(HUD estimates that an average of 175,000 Assigned loans will be serviced monthly during the base period but the # of loans could range from 1 to 250,000 loans serviced per month during the base period).

1 – 250,000

*Unit Price per loan serviced for a quantity of loans serviced between 1 and 250,000 loans.

(based on Unit Price estimated average of loans for 8 months. 175,000 x Unit Price Per Loan x 8 Months = Total Estimated Annual Price)

0003 Reimbursable Items – No Fee

Estimated

NTE

$4,800,000.00

0004 Transition Out Costs The CLIN can be ordered during at the end of the

1 NA

base period or at any time during Option Periods 1-4

TOTAL ESTIMATED PRICE FOR BASE PERIOD

*For the purposes of calculating the Total Annual Price please use the estimated monthly quantity of 175,000 loans serviced.

Option Period 1

Contract Line Item Number

(CLIN)

Service Requirement

Estimated Quantity

Unit(s) Unit Price Per Loan Total Estimated Annual Price

0005 # of Loans Serviced

(HUD estimates that an average of 220,000 loans will be serviced during option period 2 but the # of loans could range from 1 to 300,000 loans serviced per month during option period 1)

1 – 300,000

*Unit Price per loan serviced for a quantity of loans serviced between 1 and 300,000 loans.

(based on Unit Price estimated average of loans 12 months. 220,000 x Unit Price Per Loan x 12 Months = Total Estimated Annual Price)

0006 Reimbursable Items – No Fee

Estimated NTE

$2,400,000.00

TOTAL ESTIMATED PRICE FOR OPTION PERIOD 1

For the purposes of calculating the Total Estimated Annual Price please use the estimated monthly quantity of 220,000 loans serviced.

Option Period 2

Contract Line Item Number

(CLIN)

Service Requirement

Estimated Quantity

Unit(s) Unit Price Per Loan Total Estimated Annual Price

0007 # of Loans Serviced

(HUD estimates that an average of 240,000 loans will be serviced monthly during option period 3 but the # of loans could range from 1 to 350,000 loans serviced per month during option period 2)

1 – 350,000

* Unit Price per loan serviced for a quantity of loans serviced between 1 and 350,000 loans.

(based on Unit Price estimated average of loans 12 months. 240,000 x Unit Price Per Loan x 12 Months = Total Estimated Annual Price)

0008 Reimbursable Items – No Fee

Estimated NTE

$2,400,000.00

TOTAL ESTIMATED PRICE FOR OPTION PERIOD 2:

*For the purposes of calculating the Total Estimated Annual Price please use the estimated monthly quantity of 240,000 loans serviced.

Option Period 3

Contract Line Item Number

(CLIN)

Service Requirement

Estimated Quantity

Unit(s) Unit Price Per Month Total Estimated Annual Price*

0009 # of Loans Serviced

(HUD estimates that an average of 260,000 loans will be serviced monthly during option period 3 but the # of loans could range from 1 to 400,000 loans serviced per month during option period 3)

1 – 400,000 $

* Unit Price per loan serviced for a quantity of loans serviced between 1 and 400,000 loans.

(based on Unit Price estimated average of loans 12 months 260,000 x Unit Price Per Loan x 12 Months = Total Estimated Annual Price)

0010 Reimbursable Items – No Fee

Attachment A, paragraph 13.1

Estimated NTE

$2,400,000.00

TOTAL ESTIMATED PRICE FOR OPTION PERIOD 3

estimated monthly quantity of 260,000 loans serviced

Option Period 4

Contract Line Item Number

(CLIN)

Service Requirement

Estimated Quantity

Unit(s) Unit Price Per Month

Total Estimated Annual Price

0011 # of Loans Serviced

(HUD estimates that an average of 300,000 loans will be serviced monthly during option period 4 but the # of loans could range from 1 to 450,000 loans serviced per month during option period 4)

1 – 450,000

* Unit Price per Loan per loan serviced for a quantity of loans serviced between 1 and 450,000 loans.

(based on Unit Price estimated average of loans 12 months.

