RFP F09SOL00066.pdf

Smithsonian Solicitation Number F09SOL00066 Page 1 of 26

Smithsonian Institution

SMITHSONIAN-WIDE REAL ESTATE

SERVICES PROVIDER

Request for Proposals Smithsonian Solicitation Number F09SOL00066

Issue Date: August 21, 2009

Due Date: September 23, 2009

3:00 pm local Washington DC time

Office of Contracting and Personal Property Management

PO Box 37012, MRC 1200

Washington, DC 20013-7012

Additional information must only be obtained by contacting:

Cindy Zarate: 202-633-7290 or zaratec@si.edu mailto:zaratec@si.edu

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TABLE OF CONTENTS:

Introduction

Part I:

A. General Information

B. Project Description

C. Minimum Requirements

D. Evaluation Procedures

E. Submission of Proposals

F. Proposal Submission Requirements

Part II: SOLICITATION

A. Solicitation/Contract Form (SF-33)

B. Supplies or Services and Prices/Costs

C. Descriptions, Specifications, Statement of Work

D. N/A

E. Inspection and Acceptance

F. Deliveries or Performance

G. Contract Administrative Data

H. Special Contract Requirements

I. Contract Clauses

J. List of Attachments

K. Representations, Certifications and Other Statement of Offerors

Appendices:

Appendix A: Scope of Services: Real Estate Services Provider

Appendix B: Contractor’s Interim Financial Data Form

Appendix C: Contractor’s Background Form

Appendix D: Comparable Experience Form

Appendix E: Non-Comparable Experience Form

Appendix F: Schedule of Fees

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Through this Request for Proposals (“RFP”), the Smithsonian Institution (“Smithsonian”) is seeking one (1) or more firms to provide professional, Smithsonian-wide real estate services for all Smithsonian museums, program offices, or units (“SI Units”) which may include but are not limited to the those areas set forth below. The information you provide in your technical and price proposals (“Proposal(s)”) will provide the basis for evaluation. This solicitation for real estate services is a highly competitive process. To assure your Proposal is given full consideration, you must adhere to the following requirements:

Completing Proposals.

Read this package carefully to make sure you understand what is required.

Provide complete Technical and Price Proposal pursuant to the requirements set forth herein.

Where required, provide your information on the attached forms or in the same format as said forms (do not leave any portion of any forms blank, indicate N/A if not applicable).

The Evaluation Process

Proposals will be evaluated by a committee appointed by the Smithsonian Institution Contracting Officer.

Include the following with your submission:

Minimum requirements as established in Part I (C), Part I (F), Part II and as otherwise set forth herein. If you do not meet the minimum requirements, your firm may not be considered for award.

Comparable criteria identified herein: Full service real estate experience, type of projects and transactions, geographical area etc.

Comparable Experience is more desirable than Non-Comparable Experience. Any additional Comparable

Experience submitted that exceeds the minimum requirements for Comparable Experience will be counted towards the Non-Comparable Experience points.

Current references (name, telephone number and address) for your comparable experience as listed in your

Proposal. If the evaluation team is unable to contact the references listed to verify experience and performance, that reference may not be considered.

Information and examples illustrating your firm‟s capability, experience and performance to provide real estate consulting services in the Federal and non-profit sectors.

Offerors will be required to submit both a Technical Proposal and Price Proposal as set forth herein

The purpose of this RFP is to provide all interested prospective offerors (“Offerors”) with sufficient information to enable them to prepare and submit Proposals for consideration by the Smithsonian. All Proposals should reflect the

Offeror's willingness and capability to provide professional, high quality independent and unbiased real estate services to the Smithsonian at a reasonable price.

Offerors should promptly acknowledge receipt of this solicitation and advise the Office of Contracting and Personal

Property Management (“OCon”) of its intent to submit an offer. This request is merely a courtesy and is not compulsory and in no way will disqualify Offerors.

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All questions regarding this RFP should be directed to the individual indicated on the cover page. Do not contact anyone else in the Smithsonian Institution regarding this effort since they are not likely to be familiar with the criteria, evaluation and selection process..

Significant questions pertaining to the solicitation must be submitted in writing, including without limitation by e-mail or fax to Cindy Zarate and will be entertained through September 11, 2009, 12:00 p.m. Local Washington, DC time. All questions must reference specific parts of the solicitation including page number (s). All questions having an impact on the solicitation shall be answered in writing and issued to all bidders in the form of an amendment to this solicitation. Strictly administrative questions (e.g., mailing address, phone numbers, and names of persons to contact) will be entertained by phone, e-mail, or fax and may not be circulated to all Offerors.

A debriefing is an opportunity for you to understand how the Smithsonian Institution assessed the strengths and weaknesses of your Proposals. Requests for a debriefing must be in writing no later than three (3) calendar days after receiving notice of award.

PART I – SOLICITATION GENERAL INFORMATION

A. GENERAL

1. The Smithsonian will use information obtained from the Technical and Price Proposals in determining best value.

2. The Smithsonian intends to award one (1) or more Open Term contracts, but expressly reserves the right in its sole discretion to cancel this RFP and/or not enter into any subsequent negotiations or award of contract.

