RFP _ED-FSA-16-R-0009.pdf

RFQ IFB RFP

ECONOMICALLY DISADVANTAGED

WOMEN-OWNED SMALL BUSINESS

(EDWOSB)

WOMEN-OWNED SMALL

BUSINESS (WOSB)

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

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

1. REQUISITION NUMBER PAGE OF

2. CONTRACT NO. 3. AWARD/EFFECTIVE

DATE

4. ORDER NUMBER 5. SOLICITATION NUMBER 6. SOLICITATION ISSUE

DATE

7. FOR SOLICITATION

INFORMATION CALL:

a. NAME b. TELEPHONE NUMBER (No collect calls)

8. OFFER DUE DATE/

LOCAL TIME

9. ISSUED BY

13b. RATING

14. METHOD OF SOLICITATION

CODE

15. DELIVER TO 16. ADMINISTERED BY CODE

18a. PAYMENT WILL BE MADE BY CODEFACILITY

CODE

CODE

TELEPHONE NO.

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

OFFER

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

BELOW IS CHECKED

SEE ADDENDUM

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA 26. TOTAL AWARD AMOUNT (For Govt. Use Only)

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN

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

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

29. AWARD OF CONTRACT: REF.

DATED . YOUR OFFER ON SOLICITATION

(BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE

SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR

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

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

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

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

STANDARD FORM 1449 (REV. 3/2011)

Prescribed by GSA - FAR (48 CFR) 53.212

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

OFFER

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

ARE ARE NOT ATTACHED

ARE ARE NOT ATTACHED

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

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

17a CONTRACTOR/

OFFEROR.

CODE

8 (A)

SIZE STANDARD:

NAICS:

% FOR:SET ASIDE:UNRESTRICTED OR

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SMALL BUSINESS

10. THIS ACQUISITION IS

STANDARD FORM 1449 (REV. 3/2011) BACK

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

32a. QUANTITY IN COLUMN 21 HAS BEEN

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

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

32b. SIGNATURE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32c. DATE

41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER 41c. DATE

42a. RECEIVED BY (Print)

42b. RECEIVED AT (Location)

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

40. PAID BY

32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE 32f. TELPHONE NUMBER OF AUTHORZED GOVERNMENT REPRESENTATIVE

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

33. SHIP NUMBER 34. VOUCHER NUMBER 35. AMOUNT VERIFIED

CORRECT FOR

PARTIAL FINAL

37. CHECK NUMBER

38. S/R ACCOUNT NO. 39. S/R VOUCHER NUMBER

36. PAYMENT

COMPLETE PARTIAL FINAL

Attachment Page

PAGE 3 OF 67 ED-FSA-16-R-0009

The purpose of this notice is to issue a Request for Proposal, solicitation ED-FSA-16-R-0009 for Debt Collection Services. This acquisition is issued as a full and open competition.

The Government anticipates awarding multiple Indefinite Delivery/Indefinite Quantity (IDIQ) contracts and Task Orders under NAICS code 561440 for default collection services. The resulting IDIQ awards will have a Base Ordering Period of five (5) years with a single, five (5) year Optional Ordering Period. To fund the work, the Government will issue task orders to one or more contractors throughout the Base and Optional Ordering Periods, with each task order having a one year period of performance. Issuance of any such task order to a contractor will be only after, and will be contingent upon, the contractor having and maintaining an Authorization to Operate (ATO), acceptance by the Government of all Deliverables due from the contractor, and the approval by the Government of the contractor’s Quality Control Plan.

B.1. Provisions for Payment and Account Allocation

B.1.1. All task orders under this Indefinite Delivery, Indefinite Quantity (IDIQ) contract will be incrementally funded. Payment shall be made in accordance with the terms in the pricing schedule shown in Section B.3 and with any other supplementary payment scheme that may be otherwise negotiated and specified.

B.1.2. The Government may increase the amount of obligated funds under a task order at any time in order to provide sufficient funds to cover the anticipated volume of services or supplies. The Government may unilaterally decrease the amount of obligated funds under a task order at any time in order to reduce obligations that exceed the anticipated volume of services or supplies. Additional funds will be obligated or deobligated on contract modifications signed by the Contracting Officer.

B.1.3. Escalation/De-Escalation: The Government has included an escalation methodology based upon the Bureau of Labor Statistics’ (BLS) Employment Cost Index (ECI) for Total Compensation, Private Industry, Service Occupations (Not Seasonally Adjusted), to account for significant inflation and/or deflation. When the ECI exceeds 3.0% (plus or minus) in any given year the Government will adjust the established common pricing by any amount in excess of this rate. The calculated rate of escalation will equal the average of the 12-month percent change for the previous four quarters, ending June 30th. This ECI escalation will be applied beginning in September of the same calendar year. Further, this escalation will compound for all remaining years of the Base and Optional Ordering Periods. For example, if the ECI rate released in June 2014 was 3.6%, then the Government will increase unit pricing by .6% for the contract beginning September 1, 2014 and all remaining years of the Base Ordering Period, as well as the Optional Ordering Period. A Decreasing rate of inflation would follow the same pattern as above. For example, if the ECI Decreases by more than 3.0%, then the unit prices for the remaining out-years will also Decrease by the percentage in excess of 3.0%. For example, if the ECI rate released in June 2014 was -4.2%, then the Government will Decrease unit pricing by 1.2% for the contract period beginning September 1, 2014 and all remaining years of the Base Ordering Period, as well as the Optional Ordering Period.

