17-Q-00016_RFQ_-_Legal_Writing_Training.pdf

3 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

CONSUMER FINANCIAL PROTECTION BUREAU

WASHINGTON, DC 20552

Date: February 23, 2017

To: Interested Small Business Contractors

Subject: Request for Quotation (RFQ) CFP-17-Q-00016, Legal Writing Training

Dear Contractor:

The purpose of this Request for Quotation (RFQ) is to acquire high impact presentation training courses for the Consumer Financial Protection Bureau (CFPB or the Bureau). In accordance with the guidelines discussed below, CFPB requests that you provide a quote in response to this RFQ, which is pursuant to Federal Acquisition Regulation Part 13. Based upon its evaluation of quotes received in response to this RFQ, the CFPB intends to issue one Purchase Order award, but reserves the right to make no award. Detailed instructions for preparing and submitting a quote are contained in the RFQ, along with the criteria to be used by CFPB in evaluating quotes.

The following are the points of contact for this RFQ:

CFPB Contracting Officer:

MATTHEW CHMIELEWSKI

OFFICE OF PROCUREMENT

CONSUMER FINANCIAL PROTECTION BUREAU

1700 G STREET, NW

E-mail Address: Matthew.Chmielewski@cfpb.gov

CFPB Contract Specialist:

DANE SMITH

OFFICE OF PROCUREMENT

CONSUMER FINANCIAL PROTECTION BUREAU

1700 G STREET, NW

E-mail Address: Dane.Smith@cfpb.gov

Questions concerning the RFQ must be submitted by e-mail to Matthew.Chmielewski@cfpb.gov and Dane.Smith@cfpb.gov no later than 12:00 p.m. Eastern Daylight Time on Tuesday, February 28, 2017. CFPB reserves the right not to answer questions received after that time. CFPB will provide answers to all timely vendor questions as soon as practicable via an Amendment to this RFQ, to be provided to interested vendors via email.

mailto:Matthew.Chmielewski@cfpb.gov mailto:Dane.Smith@cfpb.gov mailto:Matthew.Chmielewski@cfpb.gov mailto:Dane.Smith@cfpb.gov

CFP-17-Q-00016, Legal Writing Training

4 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

All responses to this RFQ must be submitted via e-mail to Matthew.Chmielewski@cfpb.gov and Dane.Smith@cfpb.gov by no later than 4:00 p.m. Eastern Daylight Time on Friday, March 3, 2017.

CFPB greatly appreciates your attention to this requirement.

Sincerely, Matthew Chmielewski Contracting Officer

5 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

TABLE OF CONTENTS

Section One - Schedule of Supplies or Services, and Prices

1.0 Schedule of Supplies, Services and Prices.

2.0 Electronic Submission of Payment Requests

Section Two - Statement of Requirements

1.0 Background

2.0 Scope

3.0 Key Personnel Identified

Section Three - Terms and Conditions

Packaging and Marking

4.0 Marking

Inspection and Acceptance

5.0 Inspection and Acceptance

Deliveries or Performance

6.0 Deliverables

7.0 Period of Performance

8.0 Place of Performance

Administration Data

9.0 Authority – Contracting Officer

10.0 Contracting Officer’s Representative (COR) Designation and Authority, and Contracting Officer (CO)

Authority

11.0 Vendor Point of Contact (VPOC)

12.0 Reassignment and Replacement of Contractor Personnel

Special Requirements

13.0 Prohibition Against the Use of Federal Employees

14.0 Public Release of Contract

15.0 Inspection of Books & Records

16.0 FAR 52.232-39 Unenforceability of Unauthorized Obligations (Jun 2013)

17.0 Agency-Level Protest Clause

6 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

18.0 Contractor Publicity

19.0 Travel and Per Diem

20.0 Data Rights

21.0 Organizational Conflict of Interest (OCI)

22.0 Universal Access and Design

23.0 Security and Confidentiality

Clauses

24.0 FAR 52.252-2, Clauses Incorporated by Reference (FEB 1998)

25.0 Clauses Incorporated by Full Text

FAR 52.212-5, Contract Terms and Conditions Required to Implement Statutes or Executive Orders -

- Commercial Items (May 2015)

Section Four – Instructions to Quoters, Certifications, and Representations

1.0 Communication and Questions

2.0 Quote Submission Instructions

3.0 FAR 52.212-2 – Evaluation – Commercial Items

4.0 FAR 52.212-3 – Offeror Representations and Certifications – Commercial Items (Jan 2017)

Attachments

1. Question Format

7 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

SECTION ONE – SCHEDULE OF SUPPLIES, SERVICES, AND PRICES

1.0 SCHEDULE OF SUPPLIES, SERVICES AND PRICES. The Schedule of Supplies, Services and Prices within the

SF 1449.

2.0 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (APR 2015)

(a) Definitions. As used in this clause—

(1) “Payment request” means a bill, voucher, invoice, or request for contract financing payment with associated supporting documentation. The payment request must comply with the requirements identified in FAR 32.905(b), "Payment documentation and process" and the applicable Payment clause included in this contract.