3. Proposals will not be maintained or returned. Entities will not be reimbursed for any expense(s) incurred in developing their Proposals. This RFP does not commit the Smithsonian to procure or contract for any services or supplies, and it shall not be construed as authorization to proceed or to be reimbursed for any of the work specified herein.

B. PROJECT DESCRIPTION

The Smithsonian Institution (“Smithsonian” or “SI”) is seeking the professional services of a Smithsonian- wide real estate services provider/consultant (“Contractor”). Contractor may provide SI with a variety of services including but not limited to the following categories of work: Portfolio Management and Strategy, Transaction

Management/Brokerage, Lease Administration Services, Miscellaneous Support Services. A description of specific activities to be performed under each category of work is listed in Appendix A, Scope of Services: Real Estate Service

Provider.

Smithsonian anticipates awarding one (1) or more open-term contracts to the successful Offeror for an initial two (2) year term, with Smithsonian reserving the right to extend said term for eight (8) additional one year periods. Specific work efforts will be identified and executed via individual task orders.

Offeror‟s price Proposal shall establish fully burdened hourly labor rates for all labor categories listed herein, said rates to be utilized for purposes of submitting a firm fixed cost proposal for each future Task Order. All services to be provided by subcontractors will be negotiated on a case-by-case basis, but in all circumstances where subcontractors are utilized, the prime Contractor‟s maximum total markup (including overhead, G&A, commission, FCCM, profit, etc.) for any such subcontractors‟ labor and other direct costs (except travel, see Section B.3.3) shall not exceed ten percent (10%) for all Task Orders. Additionally, the Offeror‟s price proposal will establish a percentage based fee for certain type of transactions listed herein., the said percentages will be utilized for establishing a firm fixed price cost proposal for each future Task Order involving these transactions. For each of the applicable one year terms beyond the

Smithsonian Solicitation Number F09SOL00066 Page 5 of 26 initial two (2) year term, the labor rates for each labor category shall be proposed by the Contractor and successfully negotiated with the Smithsonian at least thirty (30) days prior to the beginning of each subsequent one year term. The renewal rates, however, shall not exceed the previous year‟s labor rates plus the percentage increase for U.S. City

Average for the most recent twelve month period (Consumer Price Index for All Urban Consumers: Selected Areas, all items index). In the event that Contractor fails to propose renewal rates at least thirty (30) days prior to the then current expiration date of a given term, the previous year‟s labor rates shall apply to the subsequent one-year term.

There is no guaranteed minimum or maximum task order or contract amount; and SI is not in any way obligated to issue any task orders under the resultant contract.

C. MINIMUM REAL ESTATE SERVICES PERFORMANCE REQUIREMENTS. To be considered for award, Offerors must meet the following minimum requirements:

1. Ten (10) years experience providing broad real estate services to corporate and special-use clients, preferably in the Washington, DC area.

2. Five (5) years experience providing broad real estate services to public and non-profit clients preferably in the

Washington, DC area.

3. Completion of comparable real estate services contracts within the past five (5) years. Comparable services are defined as those services set forth in Section B above provided in the public and non-profit sectors.

4. Real estate services provided for the direct use of or benefit for any parent or affiliated company of the entities submitting a Proposal will not be considered as a comparable project.

5. Offerors must have an office (home or regional office) within fifty (50) miles of the Smithsonian Institution headquarters in Washington, D.C.

D. EVALUATION PROCEDURES

D.1. Technical Proposals will be evaluated and ranked pursuant to the evaluation factors set forth herein with a selection being made of the most highly qualified Offerors. Smithsonian will review the Price Proposals of only the most highly qualified Offerors and make a best value award determination. Smithsonian may award the contract without discussions; may hold discussion; may request revised proposals; and/or may request oral presentations as needed to clarify technical and price factors of the Proposals.

D.2. Evaluation Factors: The Smithsonian intends to award one (1) or more consulting Open Term Contract to the

Offeror representing the overall best value to the Smithsonian. The Smithsonian will determine the best value on the basis of the following evaluation factors as set forth more specifically in Section I (F) below:

1. Capabilities

2. Past Performance

3. Management Plan/Key Personnel

4. Price Proposal

5. Comments, deviations, exceptions to proposed Open Term Contract shall all be granted equal weight.

D.2.1. The Smithsonian intends to award the contract to the Offeror that provides the best value to the

Smithsonian. Best value will be determined by taking into consideration technical and cost related factors enumerated in the RFP. Technical factors are more important than cost related factors in making a best value determination. Accordingly, Smithsonian may not necessarily award to the Offeror providing the lowest price

Smithsonian Solicitation Number F09SOL00066 Page 6 of 26 proposal. The Smithsonian reserves the right in all cases to be the sole judge determining whether a respondent meets the evaluation criteria. A firm must be technically capable of performing the services in order to be considered for award.

D.2.2. In conducting evaluations, the Smithsonian may use data provided by the Offeror in its proposal as well as data obtained from other sources. While the Smithsonian may elect to consider data obtained from other sources, the burden of providing thorough and complete information rests with the Offeror.

