DU208WR-17-R-0003.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

SIZE STANDARD:

100.00 % FOR:SET ASIDE:UNRESTRICTED ORHUD-NFWR

RFPIFB

10. THIS ACQUISITION ISCODE

RFQ

14. METHOD OF SOLICITATION

13b. RATING

SMALL BUSINESS

03/31/2017 1400 ET

03/06/2017

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

DU208WR-17-R-0003

5. SOLICITATION NUMBER

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

1 4 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

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 SCHEDULE

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)

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

US DEPARTMENT OF HUD

EDWOSB

X

NAICS:

24.

AMOUNT

23.

UNIT PRICE

22.

UNIT

21.

QUANTITY

20.

SCHEDULE OF SUPPLIES/SERVICES

19.

ITEM NO.

Secretary Held Mortgage Loan Servicing

0001 Transition In-Phase one Period of Performance: 02/28/2017 to 02/27/2018

0002 Transition In-Phase two Period of Performance: 02/28/2017 to 02/27/2018

0003 Loan Servicing 9 months Period of Performance: 02/28/2017 to 02/27/2018 Continued ...

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

HEREIN, IS ACCEPTED AS TO ITEMS:

XX

DATED

KEVIN D. CROOK 03/06/2017

. 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.

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.

0004 Transition Out NOTE: The transition out CLIN will only be ordered in the event that HUD determines to not exercise the next option period. This will be a unilateral decision by

HUD and may be ordered at any time during the contract period.

Period of Performance: 02/28/2017 to 02/27/2018

0005 Reimbursable Items NTE

Period of Performance: 02/28/2017 to 02/27/2018

0006 Travel NTE

Period of Performance: 02/28/2017 to 02/27/2018

0007 Loan Servicing Option Period 1 12 months

(Option Line Item)

Period of Performance: 02/28/2018 to 02/27/2019

0008 Transition Out NOTE: The transition out CLIN will only be ordered in the event that HUD determines to not exercise the next option period. This will be a unilateral decision by

HUD and may be ordered at any time during the contract period. Option Period 1

(Option Line Item)

Period of Performance: 02/28/2018 to 02/27/2019

0009 Reimbursable NTE Option Period 1

Continued ...

32f. TELEPHONE NUMBER OF AUTHORIZED GOVERNMENT REPRESENTATIVE

32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT REPRESENTATIVE

4 2 of

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

NAME OF OFFEROR OR CONTRACTOR

3 4

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

(A) (B) (C) (D) (E) (F)

DU208WR-17-R-0003

(Option Line Item)

Period of Performance: 02/28/2018 to 02/27/2019

0010 Travel NTE Option Period 1

(Option Line Item)

Period of Performance: 02/28/2018 to 02/27/2019

0011 Loan Servicing Option Period 2

(Option Line Item)

Period of Performance: 02/28/2019 to 02/27/2020

0012 Transition Out NOTE: The transition out CLIN will only be ordered in the event that HUD determines to not exercise the next option period. This will be a unilateral decision by

HUD and may be ordered at any time during the contract period. Option Period 2

(Option Line Item)

Period of Performance: 02/28/2019 to 02/27/2020

0013 Reimbursable NTE Option Period 2

(Option Line Item)

Period of Performance: 02/28/2019 to 02/27/2020

0014 Travel NTE Option Period 2

(Option Line Item)

Period of Performance: 02/28/2019 to 02/27/2020

0015 Loan Servicing Option Period 3

(Option Line Item)

Period of Performance: 02/28/2020 to 02/27/2021

0016 Transition Out NOTE: The transition out CLIN will only be ordered in the event that HUD determines to not exercise the next option period. This will be a unilateral decision by

HUD and may be ordered at any time during the contract period. Option Period 3

(Option Line Item)

Period of Performance: 02/28/2020 to 02/27/2021

0017 Reimbursable NTE Option Period 3

(Option Line Item)

Period of Performance: 02/28/2020 to 02/27/2021

0018 Travel NTE Option Period 3

(Option Line Item)

Continued ...