(b) Except as provided in paragraph (c) of this clause, the Contractor shall submit payment requests electronically using the Invoice Processing Platform (IPP). Information regarding IPP is available on the Internet at www.ipp.gov. Assistance with enrollment can be obtained by contacting the IPP Production Helpdesk via email ippgroup@bos.frb.org or phone (866) 973-3131.

(c) The Contractor may submit payment requests using other than IPP only when the Contracting Officer authorizes alternate procedures in writing.

(d) If alternate payment procedures are authorized, the Contractor shall include a copy of the Contracting Officer’s written authorization with each payment request.

2.1 PAYMENT AND INVOICE QUESTIONS

For payment and invoice questions, go to https:// www.ipp.gov or contact the Accounting Services Division at

(304) 480-8000 option 7 or via email at AccountsPayable@fiscal.treasury.gov.

2.2 OVERPAYMENTS.

2.2.1 In accordance with FAR 52.212-4, section (i)5, overpayments: Accounts Receivable Conversion of Check Payments to EFT: If the Contractor sends the Government a check to remedy duplicate contract financing or an overpayment by the government, it will be converted into an electronic funds transfer (EFT).

This means the Government will copy the check and use the account information on it to electronically debit the Contractor’s account for the amount of the check. The debit from the Contractor’s account will usually occur within twenty-four hours and will be shown on the regular account statement.

2.2.2 The Contractor will not receive the original check back. The Government will destroy the Contractor’s original check, but will keep a copy of it. If the EFT cannot be processed for technical reasons, the Contractor authorizes the Government to process the copy in place of the original check.

http://www.ipp.gov/ mailto:ippgroup@bos.frb.org mailto:AccountsPayable@fiscal.treasury.gov

8 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

SECTION TWO – STATEMENT OF REQUIREMENTS

1.0 BACKGROUND

The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 established the Consumer Financial Protection Bureau (“CFPB” or the “Bureau”) to regulate the offering and provision of consumer products or services under federal consumer financial laws. Consistent with the purposes of the Dodd-Frank Act, CFPB’s mission is to establish and enforce clear, consistent rules for the financial marketplace, protect American families from unfair financial practices, and develop and implement a strategy to improve the financial literacy of consumers.

2.0 SCOPE

The CFPB’s Office of Supervision Policy (OSP) seeks Contractor support in providing training services on legal writing to all OSP staff during two training sessions to take place at designated CFPB locations in Washington, DC, starting in September 2017 with an option for two additional training sessions to be ordered between October 2017 – September 2018, exercisable at the sole discretion of the government. The Bureau requires up to eight (8) hours of training for each of the two (2) group sessions. Each session will have approximately 25 participants. These training courses should include, but not be limited to, the following topics:

• Improving the participants’ ability to address complex issues through written memoranda

• Writing effective memos on legal and policy issues that are clear, concise, and well organized

• Drafting questions presented, brief answers, applicable rules, analyses, and conclusions

• Improving editing and proofreading for style, structure, and error-free documents

• Gaining confidence presenting in high impact situations when to use passive voice vs. active voice and emphasizing the importance of using active voice

• Anticipating and answering the audience’s questions in advance

• Establishing grammatical standards, including word agreement, sentence construction, proper spelling and punctuation

• Organizing information and word choice

2.1 Prior to the training, the contractor will review sample memoranda drafted by participants and provide written comments to the drafters.

2.2 The Office of Supervision Policy will furnish the following materials:

• Overhead projector screen

• Flip charts/Whiteboard with markers.

3.0 KEY PERSONNEL IDENTIFIED. Key personnel who have a Juris Doctor (JD) from an ABA-accredited law

9 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

school with ten years of experience teaching legal research and writing is preferred, but not required. For the purposes of this Contract, Key personnel are defined as those personnel who will perform significant work, to include all course instructors, and are named here:

[Included at time of award]

10 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

SECTION THREE – TERMS AND CONDITIONS

Packaging and Marking

4.0 MARKING. All information submitted to the Contracting Officer (CO) and/or the Contracting Officer

Representative (COR) shall clearly indicate the CFPB Contract number for which the information is being submitted.

Inspection and Acceptance

5.0 INSPECTION AND ACCEPTANCE. Inspection and acceptance of all work performed shall be by the COR.

Delivered training courses shall be reviewed for completeness, fulfillment of training objectives, and timeliness. The CFPB will provide any concerns and comments to the Contractor VPOC.

Deliveries or Performance

6.0 DELIVERABLES. The Contractor shall ensure all course deliverables, to include course materials and training delivery, are clear, concise, technically accurate, well-organized, fulfill training objectives, and are provided by the appropriate due dates. Six weeks prior to the agreed upon date of the first training session, OSP will send the vendor approximately 50 writing samples (one from each potential training participant) to review and return to OSP with individual feedback and comments no later than one week prior to the start of the first training session.