E. SUBMISSION OF PROPOSALS

E.1. METHOD AND DATE OF SUBMITTAL

Proposals and proposal modifications shall be submitted in sealed envelopes or packages, with the price Proposals submitted in separate envelopes; and shall be delivered via USPS, commercial carrier, or hand delivered to:

Delivery by U.S. Postal Service ONLY

Office of Contracting & Personal Property Management

P.O. Box 37012, MRC 1200

Washington, DC 20013-7012

Attn: Cindy Zarate

Delivery by Commercial Carrier (Federal Express, UPS, etc.) or hand delivery:

Office of Contracting & Personal Property Management

2011 Crystal Drive, Suite 350

Arlington, VA 22202

Attn : Cindy Zarate

Proposals must be received at the above address by no later than September 23, 2009, 3:00 PM Local Washington

DC Time.

Identify your Proposals by including the following information on the outside of your package.

Firm‟s Name:

Smithsonian Institution Solicitation No.: F09SOL00066

Location: Washington, DC

Project: Smithsonian-Wide Real Estate Services Provider RFP

Due Date: September 23, 2009, 3:00 PM Local Washington DC Time

E.2. Late Submissions, Modifications, and Withdrawals of Proposals

E.2.1. Any Proposal received at the office location designated in Section E.3 above after the exact time specified for receipt will not be considered unless it is received before award is made, the Contracting Officer determines that accepting the Proposal would not unduly delay the award, and:

(i.) It was sent by registered or certified mail not later than the fifth day before the date specified for receipt of offer (e.g., an offer submitted in response to a solicitation requiring receipt of offers by the 20th of the month must have been mailed by the15th);

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(ii.) It was sent by mail and it is determined by Smithsonian that the late receipt was due solely to mishandling by the Smithsonian after receipt at the SI installation;

(iii.) It is the only proposal received; or

(iv.) The Contracting Officer makes a determination that it is in the best interests of the Smithsonian to consider the Proposal.

E.2.2. A proposal modification resulting from the Smithsonian Contracting Officer‟s request for final proposal revisions received after the time and date specified in the request will not be considered unless received before award and the late receipt is due solely to mishandling by the Smithsonian after receipt at the Smithsonian installation, or the

Contracting Officer makes a determination that it is in the best interests of the Smithsonian to consider the modification.

E.2.3. The only acceptable evidence to establish the date mailing of a late proposal or modification sent either by registered or certified mail is the U.S. postmark on the wrapper or on the original receipt from the U.S. Postal Service. If neither postmark shows a legible date, the proposal, quotation, or modification shall be processed as if mailed late.

„Postmark‟ means a printed, stamped, or otherwise placed impression (exclusive of a postage a meter machine impression) that is readily identifiable without further action as having been supplied and affixed by employee of the U.S. Postal

Service on the date of mailing. Therefore, Offerors should request the postal clerks to place a hand cancellation bull‟s-eye postmark on both the receipt and the envelope or wrapper.

E.2.4. The only acceptable evidence to establish the time of receipt at the Smithsonian installation is time/date stamp of that installation on the proposal wrapper or other documentary evidence of receipt maintained by the Office of Contracting and Personal Property Management.

E.2.5. Proposals may be withdrawn by written notice sent by hand delivery, U.S. Mail or commercial carrier and received by Cindy Zarate of the Smithsonian Office of Contracting any time before award. An Offeror may withdraw proposals in person or by an authorized representative, if the representative‟s identity is made known and the representative signs a receipt for the proposal before award.

E.3. Rejection of Proposals. The Smithsonian reserves the right to reject any or all proposals received by this request, or to negotiate separately with any company when such action shall be considered in the best interest of the

Smithsonian.

F. PROPOSAL SUBMISSION REQUIREMENTS:

F.1. Offerors shall submit one (1) original and three (3) copies of a Technical Proposal and one (1) original and three (3) copies of a Price Proposal. The Technical and Price Proposals shall be separately bound and shall be submitted in separate envelopes to the Smithsonian on the date and location specified in Part I (E) above. Proposals shall be submitted in a minimum font size of Times New Roman 11. The Technical and Price Proposals shall conform to the prescribed format and submission requirements outlined herein. Offerors whose Proposals deviate from these requirements may be disqualified at the discretion of the Smithsonian. Unnecessarily elaborate brochures or other

Proposals beyond those sufficient to present a complete and effective response to this solicitation are not desired and may be construed as an indication of the Offeror‟s lack of cost consciousness. Elaborate art work, and/or expensive visual and other presentation aids are neither necessary nor desired.

F.1.2. The Technical Proposal must be indexed into sections and tabbed as follows:

Demonstration of Firm‟s Capabilities:

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Tab 1a - Narrative (max. 16 single-sided pages)

Tab 1b - Statement of Capabilities (max. 5 single-sided pages)

Tab 1c - Audited Financial Statements (with Appendix B if applicable)

Tab 1d - Contractor‟s Background Form/Appendix C

Tab 1e - Comments, Deviations, Exceptions to Proposed Open Term Contract

Past Performance:

Tab 2- Past Performance (including Appendices D & E)

Management Plan/Key Personnel:

Tab 3a - Management Plan (max. 4 single-sided pages)

Tab 3b - Key Personnel and Subcontractors (max. 4 single-sided pp exclusive of resumes)

Tab 3c - Subcontracting Plan (if applicable)

F.2. The Smithsonian reserves the right to enter into negotiations with any or all of the Offerors as it deems to be in the best interest of the Smithsonian. However, Offerors are advised that award may be made without discussion or any contact concerning the proposals received. Therefore, Proposals should be submitted initially on the most favorable terms which the Offerors can submit to the Smithsonian Institution, without assumption that they will be contacted or afforded an opportunity to clarify, discuss, or revise their Proposals.