PAGE 4 OF 67 ED-FSA-16-R-0009

B.2. Commission and Fees

The Government may unilaterally increase or Decrease any part of commission or fees with 30 days of notice to the Contractor. Commissions and Fees will be fixed for the price categories below and shall apply to all task orders issued during the Base Ordering Period and Optional Ordering Period, if exercised.

B.2.1. Regular Payments (Voluntary and Administrative Wage Garnishment)

Contractor will be paid 15.2% of eligible dollars collected. Eligible dollars are those deposited (net of returned checks) after 8 days from the date the account was transferred to the Contractor and up to 14 days after the account is returned to the Government. Voluntary payments include those that satisfy eligible compromise agreements (as specified in the Performance Work Statement) such that the net government proceeds for non-standard compromises are equal to those for standard compromises.

B.2.2. Rehabilitation

Provided that the borrower meets all regulatory and statutory requirements (as specified in the Performance Work Statement), the Contractor will be paid at a rate that is equal to the principal balance being rehabilitated, not to exceed $1710, (i.e. if the balance rehabilitated is $537, then the PCA would be paid $537). This fee is a one time, per borrower fee, combined principal and interest balance up to a maximum of $1,710 per account. Rehabilitation fees will be cumulative until the $1,710 maximum is met, (meaning that the PCA could earn $1,000 in one month and $710 in a later month if loans are closed in different months).

B.2.3. Consolidation

Contractor will be paid either 2.75% of the dollar consolidation payoff amount for cases in which the Contractor has submitted the “fast track” documentation and the borrower has made 3 (three) consecutive monthly payments in the 90 (ninety) days preceding certification, (each of which is equal to at least 1% of the final payoff amount); or, an administrative resolution fee for cases in which the borrower enters a forced Income Driven Repayment (IDR) consolidation (with a monthly payment that is less than 1% of the final payoff amount).

B.2.4. Administrative Resolution

Contractor is paid a $150 one-time fee per borrower for cases in which the Contractor initiates a change in the Debt Management Collections System (DMCS) for an account to be adjusted or closed due to either a forced IDR consolidation, death discharge, total and permanent disability (TPD) discharge or incarceration referral where the borrower’s earliest expected release date is at least 10 years in the future at the time the prison certifies the incarceration status.

PAGE 5 OF 67 ED-FSA-16-R-0009

B.2.5. Commission Exclusions

Contractor shall not be paid commission for the following:

B.2.5.1. School, lender or other third party payments (e.g. reimbursements of debt paid by the government).

B.2.5.2. Any payment not attributed to a borrower.

B.2.5.3. Account adjustments for reasons including, but not limited to, compromise, cancellation or closure due to borrower’s death, disability, bankruptcy or incarceration.

B.2.5.4. Dollars collected in excess of a borrower’s balance (resulting in an overpayment).

B.2.5.5. Dollars received through any Federal, State or local government salary offset, refund, garnishment (with the exception of administrative wage garnishment initiated by the Contractor), cancellations, (e.g. teacher, military, etc.…) or other administrative action that results in the reduction or elimination of the deb in a manner beyond the scope of the Contractor’s performance.

B.2.5.6. Consolidation or rehabilitation that occurs after a borrower has become eligible for forgiveness, cancellation or discharge (e.g. closed school discharge, total and permanent disability discharge, death discharge, discharge in bankruptcy, false certification of student eligibility or unauthorized payment discharge, unpaid refund discharge, teacher loan forgiveness, public service loan forgiveness, or Perkins loan cancellation and discharge).

B.2.5.7. Any payments, consolidations or rehabilitations if the Contractor has not counseled the borrower (both verbally and in writing) on his or her eligibility for all forgiveness, cancellation or discharge alternatives (e.g. closed school discharge, total and permanent disability discharge, death discharge, discharge in bankruptcy, false certification of student eligibility or unauthorized payment discharge, unpaid refund discharge, teacher loan forgiveness, public service loan forgiveness, or Perkins loan cancellation and discharge).

B.2.5.8. Consolidations for defaulted debt that was previously consolidated, (e.g. re-consolidations).

B.2.5.9. Consolidations where a wage garnishment payment posted within

90 days prior to certification.

B.2.5.10. Consolidations, rehabilitations or administrative resolutions where the Contractor or borrower did not meet any material (as determined by the Government) written requirement established by the Government (unless an exception is granted).

B.2.5.11. Compromise where procedures were not followed (e.g. the compromise agreement letter is not sent to the borrower, the compromise information is not

PAGE 6 OF 67 ED-FSA-16-R-0009

documented in the system, etc.…).

B.2.5.12. Non-standard compromises in excess of three (3) per performance period. Unused non-standard compromises do not carry over to subsequent performance periods.

If, in any of the above instances, the Department inadvertently pays a commission, the Department reserves the right to subsequently recover any such commission with interest from the Contractor.