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

Sponsored by GSA

FAR (48 CFR) 53.110

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

NAME OF OFFEROR OR CONTRACTOR

4 4

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

(A) (B) (C) (D) (E) (F)

DU208WR-17-R-0003

Period of Performance: 02/28/2020 to 02/27/2021

0019 Loan Servicing Option Period 4

(Option Line Item)

Period of Performance: 02/28/2021 to 02/27/2022

0020 Transition Out NOTE: The transition out CLIN will only be ordered in the event that HUD determines to not exercise the next option period. This will be a unilateral decision by

HUD and may be ordered at any time during the contract period. Option Period 4

(Option Line Item)

Period of Performance: 02/28/2021 to 02/27/2022

0021 Reimbursable NTE Option Period 4

(Option Line Item)

Period of Performance: 02/28/2021 to 02/27/2022

0022 Travel NTE Option Period 4

(Option Line Item)

Period of Performance: 02/28/2021 to 02/27/2022

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

Sponsored by GSA

FAR (48 CFR) 53.110

Schedule B Description/Specifications

B.1. PRICE SCHEDULE

As total compensation for all services performed in accordance with the terms, conditions, and specifications stated herein, the Contractor will be paid upon completion and acceptance of the fixed unit prices listed for each line item.

B.2 TRANSITION COSTS

CLINs 0001 and 0002 - The contractor will be paid a firm fixed price for all requirements of paragraph 1.13 for Transition costs. The Contractor shall invoice CLIN 0001 for the first half of the installment of the Transition Price when the requirements of the first phase of the Transition

Period have been completed. The Contractor is entitled to bill the second installment of the

Transition Price when the requirements of phase two have been completed. Regardless of how long the transition actually takes the contractor shall not be entitled to any servicing fees until the

GTR certifies that transition is complete.

CLINs 0004, 0008, 0012, 0016, and 0020 – Phase out transition costs shall include one-time expenses to transition the contract to the new contractor. These include the additional temporary labor, supplies, and other approved one-time costs. CLINs 0004, 0008, 0012, and 0016, and

0020 are not anticipated to be used unless the government does not unilaterally exercise the following option period. The cost for transition phase out will be negotiated during the option period the transition will occur in.

B.3 CLINs 0003, 0007, 0011, 0015, and 0019 - The Contractor shall be paid a fixed Monthly

Service Price after the first full month of servicing capacity following transition for all requirements not elsewhere specified. The Contractor shall be entitled to compensation under the

CLIN after completion of Transition as evidenced by written acceptance by the Government

Technical Representative (GTR) and the Contracting Officer (CO). In the month following acceptance of the service by the GTR, the Contractor may begin to invoice the Monthly Service

Price in accordance with the requirements of SECTION G - Contract Administration Data

HUDAR 2452.232-70 PAYMENT SCHEDULE AND INVOICE SUBMISSION (FIXED-

PRICE). (DEC 2012) Alternate II.

The service price for the first month shall be prorated to include any days from the date of

HUD’s written acceptance through the end of that month.

The monthly service price shall be compensation for all requirements not elsewhere specified including all labor and other costs related to servicing all loans in the portfolio, updating the service to accommodate policy, legislative or regulatory changes; adapting to changes in HUD system or system configurations; and adding or deleting external interfaces as required to service all loans in the portfolio and relating to any of the tasks in this PWS.

B.4. CLINs 0005, 0009, 0013, 0017, and 0021- The following are cost reimbursable items: The actual cost of shipping files for record retention, or at the termination of the contract, when incurred in accordance with contract requirements, will be reimbursed as a pass-through expense with prior GTR approval. 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. All payments made by the Contractor on the Department's behalf, or for the borrower, shall be pass-through costs, and will be fully funded by the Department upon approval by the GTR. Other disbursements, considered chargeable to the Department, that are not made on behalf of the borrower must be pre-approved by the GTR prior to incurring the expense.

Invoices and vouchers for these disbursements shall be submitted in accordance with paragraph

5.3.8.

