MCC-17-RFQ-0025_Final_Released_and_Signed.pdf

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RFQ IFB RFP

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

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19. 20. 21. 22. 23. 24.

ITEM NO. SCHEDULE OF SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

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

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

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SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS 69

MCC-17-RFQ-0025 01-23-2017

TERRI TUTT DANIEL, CONTRACTING OFFICER 202-521-3597 02-23-2017

10:00 AM EDT

Millennium Challenge Corporation Contracts and Grants Management Division 875 15th St, NW Suite 200 Washington DC 20005

X 100

X

541611

$15 Million

X

N/A

X

Millennium Challenge Corporation

CGM

875 Fifteenth St., NW Washington DC 20005

Millennium Challenge Corporation Contracts and Grants Management Division 875 15th St., NW Suite 200 Washington DC 20005

Interior Business Center Interior Business Center M/S D-2773 7301 West Mansfield Avenue Lakewood CO 80235-2230

See CONTINUATION Page

Request for Quotation MCC-17-RFQ-0025

Multiple Award Blanket Purchase Agreement (BPA) for Public-Private Partnerships, Other Approaches and Access to Finance Support Services

This is a combined synopsis/solicitation for commercial items

This RFQ is issued in accordance with FAR Parts 12 & 13.

prepared in accordance with the format in Subpart 12.6, as supplemented with additional information included in this notice. This announcement constitutes the only solicitation;

proposals are being requested and a written solicitation will not be issued.

See CONTINUATION Page

X x

TERRI N TUTT DANIEL

MCC-17-RFQ-0025

Table of Contents

SECTION A

A.1 SF 1449 SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

SECTION B - SUPPLIES OR SERVICES AND PRICE/COSTS

B.1 SERVICES TO BE PROVIDED

B.2 PRICE/COST SCHEDULE/ITEM INFORMATION

B.3 LABOR CATEGORIES/RATES

B.4 BPA OBJECTIVE

B.5 ORDERING PROCEDURES

B.6 ORDER OF PRECEDENCE

SECTION C - DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK

DEVELOPMENT AND IMPLEMENTATION SUPPORT SERVICES FOR (i) PUBLIC-PRIVATE PARTNERSHIPS; (ii) OTHER PARTNERED APPROACHES; AND (iii) ACCESS TO FINANCE FOR THE MILLENNIUM CHALLENGE CORPORATION ... 10

INTRODUCTION

BACKGROUND

SCOPE

TASKS

Task 1: Building capacity for identifying, preparing, assessing, and executing PPPs – Task 2: Identifying, Screening, and Assessing PPPs Task 3: Identifying, Screening, and Assessing Other Partnered Approaches - Task 4: Technical support during PPP transaction design, execution, and post-closing activities - Task 5: Expanding Access to Finance Task 6: Training -

CONFLICT OF INTEREST

SECTION D - PACKAGING AND MARKING

SECTION E - INSPECTION AND ACCEPTANCE

E.1 Incorporated by Reference: FAR 52.212-4 (a) Inspection/Acceptance

SECTION F - DELIVERIES OR PERFORMANCE

F.1 PERIOD OF PERFORMANCE

F.2 PLACE OF PERFORMANCE

F.3 DELIVERABLES

F.4 DELIVERABLE FORMATS

F.5 ACCEPTANCE CRITERIA

F.6 TIMING AND REPORTING

F.7 MCC TECHNICAL DIRECTION

SECTION G - CONTRACT ADMINISTRATION DATA

G.1 LABOR RATES

G.2 DESCRIPTION OF AGREEMENT

G.3 EXTENT OF OBLIGATION

G.4 PURCHASE LIMIT

G.5 INDIVIDUALS AUTHORIZED TO PURCHASE UNDER THE BPA

G.6 DELIVERY TICKETS

G.7 INVOICES

G.8 MCC 52.201-70 CONTRACTING OFFICER’S REPRESENTATIVE (COR) AND/OR PROJECT MONITOR (PM) (JULY 2012)