7.0 PERIOD OF PERFORMANCE. The course will take place on or between the dates of September 1, 2017 and

September 26, 2017. Note, the contract will also include an option period to order an additional set of two legal writing trainings with an ordering period between September 27, 2017 and September 26, 2018. Note, trainings ordered during the option period will have training dates set according to mutual agreement between the parties.

8.0 PLACE OF PERFORMANCE. The work will be performed at 1625 I Street NW, Washington DC, 20006.

Administration Data

9.0 AUTHORITY - CONTRACTING OFFICER. The Contracting Officer for this contract is:

Matthew Chmielewski Office of Procurement Consumer Financial Protection Bureau Phone Number: 202.435.9531 Email: Matthew.Chmielewski@cfpb.gov

The Contracting Officer, in accordance with Subpart 1.6 of the Federal Acquisition Regulation, is the only person authorized to make or approve any changes in any of the requirements of this contract, and notwithstanding any clauses contained elsewhere in this contract, the said authority remains solely with the Contracting Officer. In the event the Contractor makes any changes at the direction of any person other than the Contracting Officer, the change will be considered to have been made

11 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

without authority and no adjustment will be made in the contract price to cover any increase in cost incurred as a result thereof.

10.0 CONTRACTING OFFICER’S REPRESENTATIVE (COR) AUTHORITY AND DESIGNATION, AND

CONTRACTING OFFICER AUTHORITY.

10.1 The COR for this Contract is:

To be determined at time of award.

10.2 Performance of work under the contract must be subject to the technical direction of the COR identified above, or a representative designated in writing. The term “technical direction” includes, without limitation, direction to the Contractor that directs or redirects the labor effort, shifts the work between work areas or locations, fills in details and otherwise serves to ensure that tasks outlined in the work statement are accomplished satisfactorily.

10.3 Technical direction must be within the scope of the Contract. Technical direction may be oral or in writing. The COR shall confirm oral direction in writing within five workdays. The COR does not have authority to issue technical direction that:

Constitutes a change of assignment or additional work outside the specification(s);

Constitutes a change as defined in the clause entitled “Changes”;

Causes a change the contract itself or Task Order price, or the time required for performance;

Changes any of the terms, conditions, or requirements of the contract;

Interferes with the Contractor’s right to perform under the terms and conditions of the contract; or

Directs, supervises or otherwise controls the actions of the Contractor’s employees.

10.4 The Contractor shall proceed promptly with performance resulting from the technical direction issued by the COR. If, in the opinion of the Contractor, any direction of the COR, or his/her designee, falls within the limitations in subparagraph 12.3 herein, the Contractor shall immediately notify the Contracting Officer no later than the beginning of the next Government work day.

10.5 The Contracting Officer, in accordance with Part 1.6 of the Federal Acquisition Regulation, is the only person authorized to make or approve any changes in any of the requirements of the contract and notwithstanding any clauses contained elsewhere in the contract, the said authority remains solely with the Contracting Officer. In the event the Contractor makes any changes at the direction of any person other than the Contracting Officer, the change will be considered to have been made without authority and no adjustment will be made in the Contract terms or price to cover any increase in cost incurred as a result thereof.

10.6 Failure of the Contractor and the Contracting Officer to agree that technical direction is within the scope of the contract shall be subject to the terms of the clause entitled “Disputes”.

12 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

11.0 VENDOR POINT OF CONTACT (VPOC)

11.1 The VPOC for this Contract is:

Name:

Office No:

E-Mail Address:

11.2 The VPOC shall be responsible for the overall management and coordination of this and shall act as the central point of contact with the Government. The VPOC shall have full authority to act for the Contractor in the performance of the required services. The VPOC, or a designated representative, shall meet with the COR to discuss problem areas as they occur. The VPOC or designated representative shall respond within one business day after notification of the existence of a problem.

The VPOC shall be able to fluently read, write, and speak the English language.

12.0 REASSIGNMENT AND REPLACEMENT OF CONTRACTOR PERSONNEL

12.1 General. The Government reserves the right to request that the Contractor reassign Contractor employees whose continued use under the Contract is deemed contrary to the best interests of the Government. The Contracting Officer will give notice of such reassignment request in writing.

12.2 Proposed Substitutions of Key Personnel. All proposed substitutions of Key Personnel must be submitted to the Contracting Officer, as early as feasible given the circumstances. The Contractor shall not allow Key Personnel substitutions during the Contract performance period unless the Contractor timely notifies the Contracting Officer, with a copy to the COR, provides the information required herein, and is given written Contracting Officer approval. All requests for substitutions must provide a detailed explanation of the circumstances necessitating the proposed substitutions, a complete resume for the proposed substitute, and any other information requested by the Contracting Officer needed to approve or disapprove the proposed substitution. The relevant qualifications of all proposed substitutions must be equal, or superior, to the qualifications of the person(s) to be replaced.

The Contracting Officer, or an authorized representative, will evaluate such requests and promptly notify the Contractor of approval or disapproval thereof.

