ITW_JA_Redacted 9-8-22.pdf

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

100 F STREET, NE

WASHINGTON, DC 20549-2000

OFFICE OF

ACQUISITIONS

JUSTIFICATION AND APPROVAL

FOR OTHER THAN FULL AND OPEN COMPETITION

RQ NUMBER: 62000-22-0022

J&A NUMBER: 2022-0039

Upon the basis of the following justification, I hereby approve the issuance of the contractual action discussed below using other than full and open competition, pursuant to the authority cited herein.

1. Contracting Activity.

U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549

2. Nature and Description of Action Being Approved.

This J&A authorizes use of other than full and open competition to procure intensive investigative testimony training for Enforcement staff attorneys. The work will be conducted by National Institute for Trial Attorneys (NITA) faculty. Their faculty include experienced attorneys and judges, many of whom also serve as faculty at accredited law schools across the country.

3. Description of the supplies or services required to meet the needs of the SEC and the estimated value.

The Division of Enforcement (ENF) and the Office of Human Resources (OHR) require the services previously provided under contract SECHQ115D0039, which includes delivery of interactive training workshops. These workshops were designed by the vendor to provide realistic scenarios for new ENF attorneys to refine their skills in taking testimony. It also provides train-the-trainer workshop for internal Subject Matter Experts (SMEs) who will serve as internal faculty, advisors, and experts during these workshops. This service also includes the provision of continuing legal education credits (CLEs) for participating attorneys, including maintaining the appropriate licensing to award these credits.

This training was designed and tailored specifically for SEC staff. The vendor does not offer it to any other customer. The case studies are based on real SEC cases and the workshops incorporate the rules and regulations SEC attorneys are required to follow. The NITA faculty, as industry leaders, are able to bring in expertise on questioning techniques and strategies. They also have extensive experience in teaching and coaching both new and experienced attorneys.

The funding for these services has varied from year to year, as the workshops are intended for new employees. The cost of each workshop was also reduced when the SEC recently moved to a virtual classroom. The SEC estimates a total amount of

4. Statutory Authority for Other Than Full and Open Competition.

The statutory authority permitting other than full and open competition is 41 U.S.C. 1901 and FAR subpart 13.5, “Simplified Procedures for Certain Commercial Products and Commercial Services”

5. Demonstration that the proposed contractor's unique qualifications or nature of the acquisition requires use of the authority cited.

NITA is a nationally recognized leader in the field of legal education. They are used by law firms across the country and have partnered with several of the country's top law schools. They are particularly well known for their experiential approach to training and their faculty is made up of experienced attorneys and judges. Many of their instructors also serve as professors of law.

When the previous contract was awarded to NITA, they were able to work with the SEC to develop a case study on which the workshops are based. The workshops and course outlines they developed for Enforcement are considered proprietary information and cannot be shared with any other vendor. Because this is not considered an off-the-shelf product, were a new vendor to be selected for this requirement, a new course would need to be developed based on the existing case studies which would require significant cost and time.

Since their implementation, these workshops have received excellent reviews from participants and staff.

They are considered an integral part of new attorney training within the Division. While Enforcement cannot make this class mandatory, it is strongly encouraged for all new investigative attorneys by Senior officers within the Division, including the director, who have also issued strong recommendations for these workshops to staff.

After conducting market research and issuing an RFI, it appears that no other vendors are currently interested in offering this service. In order to continue offering this training, Enforcement would need to continue working with NITA to deliver these workshops.

6. Efforts to ensure that offers are solicited from as many potential sources as possible.

This requirement was solicited in 2012, 2013, and 2014. Twice there was no response to the FBO solicitation. After the 3rd Fed Biz Ops (FBO) post, it was awarded to a Small Business.

. The fourth attempt was posted to FBO and one proposal was received from NITA, it was negotiated and awarded to NITA in 2015.

Previous attempts to obtain a viable and responsible vendor have been unsuccessful. Suitable vendors were either not found or quit shortly after the contract was awarded until the current incumbent received the contract award. In addition, an RFI was submitted on SAM.GOV on Feb 8, 2022, which resulted in no interested parties. In 2022, the COR also reached out to three different legal training providers as part of the market research for this requirement in 2022. The only response received was from NITA. A redacted version of the J&A will be published after award in accordance with FAR 6.305.

7. Determination by the Contracting Officer that the anticipated cost to the Government will be fair and reasonable.

The contracting officer, by signature on this document, hereby determines that the anticipated cost to the government will be fair and reasonable.

8. Description of a market survey conducted and results or statement of the reasons a market survey was not conducted.

A Request for Information (RFI) was published in SAM.gov and no interested parties responded. In addition, market research performed by OHR did not yield any interested parties other than the incumbent. The vendors contacted were: National Institute of Trial Attorneys

(NITA), .

9. Other Supporting Facts.

N/A

10. A listing of the sources, if any that expressed, in writing an interest in the acquisition.

Only NITA showed interest on this requirement.

11. A statement of the actions, if any, the agency may take to remove or overcome any barriers to competition before any subsequent acquisition for the supplies or services required.

N/A

TECHNICAL & REQUIREMENTS CERTIFICATIONS (FAR 6.303-2(c)) I ce1tify that the facts and representations under my cognizance, which are included in this justification, are complete and accurate.

Requirements Cognizance:

(Signature)

CONTRACTING OFFICER CERTIFICATION (FAR 6.303-2(b)(12))

I ce1tify that this justification is accurate and complete to the best of my knowledge and belief.

(Signature)_

GENERAL COUNSEL REVIEW

Date: 8/17/2022

Based upon the facts and rationale presented herein, this justification appears legally sufficient.

COMPETITITION ADV OCATE APPROVED (6.304(a)(2)).