B.3 Contract Line Item Numbers

The following Contract Line Item Numbers (CLINs) will be incorporated into the IDIQ contract:

CLIN

No.

Description Estimated Quantity/Value

Commission/Fee Total Estimated Price

0001 Base Ordering Period - Regular Collections & Administrative Wage

Garnishment $1,330,000,000

15.2% per dollar of regular collection

$202,160,000 0002 Base Ordering Period -

Rehabilitation 700,000

$1,710 per rehabilitation $1,197,000,000

0003 Base Ordering Period - Consolidation

$140,000,000 2.75% per dollar of final payoff value $3,850,000

0004 Base Ordering Period - Administrative Resolution 490,700

$150 per administrative resolution $73,605,000 0005 Base Ordering Period -

Borrower Record Collection – Treasury Offset TBD TBD

Not to Exceed $28,000,000

1001 Optional Ordering Period - Regular Collections & Administrative Wage

Garnishment $1,400,000,000 15.2% per dollar of regular collection $212,800,000

1002 Optional Ordering Period - Rehabilitation

630,000 $1,741 per rehabilitation $1,096,830,000 1003 Optional Ordering Period –

Consolidation $140,000,000

2.75% per dollar of final payoff value $3,850,000

1004 Optional Ordering Period – Administrative Resolution

490,700

$150 per administrative resolution $73,605,000 1005 Optional Ordering Period –

Borrower Record Collection – Treasury Offset TBD TBD

Not to Exceed $28,000,000

PAGE 7 OF 67 ED-FSA-16-R-0009

The IDIQ contract minimum is expected to be $1,000.00. The total estimated IDIQ contract maximum ceiling is $2,800,000,000.00. The estimated quantities will be identified before contract award. The estimated quantity/value and total estimated price for base or option ordering periods may be shifted amongst CLINS as long as the contract ceiling is not exceeded.

B.4 Accounting and Appropriation Data

Accounting and Appropriation Data will be provided at the time of obligations under this contract.

B.5 Ordering Period

This Indefinite Delivery Indefinite Quantity contract will have a five (5) year Base Ordering Period with an additional Optional Ordering Period of five (5) years. The total Ordering Period, including any optional extensions of services under C.3.5 (52.217-8), will not exceed 126 months from date of award; this does not include the in-Repayment Retention Period, which will run after the expiration of a contractor’s last task order.

The following Federal Holidays are observed under this contract: New Year’s Day, Birthday of Martin Luther King, Jr., President’s Day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day, and Christmas Day.

B.6 In-Repayment Retention Period

1) Each contractor may continue to work on accounts it retains during the in-Repayment Retention Period. Upon expiration of each Task Order Period of Performance, if no subsequent task order is issued, the in-repayment retention period will begin. If the Government issues more than one task order, the in-Repayment Retention Period may begin subsequent to the last task order issued. The in-payment retention period, may run for up to twenty-four (24) months, except that upon return, recall or transfer of all accounts from this contract, the in-repayment retention period will end. Upon commencement of the in-repayment retention period, the Government will collaborate with each contractor in setting a schedule for the orderly return, recall or transfer of the contractor’s accounts. The decision on the final schedule will be at the Government’s sole discretion. During the in-repayment retention period, the Contractor may retain, except as provided in paragraph (3) below, accounts that remain in repayment in accordance with the PWS. No transfer of accounts to the Contractor may occur during the in-repayment retention period. The Contractor shall not be eligible for any commissions/fees on rehabilitations that occur after the Contractor’s in-repayment retention period has ended.

2) Prior Private Collection Agency (PCA) Task Orders—If the Contractor holds a prior Task Order (e.g. one awarded in the year 2009) with ED for debt collection services, at any time during the in-repayment retention period of that prior Task Order, FSA may transfer any or all accounts from that prior Task Order to a task order issued under this contract. Accounts transferred under this provision are subject to the prices and terms of this contract.

PAGE 8 OF 67 ED-FSA-16-R-0009

3) Subsequent PCA Task Orders—If the Contractor enters into a subsequent contract with FSA for debt collection services (as a result of a future solicitation), at any time during the in-repayment retention period of this IDIQ contract, FSA may transfer any or all accounts from this IDIQ contract to the new contract. Accounts transferred under this provision will be subject to the prices and terms of the Task Order or contract to which the accounts are transferred.

B.7 Invoice Procedures

The Contractor must submit an invoice via mail, fax, or e-mail for this contract in order to be paid for products and/or services rendered. For Prompt Payment Act purposes, invoices received after 3 p.m. will be processed on the next business day.

Federal Student Aid's "Designated Billing Office" (DBO) US Department of Education Union Center Plaza Federal Student Aid Administration 830 First Street, NE – Suite 54B1 Washington, D.C. 20201-0001 E-mail: InvoiceAdmin @ed.gov Fax: (202) 275-3477

A contractor shall also simultaneously submit copies of the invoice to the Contracting Officer (CO), Contracting Specialist (CS), and one to the Contracting Officer's Representative (COR).

The CO and COR should receive copies via the same means as the invoice sent to the DBO.