One Time Reimbursables – One Time Reimbursables are those expenses that occur only once and are necessary at the beginning of the contract. 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 former contractor's office site to the new contractor's office site; it does not include: Computer equipment, phones, or furniture — these are to be amortized; Lump sum insurance, employee bonuses, or other similar expenses.

Additionally, any work that the Contractor performs that the GTR deems work not completed by the previous contractor will be paid by the reimbursable CLIN.

BASE CONTRACT PERIOD

CLIN DESCRIPTION QTY UNIT

UNIT

PRICE

TOTAL

AMOUNT

0001 Transition In-Phase I 1 Job

0002 Transition In-Phase II 1 Job

0003 Loan Servicing 9 Month

0004 Transition Out NOTE: The transition out CLIN will only be ordered in the event that HUD determines to not exercise the next option period. This will be a unilateral decision by HUD and may be ordered at any time during the contract period.

1 JOB RESERVED

0005 Reimbursable Items NTE Provided by Government

0006 TRAVEL Not to Exceed NTE Provided by Government

TOTAL PRICE FOR BASE PERIOD

OPTION PERIOD 1

CLIN DESCRIPTION QTY UNIT

UNIT

PRICE

TOTAL

AMOUNT

0007 Loan Servicing 12 Month

0008 Transition Out NOTE: The transition out CLIN will only be ordered in the event that HUD determines to not exercise the next option period. This will be a unilateral decision by HUD and may be ordered at any time during the contract period.

1 JOB RESERVED

0009 Reimbursable Items Provided by Government

0010 TRAVEL Not to Exceed Provided by Government

TOTAL PRICE FOR BASE PERIOD

OPTION PERIOD 2

CLIN DESCRIPTION QTY UNIT

UNIT

PRICE

TOTAL

AMOUNT

0011 Loan Servicing 12 Month

0012 Transition Out NOTE: The transition out CLIN will only be ordered in the event that HUD determines to not exercise the next option period. This will be a unilateral decision by HUD and may be ordered at any time during the contract period.

1 JOB RESERVED

0013 Reimbursable Items NTE Provided by Government

0014 TRAVEL Not to Exceed NTE Provided by Government

OPTION PERIOD 4

CLIN DESCRIPTION QTY UNIT

UNIT

PRICE

TOTAL

AMOUNT

0019 Loan Servicing 12 Month

0020 Transition Out NOTE: The transition out CLIN will only be ordered in the event that HUD determines to not exercise the next option period. This will be a unilateral decision by HUD and may be ordered at any time during the contract period.

1 JOB RESERVED

0021 Reimbursable Items NTE Provided by Government

0022 TRAVEL Not to Exceed NTE Provided by Government

TOTAL PRICE FOR BASE PERIOD

OPTION PERIOD 3

CLIN DESCRIPTION QTY UNIT

UNIT

PRICE

TOTAL

AMOUNT

0015 Loan Servicing 12 Month

0016 Transition Out NOTE: The transition out CLIN will only be ordered in the event that HUD determines to not exercise the next option period. This will be a unilateral decision by HUD and may be ordered at any time during the contract period.

1 JOB RESERVED

0017 Reimbursable Items NTE Provided by Government

0018 TRAVEL Not to Exceed NTE Provided by Government

Performance Work Statement (PWS)

Secretary Held Loan Servicing

12/20/2016

Version 1.0

Solicitation DU208WR-17-R-0003

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 Reimbursable Items

1.14 Transition In

1.15 Transition Out

2 Definitions and Acronyms

2.1 Definitions

2.2 Acronyms

3 Government-Furnished Property and Services

3.1 Materials

3.2 Facilities

3.3 Quality Assurance (QA)

3.4 Equipment

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

5 Scope of Work

Specific Tasks

5.2 Maximized Recoveries from the Loan Portfolios

5.3 Accounting, Cash Management, Financial Analysis and Reporting

5.4 Occupancy Certifications

5.5 Asset Sales – Past and Future

5.6 Special Loan Servicing for Specific FHA Programs

5.7 Customer Service

5.8 Loan Servicing Reports

6 Deliverables

6.1 Quality Control Plan

6.2 Acceptance Criteria

7 Performance Requirements Summary

8 Related Documents

Performance Work Statement (PWS)