300,000 x Unit Price Per Loan x 12 Months = Total Estimated Annual Price)

0012 Reimbursable Items – No Fee

Estimated NTE

$2,400,000.00

TOTAL ESTIMATED PRICE FOR OPTION PERIOD 4

estimated monthly quantity of 300,000 loans serviced

Section C Performance Work Statement (PWS)

Reverse Mortgage Loan Servicing Requirement

Vision Statement

1 General Information

1.1 Introduction

1.2 Background

1.3 Constraints

1.4 Description of Services

1.5 Non-Personal Services

1.6 Period of Performance

1.7 Place of Performance

1.8 Hours of Operation

1.9 Special Qualifications

1.10 Post Award/Kickoff Conference

1.11 Status Meetings

1.12 Contractor Travel

1.13 Transition In

1.14 Transition Out

2 Definitions and Acronyms

2.1 Definitions

2.2 Acronyms

3 Government-Furnished Property and Services

3.1 Government Services

3.2 Facilities

3.3 Equipment

3.4 Materials

3.5 Quality Assurance (QA)

4 Contractor-Furnished Items and Services

4.1 Facilities

4.2 Equipment

4.3 Material

4.4 Contractor Responsibilities

4.5 Contractor Personnel

4.6 Identification of Contractor Employees

4.7 Quality Control

4.7.1 Quality Control Plan

5 Specific Tasks

5.1 Transition In

5.2 Loan Servicing

5.3 HECM Insured Servicing

5.4 HECM Assigned Servicing

5.5 Reporting

5.6 Maximize Recoveries

5.7 Risk Management

5.8 Customer Service

5.9 Transition Out

6 Deliverables

6.1 Quality Control Plan

6.2 Acceptance Criteria

7 Performance Requirements Summary

8 Related Documents

Vision Statement

To provide professional loan servicing for HUD’s nationwide Home Equity Conversion Mortgage (HECM) loan portfolio.

1 General Information

1.1 Introduction

The Department of Housing and Urban Development (HUD), requires contractor support to provide professional, effective, and comprehensive reverse mortgage loan servicing while maintaining a high level of customer service. Services shall include demonstrated effective risk management that identifies opportunities for maximum recoveries from the loan portfolio at the earliest possibility.

1.2 Background

Home Equity Conversion Mortgage (HECM) Insured: FHA Insured HECM loans, commonly referred to as reverse mortgages, are designed to enable elderly homeowners to convert a portion of the equity in their homes to monthly streams of income and/or lines of credit. To guarantee continued payments to the borrower should the lender fail to make the required payments, a second mortgage in HUD's name is executed and recorded subsequent to the first mortgage. Minimal servicing is required except in the event of lender failure, which has not occurred since origination of the HECM program in 1985. However, if this event should occur, the loan servicing contractor would be expected to begin comprehensive servicing under HUD’s second mortgage.

Home Equity Conversion Mortgage (HECM) Assigned: First mortgage loans in good standing, upon reaching a specified threshold, may be assigned to HUD for continued loan servicing for the life of the loan. Before acceptance of assignment of the first mortgage, the Contractor reviews the packages submitted by the Lender. Following assignment, monthly or periodic payments may be made by HUD's Contractor to the borrower. The Contractor also monitors the HECM for ongoing program compliance, performs comprehensive due and payable servicing, and when necessary, initiates foreclosure upon the death or non-compliance of the borrower.

The Housing and Community Development Act of 1987 (P.L. 100-242, February 5, 1988) established and subsequent legislation has amended, a Federal mortgage insurance program, Section 255 of the National Housing Act, 12 USC 1715z-20, to insure home equity conversion mortgages (HECM).

HECM loans are currently serviced using the Home Equity Reverse Mortgage Information Technology (HERMIT) system. Additionally, HUD's Contractor interfaces with several HUD information management systems. HUD utilizes a variety of systems to store information related to the approximately 600,000 active HECM loans. The Contractor shall regularly verify data in

HERMIT or in the approved alternate method and system as indicated in Phase One - Discovery.

1.3 Constraints

The Contractor shall adhere to all federal, state, and local laws, and any conventions identified by HUD, when performing the services required in this PWS.

The Contractor shall obtain all required licenses, permits, bonds and legal permissions required to transact business within the contract area.

HUD regulations governing the program are contained in 24 CFR 206. Handbooks guidelines are in 4235.1 REV-1; 4330.2 REV-1&2; 4330.1 REV-5, Chapter 13; 4335.2; and 4310.5 REV-2.

Other guidance is contained in applicable Housing Notices, Mortgagee Letters, subsequent publications regarding HECM loans, as well as in the verbiage in the Note, Mortgage, and the Home Equity Conversion Loan Agreement.

Security Access -Due to the sensitivity of loan, property and vendor profile data, access to HUD systems and/or business service providers shall be limited to individuals based upon their specific duties and the security of the system. As a condition of obtaining access, Contractor employees requiring access to HUD systems shall follow the procedures as set forth in Section I, HUDAR 2452.239-70. HUD may grant, deny, or revoke an individual's access rights to a HUD system based upon the results of the security background check of the individual. The Contractor shall provide written notification to the COR not later than one (1) business day of termination or resignation of any employee granted HUD systems access or when there is no longer a need for access to HUD systems by any Contractor employee. The Contractor shall maintain an up-to-date list that identifies contract employees with access to each of the information systems described in this section and the justification for each employee's level of access.