F.3. Proposals, modifications, or withdrawals via fax, email or other method except that set forth in section F.1. above, will not be considered.

F.4. All Proposals shall state that offers are valid for a period of at least ninety (90) days following submission.

1. TECHNICAL PROPOSAL Technical Proposals shall contain sufficient details to permit a complete and accurate evaluation of the proposal from a strictly technical viewpoint. The Technical Proposals shall contain the following:

(a.) Demonstration of Firm‟s Capabilities:

(i.) The Offeror shall provide a brief narrative demonstrating their experience and ability, through broad and diverse professional staff and resources, to provide professional, enterprise wide real estate services, via in-house personnel or subcontractors, for business areas including but not limited to the following categories of work. (Tab 1a/Maximum of 16 single-sided pages):

• Portfolio Management and Strategy

• Transaction Management

• Lease Administration Services

• Miscellaneous Support Services

The Offerors shall refer to Appendix A, Scope of Services: Real Estate Services Provider attached herein and demonstrate in the narrative to the greatest extend possible that the Offeror has the experience and ability to perform specific work assignments listed under each category of work

(ii.) The Offeror shall provide a statement of capabilities specifically addressing all resources available to Offeror for purposes of performing under the resultant contract including professional and non-professional staff; location of all offices nationwide; identification of office(s) located within fifty

(50) miles of the Smithsonian Institution headquarters in Washington D.C. (“Local Offices”); and indication of resources available for contract from said Local Offices. The Offeror shall provide an

Smithsonian Solicitation Number F09SOL00066 Page 9 of 26 organizational chart of personnel and subcontractors proposed to function under this contract, specifically delineating the interaction between those performing specific tasks. Offeror shall define each unit and identify responsible individuals by name and role, showing lines of authority between each. (Tab 1b/Maximum of 5 single-sided pages)

(iii.) The Offeror shall attach their most recent financial statements including the Balance Sheet, Statement of Income, Statement of Cash Flows, and notes to the financial statements. These statements must be AUDITED by an independent, licensed CPA or CPA firm for the offeror‟s previous two (2) fiscal years. Financial statements must be for the company submitting a Proposal, not the parent company, unless a guarantee of the subsidiary‟s obligations is provided. Failure to submit audited financial statements may result in the disqualification of your Proposal because a determination of financial responsibility can NOT be made without this information. In addition, if the firm‟s last fiscal year-end precedes the date of their Proposal by more than six (6) months, Offerors must complete the “Contractor‟s Interim Financial Data” form for the company‟s most recent completed quarterly fiscal period, said form attached hereto as Appendix A. If the entity‟s most recent fiscal year-end fell within the last six months; completion of this form is not required. (Tab 1c)

(iv.) The Offeror shall complete and submit the Contractor‟s Background form attached hereto as

Appendix C. All Offerors shall complete a statement with respect to any pending or outstanding disputes, claims, lawsuits, legal actions and/or judgments and where applicable, shall provide a brief explanation of the same (see Appendix C, Section J) (Tab 1d).

(v.) The Offeror shall fully explain any comments, deviations, exceptions, additional recommendations or conditional assumptions taken with respect to this RFP, including the terms contained in the attached Open Term contract set forth in Part II below. It is anticipated that no further negotiations will take place with respect to said Open Term contract, except related to items described in Offeror‟s Proposal in response to this section. Any exceptions taken to the RFP must be amplified and justified in order to be evaluated. Exceptions will not of themselves, automatically cause a proposal to be termed unacceptable. Exceptions not providing obvious benefit to the Smithsonian

Institution, however, may result in rejection of such proposals as technically unacceptable. (Tab 1e.)

(b.) Past Performance:

The Offeror must be able to demonstrate a record of a minimum of ten (10) years of sustained superior performance providing a wide variety of real estate services to corporate and special-use sector clients, preferably in the Washington DC area; and must additionally possess a minimum of five (5) years experience providing broad real estate services specifically to public and non- profit institutions preferably in the Washington D.C. area. Past performance will be evaluated for the quality of services, customer satisfaction, timeliness of performance, business relations and cost control.

Utilizing the Comparable Experience (“Appendix D”) and Non-Comparable Experience (“Appendix

E”) forms, Offerors must submit a minimum of ten (10) references for projects for which the Offeror has provided similar consulting services as envisioned in this RFP. All references must be for work performed in the past five (5) years. Contractor shall additionally provide a brief narrative of the services provided to each client listed to accompany the above-referenced forms. Said narrative shall address significant aspects of the work performed; address any problems encountered during performance of the contract and how said problems were resolved; and if original costs were not met, the reasons for exceeding costs and actions taken to avoid recurrence of exceeding costs. (Tab 2)

(c.) Management Plan/Key Personnel:

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(i.) Management Plan: The Offeror shall describe their management approach to ensure execution of Task Orders in accordance with technical, schedule and cost constraints. Offerors must explain methods their firm uses for tracking project status, workload, and manpower analysis.