Secretary Held Loan Servicing

1 General Information

1.1 Introduction

The National Servicing Center (NSC), a Headquarters' division of the Office of Single Family Housing

Asset Management (OSFAM) in the U.S Department of Housing and Urban Development (HUD), is seeking to obtain professional loan servicing support services to perform a wide range of FHA insured and Secretary-held first, second and subordinate note and mortgage loan servicing functions. The servicing functions support the following loan programs: Partial Claim mortgages, 235 Recapture and

Nehemiah mortgages, Title II Assignment Program mortgages, Asset Control Area (ACA) Compliance and Enforcement mortgages, Purchase Money mortgages, Good Neighbor Next Door (GNND) mortgages, Hope for Homeowners (H4H), Emergency Home Loan Program (EHLP) and other mortgage programs as implemented.

Under this Contract, customer service is a high priority and critical to the successful performance of mortgage loan servicing functions. As such, the NSC is also seeking to obtain professional customer service support that not only provides mortgage servicing support for the Secretary-held first, second and subordinate notes and mortgages portfolios, but also customer service support that supports a wide variety of incoming inquiries from HUD's FHA Insured borrowers, FHA lenders/servicers, home ownership counseling organizations, the general public and other HUD divisions. The Customer Service Support operation primarily responds and resolves contacts related to FHA-Insured Loan Servicing, Loss

Mitigation, and other miscellaneous loan servicing issues.

1.2 Background

The Federal Housing Administration (FHA) is an agency within U.S. Department of Housing and Urban Development (HUD) that provides homeownership opportunities for first time homebuyers as well as borrowers who, because of limited income or impaired credit history, are under-served by conventional mortgage markets. FHA insures approved lenders against the risk of loss on loans they finance for the purchase, and in some instances rehabilitation, of single-family homes. Although primarily a mortgage insurer, HUD has on occasion to become the holder of primary and subordinate mortgages as a result of its loss mitigation program and specialized loan programs. These loans and notes are currently serviced for HUD by a private sector Contractor. A specialized business service provider called Single Family

Mortgage Asset Recovery Technology (SMART) is utilized by the Contractor for all loans programs serviced under this contract. Additionally, HUD's BSP (SMART) interfaces with a number of HUD information management systems described throughout this statement of work.

There are approximately 9,000 calls per month received by the centralized customer service call support operations.

There are approximately 430,000+ partial claims currently being serviced with approximately 3,000 new partial claims added monthly.

1.3 Constraints

The services identified in this PWS will adhere to the rules, regulations, laws, standards, and conventions identified by HUD as well as within the Federal Government.

1.4 Description of Services

The objectives sought from this contract are:

o Professional, effective, and comprehensive loan servicing for a variety of mortgage loans, notes and security instruments while maintaining a high standard of customer service.

o Maximum recoveries from the loan portfolio at the earliest possibility.

o Demonstrated effective risk management that identifies opportunities for reducing the primary or secondary portfolio.

o Expanded Customer Service Support

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 within 50 miles of the Oklahoma City

HUD Field Office.

1.8 Hours of Operation

The Contractor is responsible for providing services between the hours of 7am to 7pm, local time in the geographical 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.

Government agencies will not be available during scheduled holidays, inclement weather, weekends, and after duty hours.

The Contractor shall at all times 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

Key Personnel: The personnel specified below are considered to be essential to the work being performed under this contract and are considered key personnel as referenced in paragraph 4.5 of the contract. Prior to diverting any of the specified individuals to other projects, the contractor shall notify the Contracting Officer reasonably in advance and shall submit a resume (including proposed substitutions) in sufficient detail to permit evaluation of the impact on the program. No diversion shall be made by the contractor without the written consent of the Contracting Officer.

Key personnel shall meet the following minimum qualifications:

Contract Manager Qualifications: based on past work history and the following minimum Requirements are required: Minimum of two (2) years Mortgage Servicing experience, Relevant Project Management, Staffing, Developing Budgets, Coordination, Strategic Planning, and Quality Management. Experience must have been acquired within the last three (3) years.