When submitting an invoice via mail, the Contractor shall submit the original invoice and two copies of the invoice.

At a minimum the following items must be addressed in order for the invoice to be considered “proper” for payment:

(1) Name and Address of the Contractor.

(2) Invoice Number and Invoice Date.

(3) The Contract number, contract line item, and if applicable, the order number.

(4) Description, quantity, unit of measure, unit price, and extended price of the delivered item or service, as defined in the contract or order.

(5) Terms of any offered prompt payment discount.

(6) Name, title, and phone number of persons to be notified in event of a defective invoice.

(7) The period of time covered by the invoice.

(8) Totals, supported by subtotals, and subtotals should be supported by detail (e.g.

documentation for categories of labor, hours performed, unit prices) and deliverables provided.

(9) If required by this contract or order, receipts must be provided to support documentation of “other direct costs” (ODCs) or materials.

(10) The Government will provide the contractor with borrower payment posting reports.

(11) SPECIAL INSTRUCTIONS FOR FINANCE PAYMENTS:

PAGE 9 OF 67 ED-FSA-16-R-0009

Invoices for finance payments shall specifically and prominently identify the payment request as follows:

REQUEST FOR FINANCING PAYMENT

Finance payments are not subject to the Prompt Payment Act. Failure to identify the invoice as a request for financing may result in delay of payment. Invoices that are identified as Requests for Finance Payments shall only include the finance payments listed in the contract. Requests for finance payments shall not be combined with other types of invoice payments.

(12) In addition to the contractor's invoice, the contractor shall submit the Invoice Template which will be provided upon contract award.

(End of Clause)

B.8 Treasury Offset Program

Treasury Offset Program (TOP) services provide for TOP alias name records and FSA borrower record corrections. The contractor shall add alias records to the U.S. Department of Treasury’s certified borrower files and correct FSA borrower records, thereby increasing the number of debts successfully offset and collected. Accurately obtain, research, and validate TOP-certified borrower name changes and to add those names to certified borrower files. Research and identify correct data points for certain borrower records, including but not limited to: Social security number, date of birth, address, phone number, and date of death. TOP is within scope of this contract.

B.9 52.212-4 Contract Terms and Conditions – Commercial Items (Mar 2015) – Tailored

(1) Changes. Notwithstanding any other provisions of this contract, the Contracting Officer may at any time, by written order, and without notice to the sureties, if any, make changes within the general scope of this contract in any one or more of the following:

(i) Description of services to be performed.

(ii) Time of performance (e.g., hours of the day, days of the week, etc.).

(iii) Place of performance of the services.

(2) If any such change causes an increase or Decrease in the cost of, or the time required for, performance of any part of the work under this contract, whether or not changed by the order, the Contracting Officer shall make an equitable adjustment in the contract price, the delivery schedule, or both, and shall modify the contract.

(3) The Contractor must assert its right to an adjustment under this clause within 30 days from the date of receipt of the written order. However, if the Contracting Officer decides that the facts justify it, the Contracting Officer may receive and act upon a proposal submitted before final payment of the contract.

(4) If the Contractor’s proposal includes the cost of property made obsolete or excess by the change, the Contracting Officer shall have the right to prescribe the manner of the disposition of the property.

(5) Failure to agree to any adjustment shall be a dispute under the Disputes clause.

PAGE 10 OF 67 ED-FSA-16-R-0009

However, nothing in this clause shall excuse the Contractor from proceeding with the contract as changed.

PAGE 11 OF 67 ED-FSA-16-R-0009

Section C – Contract Terms and Conditions

C.1 52.212-5 -- Contract Terms and Conditions Required to Implement Statutes or Executive Orders -- Commercial Items (Nov 2015)

(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) 52.222-50, Combating Trafficking in Persons (Mar 2015) (22 U.S.C. 7104(g)).

____ Alternate I (Mar 2015) of 52.222-50 (22 U.S.C. 7104(g)).

(2) 52.233-3, Protest After Award (AUG 1996) (31 U.S.C. 3553).

(3) 52.233-4, Applicable Law for Breach of Contract Claim (Oct 2004) (Pub.L.108-77, 108-78).

(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 checks as appropriate.]

__X_ (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (Sep 2006), with Alternate I (OCY 1995) (41 U.S.C. 253g and 10 U.S.C. 2402).

__X_ (2) 52.203-13, Contractor Code of Business Ethics and Conduct (Oct 2015) (Pub. L. 110- 252, Title VI, Chapter 1 (41 U.S.C. 251 note)).

___ (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 2015) (Pub. L. 109-282) (31 U.S.C. 6101 note).

___ (5) 52.204-11, American Recovery and Reinvestment Act—Reporting Requirements (Jul 2010) (Pub. L. 111-5).

___ (6) 52.204-14, Service Contract Reporting Requirements (Jan 2014) (Pub. L. 111-117, section 743 of Div. C).

__X_ (7) 52.204-15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (Jan 2014) (Pub. L. 111-117, section 743 of Div. C).

__X_ (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).

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

_X_ (10) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (Nov 2015) (section 738 of Division C of Public Law 112-74, section 740 of Division C of Pub. L.