12.3 Potential Threats. The Contractor shall not employ persons for work on this Contract if such employees are considered by the Contracting Officer to be a potential threat to the health, safety, security, general well-being or operational mission of the Bureau and/or its population. Any such person determined by the Government to be a potential threat may be immediately removed from performance under this Contract by the Contracting Officer and shall be replaced by the Contractor at no additional cost to the Government.

Special Contract Requirements

13.0 PROHIBITION AGAINST THE USE OF FEDERAL EMPLOYEES. In accordance with Federal Acquisition

Regulation 3.601, contracts are not to be awarded to Government employees, nor a business concern or other

13 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

organization owned or substantially owned, or controlled, by one or more Government employees. For the purposes of this contract, this prohibition against the use of Government employees includes any work performed by the Contractor or any of its employees, subcontractors, and/or consultants.

14.0 PUBLIC RELEASE OF CONTRACT (APR 2015).

CFPB is dedicated to transparency and plans to make the award document available to the public after award.

If selected, the Contractor agrees to electronically submit to the CFPBprocurement@cfpb.gov mailbox, within ten business (10) days from the date the contract is awarded (exclusive of Saturdays, Sundays, and federal holidays), a .pdf file of the fully executed contract with all proposed necessary redactions, including redactions of any trade secrets or any commercial or financial information that it believes to be privileged or confidential business information, for the purpose of public disclosure at the sole discretion of CFPB. In the interest of transparency, only necessary redactions may be proposed. If the Contractor does not timely submit this contract deliverable, CFPB may construe such inaction to indicate that the Contractor has no objection to CFPB publicly disclosing such contract without redaction, and CFPB may do so without further notification to the Contractor. CFPB reserves the right to disclose any award document information that it deems appropriate in accordance with the law.

The Contractor further agrees to provide a detailed written statement specifying the basis for each of its proposed redactions, if any, including any applicable exemption under the Freedom of Information Act (FOIA), 5 U.S.C. § 552, and, in the case of FOIA Exemption 4, 5 U.S.C. § 552(b)(4), shall demonstrate why the information is considered to be a trade secret or commercial or financial information that is privileged or confidential. Information provided by the Contractor in response to this contract requirement might be subject to disclosure under the FOIA. CFPB will carefully consider all proposed redactions and associated grounds for nondisclosure prior to making a final determination as to what information in the contract may be properly withheld.

15.0 INSPECTION OF BOOKS & RECORDS (APR 2015)

15.1 This clause is applicable to any contractual vehicle, regardless of the amount or the manner into which it was entered.

15.2 The Contractor agrees that the Consumer Financial Protection Bureau (including its authorized representative and/or its Office of Inspector General) (collectively, "CFPB") shall, until expiration of three (3) years after final payment under this Contract, have access to and the right to examine any directly pertinent books, documents, papers, and records of the Contractor involving transactions related to this Contract. The Contractor further agrees to include in all its subcontracts hereunder a provision to the effect that the subcontractor agrees that the CFPB shall have the same rights to the subcontractor books, documents, papers and records as specified above.

15.3 The periods of access and examination described above, for records which relate to (1) litigation or the settlement of claims arising out of the performance of this Contract, or (2) costs and expenses of this Contract as to which exception has been taken by the CFPB, shall continue until such litigation, claims, or exceptions have been disposed of, and CFPB has specified in writing that exception is no longer being taken.

14 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

15.4 CFPB'S Office of the Inspector General (OIG)

15.4.1 This clause is applicable to any Contract regardless of the amount or the manner into which it was entered.

15.4.2 For the avoidance of doubt, nothing in this Contract shall limit the OIG's authority under the

Inspector General Act to examine the Contractor's books, documents, papers, etc.

15.4.3 The Contractor and any subcontractor shall make notification (including posting notices in each of their respective facilities) to all Contractor and subcontractor employees working on this Contract of the OIG’s hot line telephone number, 1-800-827-3340, and to report any suspected "waste, fraud, or abuse" transactions related to the performance of this Contract.

16.0 FAR 52.232-39, UNENFORCEABILITY OF UNAUTHORIZED OBLIGATIONS (Jun 2013)

(a) Except as stated in paragraph (b) of this clause, when any supply or service acquired under this contract is subject to any End User License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (31 U.S.C. 1341), the following shall govern:

(1) Any such clause is unenforceable against the Government.

(2) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the EULA, TOS, or similar legal instrument or agreement.

If the EULA, TOS, or similar legal instrument or agreement is invoked through an “I agree” click box or other comparable mechanism (e.g., “click-wrap” or “browse-wrap” agreements), execution does not bind the Government or any Government authorized end-user to such clause.

(3) Any such clause is deemed stricken from the EULA, TOS, or similar legal instrument or agreement.

(b) Paragraph (a) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulation and procedures.