Workload Volume - HUD reserves the right to determine workload volume and the type and number of assets assigned to the Contractor at any given time.

VPN Connectivity - HUD Headquarters Information Technology Division (IT) will order and coordinate connectivity via VPN Tunnel to the Contractors office upon identification of the Contractors facility address. Installation of the VPN Tunnel is estimated to take 60 calendar days or more.

Freedom of Information Act -The Contractor shall be familiar with the Freedom of Information Act (FOIA) (Title 5 V.S.C. Section 552) and the Privacy Act (5 V.S.C. 552a) and shall assist HUD in responding to requests for information. The Contractor shall forward all requests for information that are subject to FOIA or the Privacy Act to the FOIA Officer as determined by the COR. In the case of a FOIA request that involves costs to the requestor, the Contractor shall provide a cost breakdown to the COR.

Internal Controls and Compliance - The contractor shall establish, document, and maintain internal controls appropriate to the services performed under the contract, including separation of duties, audit logs, quality assurance procedures for data integrity, protection of personally identifiable information, authentication of personal identity in transactions with the public, system security, and continuity of operations. The contractor shall answer inquiries, provide documentation, and give access to facilities in support of HUD's audits and internal control and compliance reviews, including but not limited to the annual audit of FHA's financial statements, annual reviews of internal controls under OMB Circular A-123 and annual reviews of financial system compliance under OMB Circular A-127. The contractor shall not interact directly with external auditors and all responses related to inquiries, audits or reviews must be delivered directly to the Contracting Officer and Contracting Officer Representative. The only exception to this interaction would be direct requests to the contractor from state regulatory authorities.

Federal Records Management - The Contractor must comply with all applicable federal records management laws and regulations, as well as National Archives and Records Administration (NAFA) records policies, HUD, FedRamp, the FAR, HUDAR, OFPP, OMB, including but not limited to the Federal Records Act (44 U.S.C. chs. 21, 29, 31, 33), NARA regulations at 36 CFR Chapter XII Subchapter B, and those policies associated with the safeguarding of records covered by the Privacy Act of 1974 (5 U.S.C. 552a). All records must be protected according to HUD Handbook 2229.1 Records Disposition Schedule for Automated Systems (chapter 2 Establishing Records Disposition Schedules), to ensure records disposition schedules are addressed adequately during the system lifecycle (Initiation, Development, and Operation).

Non-Disclosure of Sensitive Information - Neither the Contractor nor any of its employees or affiliates shall disclose nor cause to be disseminated any information relating to the services hereunder to any person not entitled to receive it. Failure to safeguard any sensitive information that may come to the Contractor or any person under his/her control in connection with work under this PWS, may subject the Contractor or its agents or employees to criminal liability or termination for default. The Contractor shall establish procedural and technical controls in their quality control plan to protect confidential and sensitive information.

File Storage -The file storage facility provided by the Contractor shall meet all Federal requirements for storage of Federal records and financial assets. The files shall be located in a facility that allows these files to be available to the Contractor or staff not later than twenty-four

(24) hours from request. The Contractor shall safeguard all documents including but not limited to legal documents, correspondences, accounting related documents, etc. by electronic imaging and storage.

The legal documents for Puerto Rico cases cannot be duplicated or replaced; therefore, the Contractor shall safeguard all documents by electronic imaging and storage. The original legal documents for Puerto Rico cases shall be stored in fireproof cabinets for the life of the contract.

HUD owns eight (8) fireproof (FP) file cabinets. HUD-owned FP cabinets are needed for the storage of the Puerto Rico legal documents; therefore, the Contractor shall arrange for the transportation and associated transportation costs for these cabinets. The transportation costs shall be considered part of the start-up costs.

The Contractor shall establish controls to protect data from accidental or malicious alteration or destruction prior to submission to HUD's Federal Records Center.

These controls must be documented in the Quality Control Plan (QCP).

With the issuing of OMB M-19-21 Transition to Electronic Records, all federal records must be managed in an electronic format; and

Must comply with all applicable records management laws and regulations, as well as National Archives and Records Administration (NARA) records policies, including but not limited to the Federal Records Act (44 U.S.C. chs. 21, 29, 31, 33), NARA regulations at 36 CFR Chapter XII Subchapter B, and those policies associated with the safeguarding of records covered by the Privacy Act of 1974 (5 U.S.C. 552a).

1.4 Description of Services

The Contractor shall provide loan servicing activities. These services shall include:

Transition In Loan Servicing HECM Insured Servicing HECM Assigned Servicing Reporting Maximize Recoveries Risk Management Customer Service Transition Out

Detailed descriptions of specific tasks are provided in Section 5 Specific Tasks and Deliverables.