Additionally, Offerors must show how they intend to handle conflicts in scheduling work to be performed under this contract with other concurrent projects and how their firm will guarantee quality assurance. The Offeror shall discuss their proposed approach to recognize, react to and correct problems. (Tab 3a/Maximum of 4 single-sided pages)

(ii.) Key Personnel and Subcontractors: Offerors shall provide a statement addressing all key personnel, listing all key executives, principals, etc. responsible for managing or providing support to the Contract. Offerors shall provide a description of the key personnel and his/her responsibilities, including name, title, organization, full or part-time, and whether they are a salaried employee of the organization, current or planned employee, subcontractor, or consultant. Offerors must submit resumes for key personnel that demonstrate their level of competency necessary to successfully complete the work in the Scope of Work and other areas of this solicitation. Resumes should be formatted as follows: Name and title; A brief description of proposed duties and responsibilities of the person for this contract and how the individual fits into the overall organization; Relevant work experience for the areas set forth in Section 1(a)(i) above demonstrated by: Employment history, present and previous employers: dates of employment, job title(s) and description of the specific duties for each position and experience with the current firm; particular qualifications and skills applicable to this project; Education including educational institutions attended, dates, and degrees or certificates obtained; and training related to current position and experience. Do not include information that is not relevant to the person‟s designated role in this project. (Tab 3b)

(iii.) Subcontracting Plan: If major subcontracting is contemplated, Offerors must submit a subcontracting plan. Offerors must clearly identify the parties to accomplish the various services and define their responsibilities; and shall provide letters of commitment for the parties (planned employees, subcontractors and/or consultants) involved. (Tab 3c)

2. PRICE PROPOSAL: The Offeror shall submit (in a separate envelope) a Price Proposal which shall consist of the completed Schedule of Fees (attached hereto as Appendix F), which sets forth the fully burdened labor rates for the applicable labor categories to be utilized for purposes of submitting a firm fixed cost proposal for each future Task Order (as also set forth in Section B.2.1. of the Contract Schedule). Said fees shall include all direct labor, direct costs, indirect costs [e.g., overhead, G&A] and profit. The price proposal shall include a price range for professional/technical schedule personnel with a high, low and average fully burdened hourly rate for each identified labor category. In negotiating a Task Order, the Smithsonian will pay the actual rate for the individual proposed for the task by the Contractor provided said rate falls within the high and low fully burdened rates set forth in the Schedule of Fees. Additionally, the Offeror‟s price proposal will establish a percentage based fee for certain type of transactions listed herein., the said percentages will be utilized for establishing a firm fixed price cost proposal for each future Task

Order involving these transactions.

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PART II: PROPOSED OPEN TERM CONTRACT

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SECTION B – SUPPLIES OR SERVICES AND PRICES/COSTS

B. 1 CONTRACT TYPE

The Smithsonian Institution (“Smithsonian” or “SI”) intends to award one Open Term Contract for professional, Smithsonian-wide real estate services. The Contract awarded from this Request for Proposal (“RFP”) shall be an Open

Term Contract with an initial two (2) year term, with up to eight (8) additional one year periods. The Contractor shall perform work as generally described in Section C and as specifically identified in each future task order contract (“Task

Order”). Each project that falls within the scope of this contract shall take the form of a Task Order that shall have its own specific Task Order number and shall be a firm fixed price contract in accordance with the terms and conditions of the awarded Open Term Contract. There is no guaranteed minimum or maximum number of task orders or contract amounts for either the base term or for any subsequent one year terms; and the Smithsonian is not in any way obligated to issue any Task Orders under the resultant contract.

B. 2 PRICING SCHEDULE

BASE PERIOD – FROM DATE OF CONTRACT AWARD FOR A TWO (2) YEAR PERIOD:

B.2.1 Labor Categories and Rates

Utilizing the attached Schedule of Fees, the Offeror/Contractor shall submit fully burdened hourly rates established for all labor categories to be utilized for purposes of submitting a firm fixed cost proposal for each future Task Order. Said fees shall include all direct labor, direct costs, indirect costs [e.g., overhead, G&A] and profit) for the base period.

B.2.2 All services to be provided by subcontractors hereunder will be negotiated on a case-by-case basis, but in all circumstances where subcontractors are utilized, the prime Contractor‟s maximum total markup (including overhead, G&A, commission, FCCM, profit, etc.) for any such subcontractors‟ labor and other direct costs

(except travel, see Section B.3.3) shall not exceed ten percent (10%) for all Task Orders. A smaller markup is encouraged.

B.2.3 Additionally, the Offeror‟s price proposal will establish a percentage based fee for certain type of transactions listed herein., the said percentages will be utilized for establishing a firm fixed price cost proposal for each future Task Order involving these transactions.

B.2.4 For each of the applicable one-year terms beyond the base Contract period, the labor rates for each labor category shall be proposed by the Contractor in writing and successfully negotiated with the Smithsonian at least thirty (30) days prior to the beginning of each subsequent one year term. The renewal rates, however, shall not exceed the previous year‟s labor rates plus the percentage increase for U.S. City Average for the most recent one year period (Consumer Price Index for All Urban Consumers: Selected Areas, all items index). In the event that Contractor fails to propose renewal labor rates at least thirty (30) days prior to the then current expiration date of a given term, the previous year‟s labor rates shall apply to the subsequent one-year term.