17.0 AGENCY-LEVEL PROTEST CLAUSE (APR 2015)

In the spirit of transparency and accountability and in accordance with FAR Subpart 33.103, the Contracting Officer (CO) will receive and review all agency protests. Prior to an agency protest submission, all parties shall use their best efforts to resolve concerns raised by an interested party at the CO level through open and frank discussions. If such concerns are not satisfactorily resolved by this means, an interested party may file a protest with the CO, triggering a formal review process. The CO shall carefully consider all protests to the Bureau, whether submitted before or after award, and, prior to issuance of a protest decision, shall seek legal advice. Interested parties may request an independent review at a level above the CO as an appeal of the CO’s

15 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

decision on a protest. The agency official who is to conduct the independent review is the Senior Procurement Executive (SPE), except in the event s/he has a conflict of interest, in which case an alternative independent reviewer will be utilized.

The Bureau is committed to independent, impartial, and swift resolution of agency-level protests. The CO will make his/her best efforts to resolve agency protests within thirty-five (35) calendar days after the protest is filed. If an appeal is filed, the Bureau’s SPE shall make best efforts to resolve the appeal within fifteen (15) calendar days after the appeal is filed. The CFPB encourages open communication with prospective or unsuccessful bidders and encourages the agency-level process as a means to resolve protests.

Protests filed with the Bureau shall be concise and logically presented to facilitate review. To be considered valid, a Protestor must include the following information as part of its protest:

1. Name, address, and telephone numbers of the protesters

2. Identifying number of the solicitation or contract at issue

3. Detailed statement of the legal and factual grounds for the protest, to include a description of resulting prejudice to the protester

4. Copies of relevant documents

5. Request for a ruling by the CFPB

6. Statement as to the form of relief requested

7. All information establishing that the protester is an interested party for the purpose of filing a protest

8. All information establishing the timeliness of the protest

Protests alleging improprieties in a solicitation must be filed before solicitation opening or before the time set for receipt of initial proposals if the improprieties were apparent prior to those times. If an alleged impropriety did not exist in the initial solicitation, but was later incorporated into the solicitation by an amendment, a protest based on that impropriety must be filed before the next closing time established for submitting proposals.

In all other cases, protests must be filed no later than ten (10) calendar days after the interested party knew or should have known the basis of protest, whichever is earlier. If the procurement was conducted on the basis of competitive proposals and the protester has requested a debriefing to which it is entitled, the protester must file no later than five (5) calendar days after the date on which the debriefing was held. An appeal of a CO protest decision must be filed within three (3) calendar days from receipt of the CO’s protest decision. An agency appellate review of the CO’s decision on the protest does not extend GAO’s timeliness requirements.

When a filing deadline falls on a weekend or Federal holiday, the filing deadline is extended to the next business day.

Documents received after close of business are considered filed as of the next day. Unless otherwise stated, the Bureau close of business is presumed to be 4:30 p.m., Eastern Time.

Use of agency-level protest resolution does not preclude an interested party from using the other protest resolution methods available by law. However, if a protest is filed with a forum outside of the Bureau subsequent to an agency-level protest filing or an appeal of an agency-level protest decision but before the

16 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

agency-level process has concluded, the agency-level protest or appeal will be considered moot and will be dismissed.

18.0 CONTRACTOR PUBLICITY (MAY 2015)

The Contractor, or any entity or representative acting on behalf of the Contractor, shall not refer to the equipment or services furnished pursuant to the provisions of this contract in any news release or commercial advertising, or in connection with any news release or commercial advertising, without first obtaining explicit written consent to do so from the Contracting Officer. Should any reference to such equipment or services appear in any news release or commercial advertising issued by or on behalf of the Contractor without the required consent, the Government may institute all remedies available under applicable law. Further, any violation of this provision may be considered during the evaluation of past performance in future acquisitions.

19.0 TRAVEL AND PER DIEM

a) As a general rule, local travel will not be reimbursed under this Contract. Examples of local travel which will not be subject to reimbursement are: travel to and from normal job site; supervisory personnel traveling to a Government site or alternative facility to oversee operations. Personnel temporarily working at a Government site or alternative facility will consider such facility his/her normal job site.

b) The Government will reimburse the Contractor for allowable travel costs incurred by Contractor personnel in accordance with FAR Subpart 31.2 and the Federal Travel Regulations. All proposed contractor travel must be pre-approved by the COR.

20.0 DATA RIGHTS (APR 2015)

The Government has unlimited rights to all documents/material produced under this contract. All documents and materials, to include the source codes of any software, produced under this contract shall be Government owned and are the property of the Government with all rights and privileges of ownership/copyright belonging exclusively to the Government. These documents and materials may not be used or sold by the contractor without written permission from the Contracting Officer. All materials supplied to the Government shall be the sole property of the Government and may not be used for any other purpose. This right does not abrogate any other Government rights.