1.5 Non-Personal Services

The Government will neither supervise Contractor employees nor control the method by which the Contractor performs the required tasks. Under no circumstances shall the Government assign tasks to, or prepare work schedules for, individual Contractor employees. It shall be the responsibility of the Contractor to manage its employees and to guard against any actions that are of the nature of personal services or give the perception of personal services.

If the Contractor believes that any actions constitute, or are perceived to constitute personal services, it shall be the Contractor's responsibility to notify the Contracting Officer (CO) immediately. These services shall not be used to perform work of a policy, decision making, or management nature, i.e. inherently Government functions. All decisions relative to programs supported by the Contactor shall be the sole responsibility of the Government.

1.6 Period of Performance

The period of performance shall be for one base period of 12 months and four 12-month option periods.

1.7 Place of Performance

The services to be performed under this contract shall be performed at the Contractor facility.

1.8 Hours of Operation

The Contractor is responsible for providing services between the hours of 7:00 am to 7:00 pm, local time in the geographic area, Monday thru Friday except for Federal holidays or when the Government facility is closed due to local or national emergencies, administrative closing, or similar Government directed facility closings. The Government reserves the right to change hours of operation or restrict contractor access. Work outside of these daily hours is prohibited without Contracting Officer approval. Government agencies will not be available during scheduled holidays, inclement weather, weekends, and after duty hours.

The Contractor shall always maintain an adequate workforce for the uninterrupted performance of all tasks defined within the contract when the Government facility is not closed for the above reasons. When hiring personnel, the Contractor shall keep in mind that the stability and continuity of the workforce is essential.

1.9 Special Qualifications

Contract Manager Qualifications: based on past work history and the following minimum qualifications and experience are required by HUD: Reverse Mortgage loan servicing experience, Relevant Project or Operations Management, Staffing, Developing Budgets, Coordination, Strategic Planning, and Quality Risk Management.

Alternate Contract Manager Qualifications: based on past work history and the following minimum qualifications and experience are required by HUD: Reverse Mortgage loan servicing experience on a mortgage portfolio, Relevant Project or Operations Management, Staffing, Developing Budgets, Coordination, Strategic Planning, and Quality Management.

Loan Servicing Manager Qualifications: Reverse Mortgage Loan Servicing experience to include direct management of, and daily interaction with, at least 50 employees.

Cash Manager Qualifications: Based on past work experience the following minimum qualifications and experience are required by HUD: Mortgage Servicing Related Accounting experience, Certified Public Accountant (CPA) license and experience with U.S. Treasury Cash Management Regulations including Credit Reform.

Quality Control Manager Qualifications: Based on past work experience and the following minimum qualifications and experience are required by HUD: Reverse Mortgage Servicing Related Quality Control experience executing a mortgage review test plan including the level of servicing quality and solutions to meet the Clients service level objectives, internal and external audit processes, remediation to ensure accuracy, and quality and mitigate potential losses.

1.10 Post Award/Kickoff Conference

The Contractor shall attend any post award conference convened by the contracting activity or contract administration office in accordance with FAR Subpart 42.5. The Government intends to convene a Post Award Conference with the Contractor within ten business days after contract award. The Contracting Officer will notify the Contractor of the specific date, location, and agenda within five business days after contract award.

1.11 Status Meetings

The Contracting Officer, Contracting Officer Representative (COR) and other Government personnel, as appropriate may meet periodically with the Contractor to also review Contractor performance, requirement status, etc. At these meetings, the Contracting Officer will apprise the Contractor of how the Government views the Contractor's performance or progress of the requirement. The Contractor will apprise the Government of problems, if any, being experienced. Appropriate action shall be taken to resolve outstanding issues. These meetings shall be at no additional cost to the Government. Post Award Conference and subsequent meetings may be held via teleconference.

1.12 Contractor Travel

Prior to travel, the Contractor shall coordinate with and receive Government authorization from the COR for all travel. Reimbursement of travel costs will be in accordance with the Federal Travel Regulation and in accordance with FAR 31.205-46. The Contractor shall travel using the lower cost mode transportation commensurate with the mission requirements. When necessary to use air travel, the Contractor shall use the tourist class, economy class or similar lodging accommodations to the extent they are available and commensurate with the mission requirements. HUD will not reimburse Contractor's local travel. Local travel is defined as travel within fifty (50) miles of Tulsa, OK. All other travel will be reimbursed on a cost reimbursable basis; no profit or fee will be paid.