B.3 TRAVEL AND PER DIEM

B.3.1 The Contractor shall obtain approval from the Contracting Officer‟s Technical Representative (COTR) prior to any travel. The Contractor shall be reimbursed for pre-approved travel for actual transportation costs and travel allowances (per diem) of personnel authorized to undertake out-of-town, overnight travel under this contract. Such transportation costs shall not be reimbursed in an amount greater than the cost of economy class rail or of economy air travel, unless economy rail travel and economy air travel space are not available

Smithsonian Solicitation Number F09SOL00066 Page 13 of 26 and the Contractor certifies to this fact in vouchers or other documents submitted for reimbursement. Travel allowances (per diem) shall be reimbursed in accordance with the Contractor‟s established policy but in no event shall such allowances exceed the rates established in the Federal Travel Regulations. (see http://policyworks.gov/main/mt/homepage/mtt/mtthp.html)

B.3.2 The Contractor shall be reimbursed for the cost of out-of-town, overnight travel performed by its personnel in their privately owned automobiles at the rate established in the Federal Travel Regulations not to exceed the cost by the most direct economy air route between the points so traveled. If more than one person travels in the same automobile, no additional charge shall be made by the Contractor for such travel.

B.3.3 No profit or fee (i.e., commission, G&A expense, overhead expense, etc.) shall be paid to Contractor for any travel expenses hereunder.

SECTION C – DESCRIPTION, SPECIFICATIONS, STATEMENT OF WORK

C.1. BACKGROUND INFORMATION

The Smithsonian Institution is a trust instrumentality of the United States established by the Congress of the

United States in 1846 (20 U.S.C. 41 et seq.) and is a 501(c)(3) organization. The Smithsonian Institution is the largest museum and research complex in the world. It is comprised of more than 19 museums and research facilities worldwide. A fuller and more complete summary of those entities comprising the Smithsonian

Institution can be found on the World Wide Web at www.si.edu.

C.2. SCOPE OF WORK

As required by the Smithsonian through separate Task Orders, Contractor shall provide all supervision, labor, materials and equipment necessary to provide enterprise wide real estate services to the Smithsonian for all business areas which may include but are not limited to those areas set forth below. Each Task Order will contain a scope of work and specifications that will indicate the general and specific tasks required of

Contractor. Refer to the attached Appendix A, Scope of Services: Real Estate Services Provider.

C.3. LABOR CATEGORIES

For each Task Order, Contractor shall provide key personnel with the expertise and knowledge commensurate with the labor categories set forth below. The Smithsonian anticipates that where labor rates will be used in a a task order, many of the labor categories listed will be used but makes no guarantee of the same. Expertise, unless otherwise specified and excepting intern and clerical labor categories, shall be defined as having not less than 4 years of professional education in the applicable subject area (i.e.- Bachelor of Science, Bachelor of

Arts, etc. ) and not less than 3 years of work related experience. To qualify for Senior designation in the following labor categories, an individual must have a minimum of fifteen (15) years professional experience in their given field and must have obtained the corresponding professional license or designation commensurate with their professional discipline (e.g. CPA, MAI, etc.).

C.3.1. Primary Labor Categories

Senior Executive

Project Executive

Program Manager

Project Manager Sr*.

Project Manager

Technical Specialist Sr.*

Technical Specialist

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Financial Specialist Sr*

Financial Specialist

IT Specialist Sr*

IT Specialist

Accountant / Auditor Sr*.

Accountant / Auditor

Real Property Appraiser Sr*.

Real Property Appraiser

Legal Counsel

Paralegal

Technical Writer Sr*.

Technical Writer

Researcher Sr*.

Researcher

Space Planner Sr*

Space Planner

Contract Specialist Sr.*

Contract Specialist

Auditor Sr*

Auditor

Intern

Clerical

Reproduction Specialist

Presentation Specialist

Others (as appropriate)

C.4. Where appropriate for the type of service to be provided by Contractor, and where mutually agreed upon by the parties as part of the particular task order, Contractor shall provide certain real estate services based on Contractor‟s percentage based fees listed in the Schedule of Fees.

C.5. Contractor must have, and shall maintain throughout the duration of this Contract, including all additional one-year periods beyond the base term, an office, whether a home or regional office, within fifty (50) miles of the

Smithsonian Institution headquarters in Washington, D.C. Said local office shall be sufficiently staffed with key personnel to meet the needs of the Smithsonian as required in future Task Orders.

C.6. GENERAL REQUIREMENTS AND PERFORMANCE

In performing hereunder, the Contractor shall meet or exceed the requirements and performance standards described below, regardless of the performance area.

C.6.1. The Contractor shall be responsible for the completion of all technical requirements associated with each Task

Order. This includes an inherent focus and mastery of real estate services that may broaden or change the scope of skill sets required to support the technical tasks identified within the scope of this RFP.

C.6.2. The Contractor shall be required to provide professional real estate services in accordance with all Smithsonian directives, operating procedures and policies pertinent to any and all Task Orders awarded hereunder.