21.0 ORGANIZATIONAL CONFLICT OF INTEREST (OCI)

Contractor and subcontractor personnel performing work under this contract may receive, have access to or participate in the development of proprietary or procurement sensitive information (i.e., cost or pricing information, budget information or analyses, specifications or work statements), perform evaluation services, or provide consulting services (such as, but not limited to, serving as an expert witness) which may create a current or subsequent Organizational Conflict of Interest (OCI) as defined in FAR Subpart 2.101(b).

a) ATTESTATION REQUIREMENT: the CFPB has not waived any conflicts of interest. As part of the proposal submission, the offeror (or quoter as applicable) attests that to the best of its knowledge (to include its employees and subcontractors) one of the following applies to it, its employees, officers and subcontractors:

17 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

(1) It is not aware of any facts that create any actual conflict, potential conflict or the appearance of a conflict(s) or unfair competitive advantage relating to the award of, or carrying out the responsibilities under, this contract or agreement.

(2) It is aware of facts that create an actual conflict, potential conflict or matter that may present the appearance of a conflict(s) or unfair competitive advantage related to the award of and/or carrying out the responsibilities under this contract or agreement. Included with this attestation is (a) a description of all actual or potential conflicts and/or facts presenting the appearance of a conflict or unfair competitive advantage; and (b) a list of all organizations that the offeror (including key personnel and subcontractors) has worked with or for during the past three years.

b) MITIGATION PLAN REQUIREMENT: If the offeror (or quoter as applicable) attests to (2), above, and believes the actual or potential conflict(s) or appearance of a conflict can be avoided, neutralized, or mitigated, the offeror (or quoter as applicable) must submit a mitigation plan it its proposal or quotation. The mitigation plan shall generally provide all current information bearing on the existence of any actual conflict, potential conflict or matter that may present the appearance of a conflict(s) (to include its employees and subcontractors), and include how the offeror (or quoter as applicable) plans to or will need to avoid, neutralize, or mitigate the conflict(s).

c) Though each situation is unique, the mitigation plan should include the following:

(1) A detailed description of the potential OCI. This will include a listing of the Offeror’s past and current relationship to any firm that is related to the procured services for the past three years.

(2) A description of the actions the contractor will take to mitigate the potential OCI.

(3) A description of how the mitigation plans will not adversely affect its performance.

(4) A description of the potential risks and issues of the OCR mitigation plan.

(5) A description of how the plan will be updated.

(6) Definition of company roles, responsibilities, and procedures for screening existing and new business opportunities for potential OCI issues.

(7) A list of any affiliated companies/entities including a parent company or a wholly-owned subsidiary along with procedures for coordinating potential OCIs with such affiliated companies/entities.

(8) A description of how the contractor will require subcontractors to support the contract or agreement and a description of how the contractor will address OCI requirements with its subcontractor, including compliance with its mitigation plan.

(9) A description of a training program for employees on OCI.

(10) A requirement for periodic audits.

(11) A definition of records related to the plan to be made available to the government upon request.

d) CONTRACTING OFFICER DISCRETION: The Contracting Officer shall be the sole determiner of whether an OCI exists; if the OCI may be avoided, neutralized or mitigated; and how the OCI may be

18 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

avoided, neutralized or mitigated. The CO must assess the offeror’s information, internal information from the Bureau’s program office, and any other relevant information to make this determination.

e) If an OCI exists for which the Contractor wishes to seek waiver and/or the CO believes waiver may be in the best interest of the government, waiver may only be granted by the HCA. Upon a written waiver request from the contractor, the HCA will make a determination as to waiver based upon the best interests of the government.

f) PROCEDURES FOR OCI IDENTIFIED DURING THE EVALUATION PROCESS: FAR 9.504(e) provides unique procedures for the handling of an OCI determined during the evaluation process for contract award. IN that circumstance, the CO shall award the contract to the apparent successful offeror, unless it is determined that an OCI exists which cannot be avoided or mitigated. Before determining to withhold award based upon such an OCI, the CO shall notify the contractor, explaining the nature of the OCI and providing the contractor an opportunity to respond. If in evaluating the information the CO believes it may be in the best interest of the United States to award to the contractor notwithstanding the OCI, the CO shall request that the contractor submit a written waiver request. The waiver decision will be made by the HCA based upon the best interest of the government.

g) ONGOING CONTRACTOR OBLIGATION REGARDING ACTUAL OR POTENTIAL CONFLICTS OR THE APPEARANCE OF A CONFLICT: The Contractor has a continuing obligation to search for and to report any matter that may present itself as an actual conflict, potential conflict or give the appearance of a conflict. If the offeror or contractor believes that its Organizational Conflict of Interest status changes at any time during the award process or the course of the BPA, contract, or task order, it has an ongoing responsibility to notify the Contracting Officer in writing as soon as practicable, and in no instance later than five (5) business days, after learning of any new or expanded potential conflict(s) of interest. Only the Contracting Officer can determine whether an actual conflict exists.

22.0 UNIVERSAL ACCESS AND DESIGN (APR 2015)

22.1 The contractor is responsible for ensuring that all Electronic and Information Technologies (EIT) deliverables meet or exceed accessibility and usability design requirements under Section 508 of the Rehabilitation Act of 1973 (29 U.S.C. 794d), as amended, and the Web Content Accessibility Guidelines 2.0 (WCAG 2.0) Level AA. The contractor must have the ability and experience in determining 508 compliance of EIT including design specification, testing and verification, and remediation as required.