G.9 MCC 52.232-70 INVOICE INSTRUCTIONS (MAY 2013)

G.10 MCC 52.232-73 Travel Reimbursement (MAY 2013)

G.11 MCC 52.232-74 ODC REIMBURSEMENT (JAN 2007)

SECTION H - SPECIAL CONTRACT REQUIREMENTS

H.1 KEY PERSONNEL

H.2 NON-KEY PERSONNEL

H.3 MCC 52.203-70 CONTRACTOR NON-DISCLOSURE AGREEMENT (JULY 2012)

H.4 MCC 52.204-70 SECURITY REQUIREMENTS FOR CONTRACTOR PERSONNEL (MAY 2013)

H.5 MCC 52.209-70 ORGANIZATIONAL CONFLICTS OF INTEREST: PRECLUSION FROM IMPLEMENTATION

CONTRACT (JULY 2012)

H.6 MCC 52.232-72 LIMITATION OF FUNDS – INCREMENTALLY FUNDED CONTRACTS (NOV 2006) H.7 MCC 52.242-70 CONTRACTOR PERFORMANCE ASSESSMENT RATING SYSTEM (CPARs) REGISTRATION (AUG 2011)

H.8 MCC 52.243-70 INCREASE IN SERVICES (OCT 2006)

H.9 MCC 52.245-70 CONTRACTOR ACQUIRED MCC GOVERNMENT PROPERTY OVERSEAS (JULY 2012)

H.10 ADDITIONAL LABOR CATEGORIES

SECTION I - CONTRACT CLAUSES

I.1 FAR 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE

ORDERS—COMMERCIAL ITEMS (JAN 2017)

I.2 FAR 52.216-18 ORDERING (OCT 1995)

I.3 FAR 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

I.4 FAR 52.233-2 SERVICE OF PROTEST (SEP 2006)

SECTION J - LIST OF ATTACHMENTS

J.1 MEDICAL ACCOMMODATION PROCEDURES

SECTION K - REPRESENTATIONS, CERTIFICATIONS AND OTHER STATEMENTS OF OFFERORS

K.1 FAR 52.204-19 - INCORPORATION BY REFERENCE OF REPRESENTATIONS AND CERTIFICATIONS

SECTION L - INSTRUCTIONS, CONDITIONS, AND NOTICES TO OFFERORS

L.1 REQUEST FOR QUOTES

L.2 INSTRUCTIONS TO QUOTERS

L.3 QUOTE PREPARATION AND INSTRUCTIONS

SECTION M - EVALUATION FACTORS FOR AWARD

M.1 BASIS OF AWARD

M.2 EVALUATION FACTORS AND SUBFACTORS

M.3 EVALUATION METHODOLOGY

M.4 SELECTION AND BPA ESTABLISHMENT

M.5 BPA AWARDS

SECTION B - SUPPLIES OR SERVICES AND PRICE/COSTS

B.1 SERVICES TO BE PROVIDED

The Millennium Challenge Corporation (MCC) requires services of a Contractor to identify, assess alternatives, and support the implementation of (i) public private partnerships (PPPs), (ii) other partnered approaches, and (iii) access to finance during threshold and compact program development and implementation in MCC headquarters and in its partner countries. The Contractor shall provide all personnel, equipment, tools, materials, supervision, and other items and non-personal services necessary to perform the tasks as defined in Section C of the Statement of Work.