111-117, section 743 of Division D of Pub. L. 111-8, and section 745 of Division D of Pub. L.

110-161).

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

PAGE 12 OF 67 ED-FSA-16-R-0009

___ (12) 52.219-4, Notice of Price Evaluation Preference for HUB-Zone 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).

___ (13) [Reserved] ___ (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) 52.219-7, Notice of Partial Small Business Set-Aside (Jun 2003) (15 U.S.C. 644).

___ (ii) Alternate I (Oct 1995) of 52.219-7.

___ (iii) Alternate II (Mar 2004) of 52.219-7.

__X_ (16) 52.219-8, Utilization of Small Business Concerns (Oct 2014) (15 U.S.C. 637(d)(2) and (3)).

__X_ (17) (i) 52.219-9, Small Business Subcontracting Plan (Oct 2015) (15 U.S.C. 637 (d)(4)).

___ (ii) Alternate I (Oct 2001) of 52.219-9.

___ (iii) Alternate II (Oct 2001) of 52.219-9.

___ (iv) Alternate III (Oct 2015) of 52.219-9.

___ (18) 52.219-13, Notice of Set-Aside of Orders (Nov 2011) (15 U.S.C. 644(r)).

__X_ (19) 52.219-14, Limitations on Subcontracting (Nov 2011) (15 U.S.C. 637(a)(14)).

__X_ (20) 52.219-16, Liquidated Damages—Subcontracting Plan (Jan 1999) (15 U.S.C. 637(d)

(4) (F) (i)).

___ (21) (i) 52.219-23 Notice of Price Evaluation Adjustment for Small Disadvantaged Business Concerns (Oct 2008) (10 U.S.C. 2323) (if the Offeror elects to waive the adjustment, it shall so indicate in its offer).

___ (22) 52.219-25, Small Disadvantaged Business Participation Program—Disadvantaged Status and Reporting (Jul 2013) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

___ (23) 52.219-26, Small Disadvantaged Business Participation Program—Incentive Subcontracting (Oct 2000) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

___ (24) 52.219-27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (Nov 2011) (15 U.S.C. 657f).

__X_ (25) 52.219-28, Post Award Small Business Program Representation (Jul 2013) (15 U.S.C.

632(a)(2)).

___ (26) 52.219-29, Notice of Set-Aside for Economically Disadvantaged Women-Owned Small Business (EDWOSB) Concerns (Jul 2013) (15 U.S.C. 637(m)).

___ (27) 52.219-30, Notice of Set-Aside for Women-Owned Small Business (WOSB) Concerns Eligible Under the WOSB Program (Jul 2013) (15 U.S.C. 637(m)).

__X_ (28) 52.222-3, Convict Labor (Jun 2003) (E.O. 11755).

__X_ (29) 52.222-19, Child Labor—Cooperation with Authorities and Remedies (Jan 2014) (E.O. 13126).

__X_ (30) 52.222-21, Prohibition of Segregated Facilities (Apr 2015).

__X_ (31) 52.222-26, Equal Opportunity (Apr 2015) (E.O. 11246).

__X_ (32) 52.222-35, Equal Opportunity for Veterans (Oct 2015) (38 U.S.C. 4212).

__X_ (33) 52.222-36, Affirmative Action for Workers with Disabilities (Jul 2014) (29 U.S.C.

793).

PAGE 13 OF 67 ED-FSA-16-R-0009

__X_ (34) 52.222-37, Employment Reports on Veterans (Oct 2015) (38 U.S.C. 4212).

__X_ (35) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O. 13496).

__X_ (36) 52.222-54, Employment Eligibility Verification (Oct 2015). (Executive Order 12989).

(Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.)

___ (37) (i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA- Designated Items (May 2008) (42 U.S.C. 6962(c) (3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

___ (ii) Alternate I (May 2008) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

___ (38) 52.223-15, Energy Efficiency in Energy-Consuming Products (Dec 2007) (42 U.S.C.

8259b).

___ (39) (i) 52.223-16, IEEE 1680 Standard for the Environmental Assessment of Personal Computer Products (Oct 2015) (E.O. 13423).

___ (ii) Alternate I (Jun 2014) of 52.223-16.

___ (40) 52.223-18, Encouraging Contractor Policies to Ban Text Messaging while Driving (Aug 2011).

___ (41) 52.225-1, Buy American Act--Supplies (May 2014) (41 U.S.C. 10a-10d).

___ (42) (i) 52.225-3, Buy American Act--Free Trade Agreements--Israeli Trade Act (May 2014) (41 U.S.C. chapter 83, 19 U.S.C. 3301 note, 19 U.S.C. 2112 note, 19 U.S.C. 3805 note, 19 U.S.C. 4001 note, Pub. L. 103-182, Pub. L. 108-77, 108-78, 108-286, 108-302, 109-53, 109-169, 109-283, 110-138, 112-41, 112-42, and 112-43).

___ (ii) Alternate I (May 2014) of 52.225-3.

___ (iii) Alternate II (May 2014) of 52.225-3.

___ (iv) Alternate III (May 2014) of 52.225-3.

___ (43) 52.225-5, Trade Agreements (Nov 2013) (19 U.S.C. 2501, et seq., 19 U.S.C. 3301 note).

_X (44) 52.225-13, Restrictions on Certain Foreign Purchases (Jun 2008) (E.O.’s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury).