Alternate Contract Manager Qualifications: based on past work history and the following minimum requirements are required: Minimum of two (2) years Mortgage Servicing experience Relevant Project Management, Staffing, Developing Budgets, Coordination, Strategic Planning, and Quality Management. Experience must have been acquired within the last three (3) years.

Cash Manager Qualifications: Minimum of three (3) years Mortgage Servicing Related Accounting experience, Certified Public Accountant (CPA) license and experience with U.S. Treasury Cash Management Regulations including Credit Reform. Experience must have been acquired within the last four (4) years.

Quality Control Manager Qualifications: Minimum of three (3) years 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. Experience must have been acquired within the last four (4) years.

IT Manager Qualifications: based on past work history and the following minimum certifications and requirements: Technical Management, Technical Understanding, Analyzing Information, Problem Solving, Data Center Management, Coordination, Strategic Planning and Quality Management. Follow PMI standards to manage projects through the project lifecycles of initiation, planning, execution and closure.

Other personnel with special qualifications not required as key personnel:

Financial Systems Analyst Qualifications: based on past work history and the following minimum qualifications and requirements are required: experience providing support for financial/accounting systems; applying and advising on financial system policies and procedures; performing extensive business process analysis through evaluation of financial systems, policies, procedures, and regulations.

Preparing and reviewing change request, and test plans. Ensuring supporting documentation and training for end user on new software is appropriate.

Systems Analyst Qualifications: based on past work history and the following minimum qualifications and requirements are required: Conducting detailed analyses of complex functions and work processes;

Conducting studies, analyzing findings and making recommendations on program operations; Conducting a variety of special projects which require reviewing agency policies, objectives, management principals and processes and applies analytical and evaluative methods and techniques to assess program development or execution; monitoring management information systems; Monitoring and compiling data from management information systems; Interpreting, implementing and providing technical guidance on special projects, policies, and regulations related to HUD programs; Communicating and presenting analyses in writing or orally to HUD Management.

1.10 Post Award/Kickoff Conference

The Contractor shall attend any post award conference convened by the contracting officer 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 in Oklahoma City.

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, Government Technical Representative (GTR) 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 GTR 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 Contractors facility. All other travel will be reimbursed on a cost reimbursable basis; no profit or fee will be paid.

1.13 Reimbursable Items

HUD will reimburse the Contractor for only the following pass through expenses upon presentation of an approved invoice and adequate supporting documentation. 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 documents on a case-by-case basis when specifically directed by the GTR.

• Actual cost of title search, abstracting fees, and recording fees associated with Deed-in Lieu (DIL) and Modifications for Interest Rate Reductions.

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

• Actual cost of lien searches as required for validation on HOPE mortgages.

• Actual costs of appraisals that are requested by the GTR.

• Actual cost of registration for Mortgage Electronic Registration System (MERS).

• 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 GTR 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 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.

1.14 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 120-day Transition-In period to ensure a smooth transition with the incumbent Contractor.

The Contractor’s staff shall demonstrate an in depth knowledge of comprehensive mortgage loan servicing activities, and interpretation of HUD regulations governing the various loan programs identified in this PWS. They must also have a wide range of knowledge in compliance monitoring, accounting principles, bankruptcy activities and document management. The Contractor shall provide an orderly transition of work acceptance and accomplishment such that any impact to the program is minimized.

During this period, the Contractor shall complete preparation activities, including but not limited to attending meetings with HUD staff. The Contractor shall attend specialized training provided by HUD and the former Contractor. Transition-In is not required if the successor Contractor is the incumbent Contractor.

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 continue to adapt its physical infrastructure; 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 paragraph. 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 sixty (60) calendar days.