22.2 The contractor will be responsible for acquiring the necessary tools to perform accessibility and usability testing in multiple computing environments with a comprehensive selection of assistive technologies. The contractor shall be prepared to present a Government Product Accessibility Template (GPAT) for each EIT deliverable upon request. These findings must be presented in an accessible electronic format.

22.3 All EIT deliverables produced by the contractor shall be accessible and meet the criteria outlined in

19 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

Section 508 of the Rehabilitation Act of 1973, as amended, and the Web Content Accessibility Guidelines 2.0 (WCAG 2.0) Level AA. EIT deliverables include but are not limited to: websites, mobile applications, webcasts, webinars, multimedia, social media, collaborative workspaces and tools, documents, PDFs, forms, and any training and related training materials. Print materials must be made available in an alternate accessible format when requested.

23.0 SECURITY AND CONFIDENTIALITY

23.1 The contractor recognizes that, in performing this contract, the contractor may obtain access to non-public confidential information, Personally Identifiable Information (PII), or proprietary information. The contractor agrees that it, its employees, its subcontractors, and its subcontract employees will not disclose to any third party, or otherwise use, any information it obtains or prepares in the course of performance under the contract without first receiving written permission from the CFPB. Information acquired by the contractor pursuant to the performance of the contract shall not be disclosed by the contractor to others outside the approved contractor team members and the oversight staff without prior approval by the COR.

Under the Contract Disputes Act, any unauthorized disclosure of non-public confidential information, Personally Identifiable Information (PII), or proprietary information is considered a violation of a material term of this contract.

23.2 PRE-SCREENING OF PERSONNEL AND REMOVAL OF UNACCEPTABLE PERSONNEL

23.2.1 All Contractor personnel or any representative of the Contractor entering any Government facility or Government-leased facility shall abide by all security regulations, and be subject to security checks.

At a minimum, personnel security clearance is required for all contractor personnel

(includes subcontractor personnel) who are:

a) Working on-site; or

b) Accessing Bureau systems; or

c) Accessing Bureau data; or

d) Representing the Bureau in an official capacity.

23.2.2 All information collected under this contract shall be considered procurement sensitive. Contractor staff meeting any of the above criteria must be United States citizens and be able to pass a Government background investigation, if required, by the CFPB.

23.2.3 During the performance of this contract, access to the CFPB facilities for

Contractor representatives shall be granted as deemed necessary by the Government. All Contractor representatives whose duties under the contract require their presence at any CFPB facility shall be clearly identifiable by a distinctive badge/nameplate, which shall be furnished by the Government.

20 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

23.2.4 In addition, corporate identification badges shall be worn on outer garments at all times (it is the sole responsibility of the Contractor to provide this corporate identification). All on-site Contractor personnel shall abide by security regulations applicable to that site.

23.2.5 The COR may direct that certain personnel that may be exposed to “Sensitive but

Unclassified (SBU)” data meet additional security requirements. SBU data includes, but is not limited to, information protected from disclosure by the Privacy Act (5USC552a). The Contractor shall ensure that any such applicable personnel working on any contract, including subcontractors, meet the following requirements to protect against unauthorized disclosure of SBU data.

23.2.5.1. All applicable personnel shall be United States citizens.

23.2.5.2 All personnel shall be subject to Minimum Background Investigation

(MBI) in accordance with the CFPB Standard. Contractors are expected to exercise due diligence in their hiring process. Contractors that are able to certify fingerprint based criminal background checks for, at a minimum, the jurisdictions in which they live and work, verification of past employment and education as part of their hiring process may have their employees begin working upon the submission of the required documents.

Contractors who cannot certify that they include these elements as part of their hiring process must wait for the results of the CFPB fingerprint based criminal history records check to be successfully completed.

Applicable personnel shall not begin working on the contract until all security forms have been properly completed and submitted to the COR for processing, as follows:

Completed fingerprint cards

Non-disclosure Contract

Fair Credit Reporting Act Release

Standard Form (SF) 85-P, “Questionnaire for Public Trust Positions”

23.2.5.3. Personnel performing work in positions deemed to be high-risk must complete a Background Investigation (BI) and must be US Citizens.

Applicable personnel shall not begin working on the contract until all security forms have been properly completed and submitted to the COR for processing, as follows:

Completed fingerprint cards

Non-disclosure Contract

Fair Credit Reporting Act Release

21 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

SF 85-P, “Questionnaire for Public Trust Positions”

23.2.6 Applicable personnel shall wear CFPB issued identification badges when working in Government facilities.

23.2.7 Applicable personnel who undergo investigations that reveal, but are not limited to, the following may be unacceptable under this contract: conviction of a felony, a crime of violence or a serious misdemeanor; a record of arrests for continuing offenses; or failure to file or pay Federal income tax. The CFPB reserves the right to determine whether a Contractor employee assigned to a task shall continue with the task. The Contractor agrees to remove any person assigned within one business day of official notification by the Government to do such, and the Contractor shall provide a suitable replacement within five business days. New hires and/or substitutions of personnel are subject to the same investigation requirements.