___ (45) 52.225-26, Contractors Performing Private Security Functions Outside the United States (Jul 2013) (Section 862, as amended, of the National Defense Authorization Act for Fiscal Year 2008; 10 U.S.C. 2303 Note).

___ (46) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (Nov 2007) (42 U.S.C.

5150).

___ (47) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (Nov 2007) (42 U.S.C. 5150).

_X_(48) 52.232-22 Limitation of Funds (Apr 1984)

(a) The parties estimate that performance of this contract will not cost the Government more than:

(1) the estimated cost specified in the Schedule or,

(2) if this is a cost-sharing contract, the Government’s share of the estimated cost specified in the Schedule.

PAGE 14 OF 67 ED-FSA-16-R-0009

The Contractor agrees to use its best efforts to perform the work specified in the Schedule and all obligations under this contract within the estimated cost, which, if this is a cost-sharing contract, includes both the Government’s and the Contractor’s share of the cost.

(b) The Schedule specifies the amount presently available for payment by the Government and allotted to this contract, the items covered, the Government’s share of the cost if this is a cost-sharing contract, and the period of performance it is estimated the allotted amount will cover.

The parties contemplate that the Government will allot additional funds incrementally to the contract up to the full estimated cost to the Government specified in the Schedule, exclusive of any fee. The Contractor agrees to perform, or have performed, works on the contract up to the point at which the total amount paid and payable by the Government under the contract approximates but does not exceed the total amount actually allotted by the Government to the contract.

(c) The Contractor shall notify the Contracting Officer in writing whenever it has reason to believe that the costs it expects to incur under this contract in the next 60 days, when added to all costs previously incurred, will exceed 75 percent of:

(1) the total amount so far allotted to the contract by the Government or,

(2) if this is a cost-sharing contract, the amount then allotted to the contract by the Government plus the Contractor’s corresponding share. The notice shall state the estimated amount of additional funds required to continue performance for the period specified in the Schedule.

(d) Sixty days before the end of the period specified in the Schedule, the Contractor shall notify the Contracting Officer in writing of the estimated amount of additional funds, if any, required to continue timely performance under the contract or for any further period specified in the Schedule or otherwise agreed upon, and when the funds will be required.

(e) If, after notification, additional funds are not allotted by the end of the period specified in the Schedule or another agreed-upon date, upon the Contractor’s written request the Contracting Officer will terminate this contract on that date in accordance with the provisions of the Termination clause of this contract. If the Contractor estimates that the funds available will allow it to continue to discharge its obligations beyond that date, it may specify a later date in its request, and the Contracting Officer may terminate this contract on that later date.

(f) Except as required by other provisions of this contract, specifically citing and stated to be an exception to this clause --

(1) The Government is not obligated to reimburse the Contractor for costs incurred in excess of the total amount allotted by the Government to this contract; and

(2) The Contractor is not obligated to continue performance under this contract (including actions under the Termination clause of this contract) or otherwise incur costs in excess of --

(i) The amount then allotted to the contract by the Government or;

(ii) If this is a cost-sharing contract, the amount then allotted by the Government to the contract plus the Contractor’s corresponding share, until the Contracting Officer notifies the Contractor in writing that the amount allotted by the Government has been increased and specifies an increased amount, which shall then constitute the total amount allotted by the Government to this contract.

(g) The estimated cost shall be increased to the extent that:

(1) the amount allotted by the Government or,

(2) if this is a cost-sharing contract, the amount then allotted by the Government to the contract plus the Contractor’s corresponding share, exceeds the estimated cost specified in the Schedule.

PAGE 15 OF 67 ED-FSA-16-R-0009

(h) No notice, communication, or representation in any form other than that specified in subparagraph (f)(2) above, or from any person other than the Contracting Officer, shall affect the amount allotted by the Government to this contract. In the absence of the specified notice, the Government is not obligated to reimburse the Contractor for any costs in excess of the total amount allotted by the Government to this contract, whether incurred during the course of the contract or as a result of termination.

(i) When and to the extent that the amount allotted by the Government to the contract is increased, any costs the Contractor incurs before the increase that are in excess of --

(1) The amount previously allotted by the Government or;

(2) If this is a cost-sharing contract, the amount previously allotted by the Government to the contract plus the Contractor’s corresponding share, shall be allowable to the same extent as if incurred afterward, unless the Contracting Officer issues a termination or other notice and directs that the increase is solely to cover termination or other specified expenses.

(j) Change orders shall not be considered an authorization to exceed the amount allotted by the Government specified in the Schedule, unless they contain a statement increasing the amount allotted.

(k) Nothing in this clause shall affect the right of the Government to terminate this contract. If this contract is terminated, the Government and the Contractor shall negotiate an equitable distribution of all property produced or purchased under the contract, based upon the share of costs incurred by each.

(l) If the Government does not allot sufficient funds to allow completion of the work, the Contractor is entitled to a percentage of the fee specified in the Schedule equalling the percentage of completion of the work contemplated by this contract.