1.13 Transition In

The Contractor shall, upon the Contracting Officer's written notice, furnish Transition-In services as required. As a successor, the Contractor shall have sufficient personnel on board during the 90 day Transition-In period to ensure a smooth transition with the incumbent Contractor. The Contractor shall provide an orderly transition of work acceptance and accomplishment such that any impact to the program is minimized. During the Transition-In period, the Contractor shall become familiar with the requirements in order to commence full performance of services by the end of the contract Transition-In period. Transition-In is not required if the successor Contractor is the incumbent Contractor.

1.14 Transition Out

To minimize any decrease in productivity and to prevent possible negative impacts on additional services, the Contractor shall have sufficient personnel on board during the 90 day Transition- Out period. The incumbent Contractor shall ensure a smooth transition with the successor Contractor during the Transition-Out period, prior to completion of contractual performance. The incumbent Contractor shall aid the successor in the development of plans, procedures, and methods for the assumption of all on going work. The Contractor shall provide an orderly transition of work acceptance and accomplishment, such that full control by the successor Contractor is achieved by the end of the new contract.

2 Definitions and Acronyms

2.1 Definitions

ACCELERATED NOTE - A mortgage note that must be paid in full in order to avoid foreclosure.

ASSET SALE - Secretary Held mortgages sold in bulk to investors.

ASSIGNED TITLE II MORTGAGES - The terms Assigned Title II Mortgages, Secretary-Held, and Assignments shall be synonymous and may be used interchangeably in this contract.

ASSIGNMENTS - Loans assigned by Lenders to the Secretary of HUD for servicing.

ACCEPTABLE QUALITY LEVEL - The level of acceptable performance required by the Government.

BUSINESS HOURS - 7AM to 7PM Central Time, Monday thru Friday, excluding holidays.

COMPROMISE OFFER/SHORT SALE - The offer by a third party to purchase a property secured by a Secretary-held mortgage for the market value that value being less than the total amount owed on the mortgage. The acceptance by the Contractor shall be a binding adjustment for an amount that lies somewhere between the total debt and the maximum amount that the Department can reasonably expect to receive for the secured property in the current housing market.

CONTINUITY OF OPERATIONS PLAN (COOP) - A formalized plan for the continuation of business operations in the event of a disaster.

CONTRACT - A written mutually binding legal relationship obligating the seller to furnish the supplies or services and the buyer to pay for them.

CONTRACTING OFFICER (CO) - A person with the authority to enter into, administer, and/or terminate contracts and make related determinations and findings.

CONTRACTING OFFICER REPRESENTATIVE (COR) - An employee of the U.S. Government appointed by the Contracting Officer to perform contract administration activities regarding technical issues. This individual has authority to provide technical direction to the Contractor if direction is within the scope of the contract, does not constitute a change and has no funding implications. This individual does NOT have authority to change the terms and conditions of the contract

CONTRACTOR - The individual, partnership, corporation, or other entity, which, in addition to HUD, is the party subject to the terms and conditions of this contract.

CONTRACTOR-ACQUIRED PROPERTY - Items acquired or otherwise provided by the Contractor for performing a contract, to which the Government takes ownership. All Government-owned items shall be clearly labeled "Property of Department of Housing and Urban Development.

CONTROLLED CORRESPONDENCE - Any correspondence that is logged into a tracking system requiring a response within certain timeframes.

CUSTODIAL CARE - The managing of abandoned properties, secured by a HUD-held mortgage, which have been assigned to an M&M Contractor to secure, maintain yard, and winterize, until title of the property can be vested in HUD.

CRM TICKET – Tickets generated by the FHA Resource Center as a result of an incoming inquiry.

DAY - A calendar day, unless otherwise specified.

DIRECT PAYMENT - Regular monthly payments and line of credit payments that are paid directly to the mortgagor or the mortgagors banking account.

DUE and PAYABLE - A mortgage that must be paid in order to avoid foreclosure.

ELECTRONIC AND INFORMATION TECHNOLOGY (EIT) - has the same meaning as "information technology" except EIT also includes any equipment or interconnected system or subsystem of equipment that is used in the creation, conversion, or duplication of data or information. The term EIT, includes, but is not limited to, telecommunication products (such as telephones), information kiosks and transaction machines, worldwide websites, multimedia, and office equipment (such as copiers and fax machines).

ELECTRONIC FUNDS TRANSFER (EFT) - Checking or savings accounts set up with a financial institution by the borrower to receive payments from the servicing lender electronically.

The Contractor shall make this option available to those borrowers who wish to use this method of payment.

FHA CONNECTION - HUDs interactive Internet system providing approved Federal Housing Administration (FHA) lenders

FINANCIAL DATA INFORMATION - Financial data information obtained when a caller calls about are delinquent mortgage, e.g. all fixed monthly expenses and income in a format acceptable to HUD according to Mortgagee Letter 2000-05. Information not disclosable to the caller.