During this period, the Contractor shall complete preparation activities, including but not limited to attending meetings with HUD staff. The Contractor may attend specialized training provided by HUD and the former Contractor. The Contractor shall complete the establishment of its physical infrastructure, ensure that a complete qualified and trained workforce of employees or subcontractors are in place, obtain all licenses, permits, bonds and qualifications, required to transact business in the geographic locations within the contract area and implement the information technology and support necessary to perform the requirements contained in this PWS. The Contractor shall submit written certification certifying the completion of Phase One.

Office Location- The Contractor shall establish a fully equipped office within 50 miles of Oklahoma City, Oklahoma no later than thirty (30) calendar days from the award date of the contract. The Contractor shall notify the CO and GTR upon completion. All services shall be performed at the primary contractor’s facilities. An exception, the Cash Manager may be required to performing some services in Washington

DC where the HUD Headquarters General Ledger Division is located. This requirement may entail at a minimum monthly and quarterly visits. Travel will be reimbursable if visits are required by HUD in accordance with the Federal Travel Regulation and in accordance with FAR 31.205-46.

Systems Security Administrator- Not later than five (5) business days from the award date of the contract, the Contractor shall provide the GTR the designated Systems Security Administrator (SSA) who at a minimum has qualifications with experience in federal security documentation and certification.

HUD's system clearance procedures require that the Systems Security Administrator (SSA) shall use forms provided by HUD to initiate requests for user access to SMART, other HUD systems and to request access modifications and deletions. The SSA shall certify, not later than 20 business days from the effective date of the contract and ongoing seven (7) days from new hire, that all staff has received instruction in system security issues, are familiar with the contents of the current version of HUD

Handbook 2400.24 Rev. 2, Information Security Program, and have completed the HUD's Computer Based Training program or Rules of Behaviors.

Limited Powers of Attorney (LPOA)-Not later than ten (10) business days after the effective date of the contract and annually thereafter, if applicable, the Contractor shall prepare LPOA as necessary to perform the contract. The Contractor shall prepare and record revocations of any recorded, unexpired LPOA's not later than the date the Contractor is no longer responsible for performing contract services covered by the LPOA. All costs associated with filing the LPOA and ancillary documents shall be at the expense of the Contractor and not reimbursable. The Contractor's responsibilities concerning the LPOA shall include determining which units of local government within the Contractor's service area require an original LPOA (or revocation); completing and submitting the appropriate number of LPOA (or revocation) documents to the GTR for execution; recording the duly executed documents with each required unit of local government; forwarding documentation to the GTR which confirms the LPOA (or revocation) has been filed for recordation. Examples of acceptable documentation include a copy of the Limited Power of Attorney (or revocation) marked "filed for recordation" and/or receipt from the Recorder's Office evidencing the filing of the document. The LPOA(s) shall name specific individuals authorized to perform stated tasks. Authorities authorized under an LPOA may not be re-delegated to others not named. The

Department is considering replacing LPOA's with the delegation of authority to the Contractor via a Federal Register notice. If this change is implemented, the Contractor will not be required to prepare LPOAs and the contract will be modified accordingly.

Certificate of Independence- The contractor shall certify to the GTR or GTM that each employee does not have a Secretary Held Mortgage, using the form Certificate of Independence.

Line of Credit- The contractor shall maintain a one million dollar ($1,000,000) line of credit and proof shall be provided NLT ten (10) days after issuance of the notice of the pre-award notice that it is the apparently successful offeror.

Deposit Account Only-The Contractor shall submit one (1) for deposit only account information to the

GTR, not later than fourteen (14) business days from the effective date of the contract. The Contractor shall establish one (1) account with a Federally Insured Depository to deposit and process all funds received to pay.gov or via wire transfer procedure to HUDs Chief Financial Officer (CFO). The Contractor shall notify the GTR of the account number and wire instructions. The account shall be non-interest bearing checking account. The account shall be in the name of the HUD, but designated in the care of the contractor. No checks shall be issued or drawn from this account. The Contractor shall make all documentation available for review at the request of the GTM/GTR or CO.

Quality Control Plan (QCP)-The Contractor shall provide the CO and GTR with a specific written QCP for all tasks specified in this contract not later thirty (30) calendar days after the post award conference.