___ (49) 52.232-29, Terms for Financing of Purchases of Commercial Items (Feb 2002) (41 U.S.C. 255(f), 10 U.S.C. 2307(f)).

___ (50) 52.232-30, Installment Payments for Commercial Items (Oct 1995) (41 U.S.C. 255(f), 10 U.S.C. 2307(f)).

__X_ (51) 52.232-33, Payment by Electronic Funds Transfer— System for Award Management (Jul 2013) (31 U.S.C. 3332).

___ (52) 52.232-34, Payment by Electronic Funds Transfer—Other Than System for Award Management (Jul 2013) (31 U.S.C. 3332).

___ (53) 52.232-36, Payment by Third Party (May 2014) (31 U.S.C. 3332).

__X_ (54) 52.239-1, Privacy or Security Safeguards (Aug 1996) (5 U.S.C. 552a).

___ (55) (i) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (Feb 2006) (46 U.S.C. Appx 1241(b) and 10 U.S.C. 2631).

___ (ii) Alternate I (Apr 2003) of 52.247-64.

(c) The Contractor shall comply with the FAR clauses in this paragraph (c), applicable to commercial services, 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 checks as appropriate.]

__X_ (1) 52.222-41, Service Contract Act of 1965 (May 2014) (41 U.S.C. 351, et seq.).

PAGE 16 OF 67 ED-FSA-16-R-0009

__X_ (2) 52.222-42, Statement of Equivalent Rates for Federal Hires (May 2014) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

_X_ (3) 52.222-43, Fair Labor Standards Act and Service Contract Act -- Price Adjustment (Multiple Year and Option Contracts) (May 2014) (29 U.S.C.206 and 41 U.S.C. 351, et seq.).

___ (4) 52.222-44, Fair Labor Standards Act and Service Contract Act -- Price Adjustment (May 2014) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

___ (5) 52.222-51, Exemption from Application of the Service Contract Act to Contracts for Maintenance, Calibration, or Repair of Certain Equipment--Requirements (May 2014) (41 U.S.C. 351, et seq.).

___ (6) 52.222-53, Exemption from Application of the Service Contract Act to Contracts for Certain Services--Requirements (May 2014) (41 U.S.C. 351, et seq.).

_X_ (7) 52.222-17, Nondisplacement of Qualified Workers (May 2014) (E.O. 13495).

___ (8) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations. (May 2014) (Pub. L. 110-247).

___ (9) 52.237-11, Accepting and Dispensing of $1 Coin (Sep 2008) (31 U.S.C. 5112(p)(1)).

(d) Comptroller General Examination of Record and Department of Education Office of the Inspector General Audits (OIG). The Contractor shall comply with the provisions of this paragraph (d) if this contract was awarded using other than sealed bid, is in excess of the simplified acquisition threshold, and does not contain the clause at 52.215-2, Audit and Records -- Negotiation.

(1) The Comptroller General of the United States, or an authorized representative of the Comptroller General and ED OIG, shall have access to and right to examine any of the Contractor’s directly pertinent records involving transactions related to this contract.

(2) The Contractor shall make available at its offices at all reasonable times the records, materials, and other evidence for examination, audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in FAR Subpart 4.7, Contractor Records Retention, of the other clauses of this contract. If this contract is completely or partially terminated, the records relating to the work terminated shall be made available for 3 years after any resulting final termination settlement. Records relating to appeals under the disputes clause or to litigation or the settlement of claims arising under or relating to this contract shall be made available until such appeals, litigation, or claims are finally resolved.

(3) As used in this clause, records include books, documents, accounting procedures and practices, and other data, regardless of type and regardless of form. This does not require the Contractor to create or maintain any record that the Contractor does not maintain in the ordinary course of business or pursuant to a provision of law.

(e) (1) Notwithstanding the requirements of the clauses in paragraphs (a), (b), (c) and (d) of this clause, the Contractor is not required to flow down any FAR clause, other than those in this paragraph (e)(1) in a subcontract for commercial items. Unless otherwise indicated below, the extent of the flow down shall be as required by the clause—

(i) 52.203-13, Contractor Code of Business Ethics and Conduct (Oct 2015) (Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note)).

(ii) 52.219-8, Utilization of Small Business Concerns (Oct 2015) (15 U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further subcontracting opportunities. If the subcontract (except subcontracts to small business concerns) exceeds $700,000 ($1.5 million for construction of any

PAGE 17 OF 67 ED-FSA-16-R-0009

public facility), the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities.

(iii) 52.222-17, Nondisplacement of Qualified Workers (May 2014) (E.O. 13495). Flow down required in accordance with paragraph (1) of FAR clause 52.222-17.

(iv) 52.222-26, Equal Opportunity (Apr 2015) (E.O. 11246).

(v) 52.222-35, Equal Opportunity for Veterans (Oct 2015) (38 U.S.C. 4212).

(vi) 52.222-36, Affirmative Action for Workers with Disabilities (Jul 2014) (29 U.S.C. 793).

(vii) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O. 13496). Flow down required in accordance with paragraph (f) of FAR clause 52.222-40.