FORBEARANCE AGREEMENT - Any agreement, whether formal or informal, whether or not written, pursuant to which HUD has agreed to forbear from enforcing certain provisions of a mortgage or mortgage note.

FORCE MAJEURE - Specific events that are beyond the control and without the fault or negligence of the Contractor. Examples of these events are (1) acts of God or of the public enemy, (2) acts of the Government in either its sovereign or contractual capacity, (3) fires, (4) floods, (5) epidemics, (6) quarantine restrictions, (7) strikes (8) freight embargoes, and (9) unusually severe weather.

FORECLOSURE AGENT - A contract attorney, a Department of Justice contract attorney, a Department of Justice attorney, or a Foreclosure Commissioner designated under the Single- Family Mortgage Foreclosure Act who carries out the foreclosure actions.

HARDEST HIT FUNDS (HHF) - Hardest Hit Fund® programs in 18 states and the District of Columbia are designed to provide assistance to struggling homeowners through modification, mortgage payment assistance, and transition assistance programs.

HOME EQUITY REVERSE MORTGAGE INFORMATION TECHNOLOGY (HERMIT) - a business service provider used to service and track servicing activities for HECM loans.

INDUSTRY STANDARDS - Generally accepted business practices within the Industries of Real Estate, Lending, and Management of Assets.

KEY PERSONNEL - Personnel specifically considered being essential to the work being performed under this contract, pursuant to HUDAR 2452.237-70, Key Personnel.

LINE OF CREDIT PAYMENT - A line of credit established by the borrower at the time of origination that the borrower may draw against at any time over the life of the loan.

PERFORMANCE EVALUATION - The COR’s record of the Contractors performance, under the contract, will be used for consideration of exercising an option and future source selection purposes by other Federal departments and agencies.

PERFORMANCE REQUIREMENTS - The service level that separates acceptable performance from unacceptable performance of a task according to the Inspection of Services clause.

PERFORMANCE REQUIREMENTS SUMMARY - A listing of the performance requirements under the contract that are to be evaluated by the Government on a regular basis; performance standards for these requirements, and surveillance methods to be used to determine if performance standards are met (and optionally, any maximum payment for meeting the AQL level, and any deduction from payment for not meeting the AQL).

PERFORMANCE STANDARD - The Contractors performance level required by the Government. This is also known as Acceptable Quality Level (AQL).

POST AUDIT (HECM) - Verification and reconciliation of data between the Home Equity Conversion Mortgage System and the information received from the assigning HECM Mortgage lender/Servicer.

PROGRAM OFFICE - For the purposes of this contract, is the National Servicing Center Branch 3, in Tulsa, Oklahoma, under the Secretary for Housing/FHA Commissioner.

PROPERTY CHARGES - Charges consisting of taxes, ground rents, flood and hazard insurance premiums, flood insurance premiums, condominium fees, planned unit development fees, homeowner’s association fees, and any other special assessments.

P260 - a business service provider currently used by HUD to track and manage REO properties.

QUALITY ASSURANCE - A planned and systematic pattern of all government actions to provide confidence that adequate technical requirements are established, and services conform to established technical requirements to assure that satisfactory performance is achieved.

QUALITY CONTROL - Those actions taken by a Contractor to monitor performance to ensure conformance to the contract requirements.

REIMBURSABLE COST - A bill, expense or cost the Contractor pays directly and subsequently invoices and obtains payment from HUD for reimbursement of the amount paid, with no additional fees added.

SECRETARY-HELD/SECRETARY OWNED - Any mortgage or property wherein the Department of HUD has an interest. The asset is held in the name of the Secretary of Housing and Urban Development.

TITLE II - Section of the National Housing Act governing HUD's Single-Family Mortgage Insurance Program.

ZERO-BALANCE LETTER - A letter sent to a requestor of a pay-off, when no funds are due

HUD.

2.2 Acronyms

ACD Program - Accelerated Claims Disposition Program

AQL - Acceptable Quality Level

CCLR - Claims Collection Litigation Report

CFR - Code of Federal Regulations

CO - Contracting Officer

COR - Contracting Officers Representative

COI - Certificate of Indebtedness

COOP - Continuity of Operations Plan

CPD - Community Planning and Development

CSR - Customer Service Representative

CWCOT - Claim without Conveyance of Title

DIL - Deed in Lieu of Foreclosure

DOJ - Department of Justice

FAR - Federal Acquisition Regulation

FHA - Federal Housing Administration

FHAC - FHA Connection

FOIA - Freedom of Information Act

HCA - Housing Counseling Agency

HECM Mortgages - Home Equity Conversion Mortgages, also called Reverse Mortgages

HERMIT - Home Equity Reverse Mortgage Information Technology System

HOC - Home Ownership Center- There are 4 HOCs: Denver, CO; Santa Ana, CA; Atlanta, GA;

and Philadelphia, PA.