C.6.3. All work shall be performed in accordance with the terms of the applicable Task Order contract, this base contract (including all attachments hereto), and the Contractor‟s proposal for each Task Order.

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SECTION D – PACKAGING AND MARKING

D.1. Not applicable

SECTION E - INSPECTION AND ACCEPTANCE

E.1. INSPECTION

E.1.1. Upon proper notice and during normal working hours, the Smithsonian Institution reserves the right to perform any inspections and tests as deemed necessary to assure that the Contractor is performing in accordance with the terms and specifications as set forth herein.

E.1.2. Inspection may be at the Contractor‟s place of business or at any location where work is being performed in conjunction with this contract.

E.1.3. Inspection by the Smithsonian Institution shall not relieve the Contractor of responsibility for any or all quality control aspects during the life of the contract. This shall include quality control for all items covered by this contract that may be subcontracted.

E.2. ACCEPTANCE

E.2.1. The supplies, services, performance and quality of work rendered under this contract, including any documentation or written material compiled, will be accepted and approved by the Contracting Officer or a designated representative thereto. Such review and approval will indicate acceptability to the Smithsonian

Institution of performance in accordance with the terms and conditions of this contract and will be subject to applicable warranties. The Smithsonian Institution reserves the right to reject work not conforming to prescribed contract requirements.

E.2.2. Neither the Smithsonian Institution‟s reviews, approval, or acceptance of services and/or supplies, nor payment for any of the services or supplies required under this contract shall be construed to operate as a waiver of action arising out of the performance of this contract. Furthermore, the Contractor shall be and remain liable to the

Smithsonian Institution in accordance with applicable law for all damages to the Smithsonian Institution caused by the Contractor‟s negligent performance of any of the services or supplies furnished under this contract.

E.2.3. Acceptance by the Smithsonian Institution does not relieve the Contractor of responsibility for correction of errors or omissions that may arise after such acceptance of the errors and omissions are clearly at fault in

Contractor‟s performance.

SECTION F - DELIVERIES OR PERFORMANCE

F.1. PERIOD OF PERFORMANCE

F.1.1. Base Period

The period of performance of this contract shall be for a two-year period after date of execution. This contract shall become effective upon full execution of the resultant Contract.

F.1.2. Following the base two (2) year term, this Contract shall automatically renew for successive one (1) year terms for up to eight (8) one-year terms if neither party provides written notice terminating this Contract within

Smithsonian Solicitation Number F09SOL00066 Page 16 of 26 thirty (30) days prior to the then current expiration date. In no event shall the base Contract term plus subsequent one-year terms extend beyond a period of ten (10) years.

F.1.3. The above periods represent timeframes in which the Smithsonian Institution may issue Task Orders to the

Contractor. The Smithsonian Institution does not guarantee any minimum, nor does it impose a maximum, for either the base term or any subsequent one-year terms.

F.2. DELIVERABLES SCHEDULE

F.2.1. The Contractor shall submit the following deliverables for each Task Order:

a. A monthly written status report which includes work accomplished and percentage of completion of the work.

b. The Contractor shall submit three (3) copies of each deliverable unless otherwise specified in the individual Task Order.

c. Additional deliverables as stated in the Task Order.

F.2.2. The deliverables schedule for each task order shall be negotiated and specified in the applicable Task Order.

F.3. TASK ORDER RESPONSE TIME

The Contractor shall begin performance for each Task Order within ten (10) calendar days of the receipt of an executed Task Order and Notice to Proceed, unless otherwise directed by the Contracting Officer.

F.4. DELIVERY POINT

The Contractor shall deliver all deliverables to the designated Contracting Officer‟s Technical Representative

(“COTR”), unless otherwise specified in the individual Task Order, at no additional charge to the Smithsonian

Institution.

SECTION G - CONTRACT ADMINISTRATION DATA

G.1. CONTRACT MANAGEMENT

Notwithstanding the Contractor's responsibility for total management during the performance of the contract, the administration of the contract will require maximum coordination between the Smithsonian and the

Contractor. The following individuals will be the Smithsonian points-of-contact during the performance of the contract:

G.1.1. Contracting Officer

The Contracting Officer will effect all contract administration. Communications pertaining to contractual administrative matters shall be addressed to the Contracting Officer. No changes in or deviation from the scope of work shall be effected without a written modification to the contract executed by the Contracting

Officer authorizing such changes.

G.1.2. Contracting Officer‟s Technical Representative (COTR)

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The Contracting Officer‟s Technical Representative (COTR) (to be determined for each Task Order) or his/her authorized representative shall act for and on behalf of the Contracting Officer in the administration of any resultant contract with respect to:

a. Resolution of issues that may arise between the Contractor and the Smithsonian Institution in connection with such matters as acceptability of staffing levels and other technical requirements;

b. Evaluation on an overall basis of the acceptability of services and Contractor's compliance with technical requirements; and

c. The approval and acceptance of work performed under this contract.

d. This delegation does not authorize the modification of any of the contract's provisions, terms or conditions. All authorities not herein delegated are reserved to the Contracting Officer.

e. The Contractor shall make available such records, reports and access to facilities as may be required, as determined by SI, to carry out this assignment.