(viii) 52.222-41, Service Contract Act of 1965, (May 2014), (41 U.S.C. 351, et seq.)

(ix) 52.222-50, Combating Trafficking in Persons (Mar 2015) (22 U.S.C. 7104(g)).

___ Alternate I (Mar 2015) of 52.222-50 (22 U.S.C. 7104(g)).

(x) 52.222-53, Exemption from Application of the Service Contract Act to Contracts for Certain Services--Requirements (May 2014) (41 U.S.C. 351, et seq.)

(xii) 52.222-54, Employment Eligibility Verification (Oct 2015).

(2) While not required, the contractor shall include in its subcontracts for commercial items a minimal number of additional clauses necessary to satisfy its contractual obligations.

C.2 52.215-6 Place of Performance (Oct 1997)

(a) The offeror or respondent, in the performance of any contract resulting from this solicitation, ___ intends, ____ does not intend [check applicable block] to use one or more plants or facilities located at a different address from the address of the offeror or respondent as indicated in this proposal or response to request for information.

(b) If the offeror or respondent checks “intends” in paragraph (a) of this provision, it shall insert in the following spaces the required information:

PLACE OF PERFORMANCE (STREET

ADDRESS, CITY, STATE, COUNTY, ZIP

CODE)

NAME AND ADDRESS OF OWNER AND OPERATOR OF THE

PLANT OR FACILITY IF OTHER THAN OFFEROR OR

RESPONDENT

(End of provision)

PAGE 18 OF 67 ED-FSA-16-R-0009

C.3 Additional Contract Terms and Conditions

C.3.1 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 address https://www.acquisition.gov/far/

Clause Title Date 52.204-4 Printed or Copied Double-Sided on Postconsumer Fiber May 2011 Content Paper 52.204-9 Personal Identity Verification of Contractor Personnel Jan 2011 52.224-1 Privacy Act Notification Apr 1984 52.224-2 Privacy Act Apr 1984 52.237-3 Continuity of Services Jan 1991 52.242-13 Bankruptcy Jul 1995 52.242-15 Stop-Work Order Aug 1989 52.245-9 Use and Charges Apr 2012 52.253-1 Computer Generated Forms Jan 1991 52.245-1 Government Property Apr 2012

C.3.2 52.216-18 Ordering (Oct 1995)

(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule. Such orders may be issued from effective date of IDIQ through five (5) years after effective date of IDIQ with an optional 5 year extension, plus 6 month option to extend services.

(b) All delivery orders or task orders are subject to the terms and conditions of this contract.

In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c) If mailed, a delivery order or task order is considered “issued” when the Government deposits the order in the mail. Orders may be issued orally, by facsimile, or by electronic commerce methods only if authorized in the Schedule.

(End of clause)

C.3.3 52.216-19 Order Limitations (Oct 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than the transfer of two (2) accounts, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor --

PAGE 19 OF 67 ED-FSA-16-R-0009

(1) Any order for a single item in excess of 5,000,000 account transfers;

(2) Any order for a combination of items in excess of 5,000,000 account transfers; or

(3) A series of orders from the same ordering office within 2 days that together call for quantities exceeding the limitation in subparagraph (b) (1) or (2) of this section.

(c) If this is a requirements contract (e.g., includes the Requirements clause at subsection 52.216- 21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) of this section.

(d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within 2 days after issuance, with written notice stating the Contractor’s intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

C.3.4 52.216-22 Indefinite Quantity (Oct 1995)

(a) This is an indefinite-quantity contract for the supplies or services specified and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the “maximum.” The Government shall order at least the quantity of supplies or services designated in the Schedule as the “minimum.”

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor’s and Government’s rights and obligations with respect to that order to the same extent as if the order were completed during the contract’s effective period;

provided, that the Contractor shall not be required to make any deliveries under this contract after expiration of the period of performance.

C.3.5 52.217-8 Option to Extend Services (Nov 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed six (6)

PAGE 20 OF 67 ED-FSA-16-R-0009

months. The Contracting Officer may exercise the option by written notice to the Contractor within sixty (60) days prior to expiration of the period of performance.

C.3.6 52.217-9 Option to Extend the Term of the Contract (Mar 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within 30 day prior to expiration of the period of performance; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed 10 years and 6 months.

C.3.7 52.219-9 Small Business Subcontracting Plan Alternate III (Oct 2015) (Tailored)

(b) Definitions. As used in this clause— “Alaska Native Corporation (ANC)” means any Regional Corporation, Village Corporation, Urban Corporation, or Group Corporation organized under the laws of the State of Alaska in accordance with the Alaska Native Claims Settlement Act, as amended (43 U.S.C. 1601, et seq.)

and which is considered a minority and economically disadvantaged concern under the criteria at 43 U.S.C. 1626(e)(1). This definition also includes ANC direct and indirect subsidiary corporations, joint ventures, and partnerships that meet the requirements of 43 U.S.C. 1626(e)(2).

“Commercial item” means a product or service that satisfies the definition of commercial item in section 2.101 of the Federal Acquisition Regulation.

“Commercial plan” means a subcontracting plan (including goals) that covers the Offeror’s fiscal year and…