HQ - Headquarters, Washington, DC

HUD - U. S. Department of Housing and Urban Development. The terms "Department of Housing and Urban Development, "HUD, and "Government shall be synonymous and may be used interchangeably in this contract.

HUDAR - HUD Acquisition Regulation

IRS - Internal Revenue Service

M & M(s) - Management and Marketing Contractor(s)

MIAS Accounting - Mortgage Insurance Accounting System

MIC - Mortgage Insurance Certificate

ML - Mortgagee Letter

MIP REFUNDS - Mutual Insurance Premium Refunds

MOU - Memorandums of Understanding and Interconnectivity Security Agreements

MWP - Management Work Plan

NHW - Neighborhood Watch

NJF - Non-Judicial Foreclosure

NARA - National Archives and Records Administration

NSC - HUD National Servicing Center, Oklahoma City and Tulsa, OK

OIG - HUD Office of Inspector General

PBC - Performance Based Contract

PII - Personally, Identifiable Information

REAC - Real Estate Assessment Center

REO - HUD Real Estate Owned Division

RESPA - Real Estate Settlement Procedures Act

SAMS - HUD Single Family Acquired Asset Management System (A80S)

SF - Single Family

SFIS - HUD Single Family Insurance System (A43)

SFMNS - Single Family Mortgage Note System (F60)

SOP - Standard Operating Procedure

TBD - To Be Determined

UERM - Universal Electronic Records Management

VRS - Voice Response System

3 Government-Furnished Property and Services

The Contractor shall ensure accurate control and accountability of all Government-Furnished Property in accordance with the terms and conditions of this contract.

3.1 Government Services

The Government will furnish, at no cost to the Contractor, the GFS shown below:

Home Equity Reverse Mortgage Information Technology (HERMIT) Single Family Mortgage Asset Recovery Technology (SMART)

3.2 Facilities

No facilities will be provided by the Government.

3.3 Equipment

N/A

3.4 Materials

The Government will provide all available servicing files to the Contractor. Copies of required materials may be provided to the Contractor in hard copy or soft copy. All materials will remain the property of the Government and will be returned to the COR upon request or at the end of the contract period.

3.5 Quality Assurance (QA)

The Government shall evaluate the Contractor's performance under this contract in accordance with the Quality Assurance Surveillance Plan. This plan is primarily focused on what the Government must do to ensure that the Contractor has performed in accordance with the performance standards. It defines how the performance standards will be applied, the frequency of surveillance, and the minimum acceptable quality level.

4 Contractor-Furnished Items and Services

The Contractor shall furnish, all facilities, equipment, and supplies required to perform the work under this contract.

The Contractor shall provide hardware equipment that is adequately maintained and fully operational to support all business service providers identified within this PWS. This includes all interface connectivity, application software, testing and documentation to support the requirements of the PWS; NSC accessibility; and access to any SF Asset Management Office including, the HOC offices and HUD headquarters offices. All systems shall be compatible with the HUD platform environment.

The Contractor shall ensure all systems are compatible with future environments that HUD may upgrade or into which HUD may migrate. All business servicing providers, websites, and databases developed, enhanced, modified, maintained, and supported for use during the life of this contract shall be in conformity with the accepted standard practices of HUD's IT infrastructure and system development platforms.

(http://www.hud.gov/offices/cio/sdm/devlife/def/newstand.cfm)

Discovery: The Contractor shall complete discovery on the feasibility of using the existing HERMIT system to service the HECM assigned portfolio and provide the required support for the HECM endorsed portfolio. The Contractor shall provide the outcome of their discovery and propose the preferred method and system to perform the requirements of this performance work statement for COR approval. Proposal should include proposed access to the alternate system to HUD staff, reporting, and data interfaces to HUD systems. If alternate system proposed is not approved by HUD, all HECM servicing shall occur in the HERMIT system.

Hardest Hit Fund (HHF) - The Contractor is required to become a participant of the Hardest Hit Funds Program.

4.1 Facilities

The contractor shall furnish all facilities necessary to meet the requirements under this PWS.

4.2 Equipment

The contractor shall furnish all equipment necessary to meet the requirements under this PWS.

4.3 Material

The contractor shall furnish all materials necessary to meet the requirements under this PWS.

4.4 Contractor Responsibilities

The Contractor shall only conduct business with designated Government personnel listed as points of contact (POCs). Names of authorized personnel shall be provided to the Contractor by the Government, in writing, and updated as necessary throughout the contract period.