G.1.3. Authorities

The Contractor is advised that only the Contracting Officer can change or modify the terms of this contract or take any other action that obligates the Smithsonian Institution and then such action must be set forth in a formal modification to the Contract. The authority of the COTR is strictly limited to the specific duties set forth in his/her letter of appointment, a copy of which will be furnished the Contractor. Contractors who rely on direction from persons other than the Contracting Officer (or a COTR acting within the strict limits of his/her responsibilities as set forth in his/her letter of appointment) do so at their own risk and expense, as such actions do not bind the Smithsonian Institution contractually. Any questions concerning the authority of a

Smithsonian Institution employee to direct the Contractor should be referred to the Contracting Officer or

COTR.

G.2 KEY PERSONNEL

G.2.1. The Contractor shall include the key personnel to be assigned under this contract those persons listed below:

NAME LABOR CATEGORIES

Offerors shall provide this information in their technical proposal.

G.2.2. The persons named above are considered key personnel. The Contractor shall give at least fourteen (14) calendar days advance notice of any if these persons are to be removed or diverted from this contract; and shall supply written justification as part of this notice; and shall name the proposed substitute or replacement. The

Contractor shall not, however, remove or divert such persons unless authorized by written consent of the

Contracting Officer.

G.2.3. General Approval: All Contractor personnel assigned to this contract are subject to Smithsonian Institution review in accordance with the defined labor categories herein. Contractor personnel found unacceptable by the Smithsonian at any time shall be removed from performing under this contract within fourteen (14) calendar days after notification. The Contracting Officer shall deliver such notification in writing to the

Contractor.

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G.3 INVOICES

G.3.1. The Smithsonian Institution reserves the right to verify the amount of services rendered in any invoice by review of the Contractor‟s records. Such review may be made by appropriate Smithsonian Institution personnel or outside audit firm, at the election of the Contracting Officer. The Contractor shall make such records available to such audit personnel at any reasonable time. Invoices must reflect costs as shown in

Contractor‟s proposal applicable to the invoiced project. All payments hereunder shall be made via electronic funds transfer (“EFT).

G.3.2. The Contractor shall submit an original invoice(s), identifying the Smithsonian Institution‟s Task Order number, including pertinent data in regard to services completed and deliverable furnished, to the address identified in the Task Order.

Note: The Prompt Payment Act, P.L.97-177 (31 U.S.C Section 3901), is not applicable to the Smithsonian

Institution. The Smithsonian Institution shall take all reasonable measures to ensure that payment for invoice(s) properly documented and submitted shall be paid within 30 days from receipt of an approved proper invoice(s) by the COTR.

G.4. PROGRESS PAYMENTS

The Contractor may submit invoice(s) to the Contracting Officer‟s Technical Representative, Smithsonian

Institution, not more frequently than monthly for work performed and accepted. Specific information regarding the applicability of progress payments will be provided on individual Task Orders. Progress payments, when applicable, shall be based on a percentage of completion less than ten percent (10%) retainage. The Contractor shall submit a separate invoice for each Task Order for which he is requesting payment. The ten percent (10%) retainage will be held until the final acceptance of all effort within that Task

Order, the Contractor may submit a final invoice for that Task Order and for all retainage applicable to that

Task Order.

G.5. TASK ORDER ORDERING PROCEDURE

G.5.1. From time to time, as the need for services covered by this contract arise, the Smithsonian Institution will issue to the Contractor a Request for Proposal (RFP) or Statement of Work (SOW), with all the necessary documentation of project requirements, i.e., a reasonably descriptive statement of work for a proposal from the

Contractor(s) to perform the required services.

G.5.2. The Contractor(s) shall, within fifteen (15) calendar days of receipt of the Task Order requirement, submit a proposal which includes a firm fixed price for all effort and cost (which includes a detailed cost breakdown showing numbers of hours and applicable rates for each utilized labor category listed in this contract and other direct costs), a work plan which includes a detailed description of how the work is to be accomplished, and an estimated time frame for completion (or as otherwise directed). The Smithsonian Institution shall not pay any proposal preparation costs, nor make reimbursements for any of the costs associated with responses to these requests, nor is the Smithsonian Institution obligated to procure or contract for the services.

G.5.3 For certain types of transactions the Offeror‟s price proposal will be established as percentage fee based on the

Schedule of Fees submitted by the Offeror as part of the Price Proposal, the said percentages will be utilized for establishing a firm fixed price cost proposal for each future Task Order involving these transactions.

G.5.4. When negotiations take place and a contract has been reached on services to be performed, cost, deliverables, and schedule, the Contractor and the Contracting Officer shall execute a Task Order reflecting all terms agreed

Smithsonian Solicitation Number F09SOL00066 Page 19 of 26 upon. The Contractor is hereby notified that until the Task Order is signed by the Contracting Officer work shall not begin.

G.5.5. If agreement cannot be reached, neither party will be under any obligation to the other with respect to the services covered by the particular draft Task Order.

G.6. INCORPORATION OF CONTRACTOR’S PROPOSAL

It is understood and agreed that the Contractor shall, in meeting the requirements of the contract, perform the work in accordance with its proposal to the Smithsonian Institution dated (to be inserted upon award), however, to the extent that any provisions of the articles…