The QCP shall be designed and implemented to result in quality and timely contract performance to prevent, detect, and correct any deficiencies in contract performance with little or no need for government intervention. The QCP shall be revised as circumstances dictate, to reflect necessary changes during the progress of the contract. The QCP shall, at a minimum, include a detailed inspection oversight program covering all general and specific tasks; specify tasks or areas to be inspected on either a scheduled or unscheduled basis including the manner in which inspection is to be conducted; a description of the techniques to be employed for producing and validating services and deliverables that conform to the acceptable quality standards in the contract; a description of the "checks and balances" that shall be used to ensure an acceptable level of quality; provisions for responding to technical directions and comments;

and provisions that will be used to prevent and eliminate the potential for fraud, waste and abuse of HUD funds or other funds and resources received in the performance of this contract. The QCP shall address Quality Management Approach, Quality Assurance, Quality Control and Quality Standards.

Management Work Plan (MWP)-The Contractor shall provide CO and GTR with a specific written Draft

MWP for all tasks specified in this contract not later than thirty (30) calendar days from the effective date of the contract. This MWP will be an updated version of the management plan submitted with the contractor’ The MWP shall include a detailed allocation of contract resources and time scheduled for the accomplishment of the tasks and deliverables to be provided. The MWP shall be revised as circumstances dictate, to reflect approved changes during the progress of the contract. The MWP shall include a detailed work flow chart reflecting the process and steps that all portfolios would follow which clearly reflect the Contractor's strategy for: I) timely completion of case assignments; 2) how work deadlines will be met including how adjustments in staffing and workload will be made when there are fluctuating levels of case assignments; and 3) how the portfolios of assets will be serviced (including names of staff in key assignments).

Continuity of Operations (COOP)-The Contractor shall provide to the CO and GTR a specific written

COOP for all services specified in this Contract not later than thirty (30) calendar days from the effective date of the contract. The COOP shall be designed and implemented to result in all services required under this contract being continued without interruption in the case of an emergency or crisis requiring relocation of the Contractor's office and other resources. The COOP, at a minimum, shall include a detailed listing of contract services, alternative resources, processes and steps to immediately relocate the office, other resources, and any other pertinent information needing consideration.

Training-The Contractors staff will receive servicing and system training by HUD or its designee beginning no less than sixty (60) days after contract award. The Contractor shall notify the GTR of all attendees not later than two (2) business days prior to the commencement of the training. All PIV documents must be submitted to HUD and Equip process completed prior to the commencement of training. After training begins, additional trainees may be added only with the GTRs prior approval. HUD reserves the right to adjust the number of trainees who may attend. After initial training, training of additional employees is the responsibility of the Contractor. In the event of any significant change in program terms or directives, HUD will provide subsequent training as needed. System training may occur separately from program training.

Customer Relations/Servicing Guide-The GTR will provide a Customer Relations/Servicing Guide to the Contractor within thirty (30) business days of the effective date of the contract. Included in the guide will be information and guidance to assist the customer service center in providing customer service to callers. Also in the guide are two directories listing contact information for Housing Counseling Agencies and Mortgage Servicers. The Contractor shall update the directories with current contact information on a quarterly basis and forward the updated directories not later than five (5) business days of completion to the GTR.

Loan Servicing Guide-The Contractor shall submit for the GTR's approval a Loan Servicer's Guide for use by the Contractor's staff in servicing the Sec-Held portfolios not later than sixty (60) calendar days from the effective date of the contract. The Contractor may develop a new Guide or modify the existing

Guide. The Contractor shall develop, modify and recommend servicing policy and foreclosure procedures to improve overall loan servicing operations. The Guide and any items routinely incorporated into the

Guide shall be approved by the GTR. The GTR shall have thirty (30) business days to issue approval.

PHASE TWO begins sixty-one (61) calendar days from the effective date of the contract and continues for another sixty (60) calendar days. Phase Two of the transition is intended to expire on the same date as the expiration date of the existing Loan Servicing Contract. However, unforeseen circumstances may require that the Contracting Officer extend the expiration date of the existing Loan

Servicing Contract, at which time the Contractor shall be notified of such extension.