U.S. Government records, copies of original results and reports, verified original data, corrected data, and corrected supporting final reports which are maintained by the Contractor remain the property of the U.S. Government. These files/results must be surrendered to the COR.

The Contractor shall establish and maintain a physical loan file that contains all documents, legal instruments and correspondences that pertain to each loan in the portfolio. The Contractor shall adhere to all current HUD regulations and directives on file retention and storage requirements as described in Handbook 2225.6 Rev. 1 Chg. 44 or subsequent policy directive.

4.5 Contractor Personnel

The Contractor shall provide a Contract/Project Manager who shall be responsible for the performance of work. An alternate shall also be designated to act in the absence of the Contract/Project Manager. These Contractor personnel (main point of contact and alternate point of contact) are considered Key Personnel by the Government and shall be listed as such in accordance with HUDAR 2452.237-70, "Key Personnel.

The Contract/Project Manager and alternate shall have full authority to act on all contact matters relating to daily operations of this contract. Accordingly, at a minimum, the points of contact shall have the technical knowledge of the requirement and be in the position to actually receive assignment, guidance, and direction from the COR, SUB-COR and CO per HUDAR 2452.237- 73, "Conduct of Work and Technical Guidance" and shall be allocated enough hours to the requirement to ensure successful performance. These points of contact shall each be an employee of the Contractor. An employee of a subcontractor is not acceptable for either of these positions.

The Contract/Project Manager or alternate shall be available between the hours of 8:00am to 4:30pm Monday through Friday EST, except Federal Holidays or when the Government facility is closed for administrative reasons.

A full list of Key Personnel is listed in Section H of the contract.

4.6 Identification of Contractor Employees

All Contractor/subcontractor personnel shall wear company picture identification badges as to distinguish themselves from Government employees. When conversing with Government personnel during business meetings, over the telephone, or via electronic mail, Contractor/subcontractor personnel shall identify themselves as such to avoid situations arising where sensitive topics might be better discussed solely between Government employees.

Contractors/subcontractors shall identify themselves on any attendance sheet or any coordination documents they may review. Electronic mail signature blocks shall identify their company affiliation. Where practicable, Contractor/subcontractors occupying collocated space with their Government program customer shall identify their workspace area with their name and company affiliation, or at a minimum, "Contractor" after name.

4.7 Quality Control

The Contractor shall establish and maintain a complete quality control program that shall ensure services are performed in accordance with this contract. The Contractor shall develop and implement procedures to identify, prevent, and ensure non reoccurrence of defective services.

The Contractor's quality control program is the means by which he assures himself that his work complies with the requirements of the contract. The Contractor shall provide the associated Quality Control Plan to the Government as directed.

4.7.1 Quality Control Plan

The Contractor shall develop, maintain, enforce, and document a Quality Control Plan (QCP).

The QCP shall ensure the Government receives the level of quality that is consistent with the requirements specified in this contract. The QCP shall be sufficiently detailed to provide the Contractor's methodology for identifying and recruiting qualified personnel. The QCP shall also provide the Contractor's methodology for resolving problems identified by the Government during reviews conducted in accordance with its Quality Assurance Surveillance Plan (QASP).

The QCP shall also provide the Contractor's methodology for establishing an internal feedback system for support personnel, and for resolving problems identified by that feedback system.

The QCP shall demonstrate and validate that the services or deliverables to be provided under the contract are completed with a level of quality that meets the minimum performance threshold established in the Government's QASP. The QCP shall address Quality Management Approach, Quality Assurance, Quality Control and Quality Standards.

5 Specific Tasks

5.1 Transition In

5.1.1 Phase One

The Transition Period will run from the effective date of the contract and will not exceed the timeframes established herein or as set forth by the Contracting Officer. During the Transition Period the Contractor shall establish or adapt its physical infrastructure; retain qualified staff and subcontract support; develop or obtain necessary hardware, software, Internet applications and information technology. The Contractor shall also attend HUD provided training; provide training to its workforce to enable them to provide required services under this PWS; obtain all required licenses, permits, bonds and legal permissions required to transact business within the contract area; develop and implement quality assurance programs, gradually assume contract responsibilities and assume full contract responsibility as described in this section. The contractor shall submit applicable paperwork to request a Personal Identity Verification (PIV) Card, the Federal Government-issued identification credential (i.e., identification badge) within 10 business days of the effective date of the contract for all Key Personnel and confirmed staff members.

The Transition Period shall have two (2) phases. The activities for each phase are described below:

Phase One begins on the effective date of the contract and continues for forty-five (45) calendar days. During this period, the Contractor shall complete preparation activities, including but not limited to attending post award conferences in Tulsa, Oklahoma, and meetings with HUD staff.

The Contractor shall attend specialized training provided by…