23.2.8 All information provided by the Government shall be returned to the Government at the conclusion of this contract. The Contractor may be required by the CFPB to sign a Non-Disclosure Agreement regarding all deliverables and other pertinent information relative to this requirement. Classified information will NOT be made available to the Contractor.

23.2.9 The Contractor shall provide personnel associated with this contract with all security awareness training and all other requirements contained in the FISMA regulations, NIST guidelines and all other public law, which shall include those requirements of the Federal Acquisition Regulation (FAR).

23.2.10 The contractor shall not conduct employee terminations or removals in CFPB owned or leased space.

23.3 “PERSONAL IDENTITY VERIFICATION OF CONTRACTOR PERSONNEL” LANGUAGE IN

SUBCONTRACTS. The Contractor shall insert the following language in all subcontracts when the subcontractor is required to have routine physical access to a Federally-controlled facility and/or routine access to a Federally-controlled information system:

FAR 52.204-9, PERSONAL IDENTITY VERIFICATION OF CONTRACTOR PERSONNEL (JAN

2011)

(a) The Contractor shall comply with agency personal identity verification procedures identified in the contract that implement Homeland Security Presidential Directive-12 (HSPD-12), Office of Management and Budget (OMB) guidance M-05-24, and Federal Information Processing Standards Publication (FIPS PUB) Number 201.

(b) The Contractor shall account for all forms of Government-provided identification issued to the Contractor employees in connection with performance

22 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

under this contract. The Contractor shall return such identification to the issuing agency at the earliest of any of the following, unless otherwise determined by the Government;

(1) When no longer needed for contract performance.

(2) Upon completion of the Contractor employee’s employment.

(3) Upon contract completion or termination.

(c) The Contracting Officer may delay final payment under a contract if the Contractor fails to comply with these requirements.

(d) The Contractor shall insert the substance of clause, including this paragraph (d), in all subcontracts when the subcontractor’s employees are required to have routine physical access to a Federally-controlled facility and/or routine access to a Federally-controlled information system. It shall be the responsibility of the prime Contractor to return such identification to the issuing agency in accordance with the terms set forth in paragraph (b) of this section, unless otherwise approved in writing by the Contracting Officer.

Clauses

24.0 FAR 52.252-2, CLAUSES INCORPORATED BY REFERENCE (FEB 1998). This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es): http://farsite.hill.af.mil or http://www.arnet.gov/far.

(End of clause)

FAR 52.212-1, Instructions to Offerors – Commercial Items (APR 2014) FAR 52.212-4, Contract Terms and Conditions – Commercial Items (MAY 2015)

25.0 CLAUSES INCORPORATED BY FULL TEXT

52.212-5, CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE

ORDERS -- COMMERCIAL ITEMS (JAN 2017)

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

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

http://farsite.hill.af.mil/ http://www.arnet.gov/far

23 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

(2) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (Nov 2015)

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

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

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

[Contracting Officer check as appropriate.]

___ (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (Sept 2006), with Alternate I (Oct 1995) (41 U.S.C. 4704 and 10 U.S.C. 2402).

___ (2) 52.203-13, Contractor Code of Business Ethics and Conduct (Oct 2015) (41 U.S.C. 3509).

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

_X__ (4) 52.204-10, Reporting Executive compensation and First-Tier Subcontract Awards (Oct 2016) (Pub.

L. 109-282) (31 U.S.C. 6101 note).

___ (5) [Reserved]

___ (6) 52.204-14, Service Contract Reporting Requirements (Oct 2016) (Pub. L. 111-117, section 743 of Div.

C).

___ (7) 52.204-15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (Oct 2016) (Pub. L. 111-117, section 743 of Div. C).

___ (8) 52.209-6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment (Oct 2015) (31 U.S.C. 6101 note).

___ (9) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (Jul 2013) (41 U.S.C. 2313).

___ (10) [Reserved]

___ (11) (i) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (Nov 2011) (15 U.S.C. 657a).

___ (ii) Alternate I (Nov 2011) of 52.219-3.

24 CONSUMER FINANCIAL PROTECTION BUREAU, 1700 G STREET, NW WASHINGTON, DC 20552

_X__ (12) (i) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (Oct 2014) (if the offeror elects to waive the preference, it shall so indicate in its offer)(15 U.S.C. 657a).

___ (ii) Alternate I (Jan 2011) of 52.219-4.

___ (13) [Reserved]

_X__ (14) (i) 52.219-6, Notice of Total Small Business Aside (Nov 2011) (15 U.S.C. 644).

___ (ii) Alternate I (Nov 2011).

___ (iii) Alternate II (Nov 2011).

___ (15) (i)…