Loan Inventory-Not later than sixty (60) calendar days from the award date of the contract, the former

Contractor will begin transfer of all servicing files including inventory lists, via HUD to the Contractor. The

Contractor shall reconcile each physical file to the inventory list. Following physical file transfer, the

Contractor shall review the current SMART system for scanned loan documents and review the physical files for the legal documents. Any discrepancies shall be annotated on the inventory list by the Contractor and be provided to the GTR. The Contractor shall complete the inventory of the files not later than ninety-five (95) calendar days from the effective date of the contract.

Welcome Letters-Not later than one-hundred (100) calendar days from the effective date of the contract the Contractor shall send a Welcome Letter to all mortgagors providing a toll-free number, and the name of the new loan servicer handling the loan. The letter may contain additional information about the loan and collection policies of the Contractor and HUD. This Welcome Letter shall comply with RESPA's Notice of Transfer requirements and shall constitute a combination notice, which satisfies both the Contractor and HUD's notice of transfer obligations under RESPA. The Contractor shall provide e-mail notification to the GTR upon completion of this task.

Fully Operational-The Contractor shall notify the GTR, in writing, that the Contractor has adequate facilities, staff, subcontract support, equipment and supplies to perform all of the tasks required under the

PWS and shall provide a final list of key staff, office location, addresses, phone numbers and emergency contact information to the GTR not later than one hundred-twenty (120) calendar days from the effective date of the contract.

The Contractor shall be provided the HUD owned toll-free 800#s activated under the expiring National Loan Servicing Contract as published by HUD no later than (100) calendar days from the contact award date.

Not later than one hundred-five (105) calendar days from the contract award date, the Contractor shall begin performing all contract servicing requirements.

The Contractor shall be at full servicing capacity of the HUD portfolio one hundred-twenty (120) calendar days from the effective date of the contract, unless otherwise notified by the Contracting Officer. The GTR will perform an onsite inspection that will be delivered to the Contracting Officer.

1.15 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 ninety (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 incumbent Contractor shall provide the successor Contractor a minimum of six (6) hours a day for onsite, side by side training during the scheduled training period. 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 Transition-In period.

2 Definitions and Acronyms

2.1 Definitions

221 AUTOMATIC ASSIGNMENT- An FHA insured mortgage which can be assigned to HUD under Section 221(g)(4) of the National Housing Act, one year or less following the twentieth anniversary of the date the mortgage was originally endorsed for insurance by the Department.

These mortgages shall be current when assigned to HUD.

235 ASSISTED MORTGAGE - Any mortgage loan (insured by HUD under Section 235 of the National Housing Act) for which HUD previously made assistance payments to a mortgagee on behalf of the homeowner or cooperative member to pay a portion of the homeowners or cooperative members monthly payment in accordance with the provisions of 24 CFR Section 235.301.

235 RECAPTURE MORTGAGE - A second mortgage recorded in favor of HUD for recapture of all or part of Section 235 assistance paid on behalf of a borrower.

312 LOANS - Community Planning Development (CPD) Rehabilitation Loans (Currently no new originations)

ABANDONED CALLS - calls which enter the queue but are never answered by the contractor.

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.

AQL - The level of acceptable performance required by the Government.

BUSINESS DAY/WORK DAY - Any day other than a Saturday, a Sunday, a federal holiday or other day on which the federal government or banking institutions by law or executive order are closed.

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

CALENDAR DAY- Any day of the week.

CALLS - all calls that are received by the Contractor.

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 HUD 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.

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. The correspondence is usually a FOIA or Congressional inquiry.

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.

DAY - A calendar day, unless otherwise specified.

DEFECTIVE SERVICE - A service output that does not meet the standard of performance associated with the Performance Work Statement.

DELIVERABLE - Anything that can be physically delivered, but may include non-manufactured things such as meeting minutes or reports.

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 Courses on Loss Mitigation and Servicing (ECLASS) - a business service provider that provides FHA lenders, housing counseling agencies, HUD and other non-profit organizations with…