B.2 PRICE/COST SCHEDULE/ITEM INFORMATION

ITEM

NUMBER DESCRIPTION OF SUPPLIES/SERVICES UNIT PRICE AMOUNT

0001 PPP, Other Partnered Approaches, and Access to Finance Support Services Billing Rate Period: Base POP Begin: April 17, 2017 POP End: April 16, 2018

Call Order NTE $7m

0001A Labor

BPA Program Manager

Project Manager / Team Leader

Project Coordinator / Admin Support

PPP Expert

Sector Technical Expert 1

Sector Technical Expert 2

Project Finance Expert

Public Finance Expert

Legal Expert

Engineer

Rate

0001B Other Direct Costs TBD at the Call Order Level

0001C Firm Fixed Price

1001 PPP, Other Partnered Approaches, and Access to Finance Support Services Billing Rate Period: Option 1 POP Begin: April 17, 2018 POP End: April 16, 2019

Call Order NTE $7m

1001A Labor

BPA Program Manager

Project Manager / Team Leader

Project Coordinator / Admin Support

PPP Expert

Sector Technical Expert 1

Sector Technical Expert 2

Project Finance Expert

Public Finance Expert

Legal Expert

Engineer

Rate

1001B Other Direct Costs TBD at the Call

1001C Firm Fixed Price

2001 PPP, Other Partnered Approaches, and Access to Finance Support Services Billing Rate Period: Option 2 POP Begin: April 17, 2019 POP End: April 16, 2020

Call Order NTE $7m

2001A Labor

BPA Program Manager

Project Manager / Team Leader

Project Coordinator / Admin Support

PPP Expert

Rate

Sector Technical Expert 1

Sector Technical Expert 2

Project Finance Expert

Public Finance Expert

Legal Expert

Engineer

2001B Other Direct Costs TBD at the Call Order Level

2001C Firm Fixed Price

3001 PPP, Other Partnered Approaches, and Access to Finance Support Services Billing Rate Period: Option 3 POP Begin: April 17, 2020 POP End: April 16, 2021

Call Order NTE $7m

3001A Labor

BPA Program Manager

Project Manager / Team Leader

Project Coordinator / Admin Support

PPP Expert

Sector Technical Expert 1

Sector Technical Expert 2

Project Finance Expert

Public Finance Expert

Legal Expert

Engineer

Rate

3001B Other Direct Costs TBD at the Call

3001C Firm Fixed Price

4001 PPP, Other Partnered Approaches, and Access to Finance Support Services Billing Rate Period: Option 4 POP Begin: April 17, 2021 POP End: April 16, 2022

Call Order NTE $7m

4001A Labor

BPA Program Manager

Project Manager / Team Leader

Project Coordinator / Admin Support

PPP Expert

Sector Technical Expert 1

Sector Technical Expert 2

Project Finance Expert

Public Finance Expert

Legal Expert

Engineer

Rate

4001B Other Direct Costs TBD at the Call

4001C Firm Fixed Price

B.3 LABOR CATEGORIES/RATES

The contractor shall provide services in support of this requirement in the above labor categories. See Special Contract Requirement Section H. Additional Labor Categories, if additional categories are required.

B.4 BPA OBJECTIVE

To provide the required support services, in accordance with FAR 13.303-2 Establishment of BPAs. MCC anticipates the establishment of one or more BPAs as a result of this RFQ to procure the support services described herein. Each BPA will be established for a period of five years. Call Orders will be awarded as Firm Fixed Price and Time & Material with a Not-to-Exceed (NTE) ceiling of $7 million as stated under FAR Part 13.5.

Consulting services will be required at MCC headquarters, overseas, on an as-needed basis, in support of specific programs in any MCC-eligible country, MCC eligible countries can be found at www.mcc.gov.

B.5 ORDERING PROCEDURES

Purchases under the Blanket Purchases Agreement shall be in accordance with FAR 13.303-5 Purchases under BPAs.

The Call Orders to be issued under each BPA will be based on statements of work defining specific requirements.

The BPAs will establish agreed-upon unit labor rates for the labor categories in Section B.2. BPA holders will then use the BPA unit labor rates times quoted labor hours, plus costs associated with the necessary contract support items (if needed) to quote a Firm Fixed Price or a Labor Hour/Time & Material NTE ceiling for each individual Call Order. Factors such as (but not limited to) price, past performance on prior Call Orders issued outside and under the BPAs (quality of deliverables/services, timeliness, and cost control), socioeconomic status and potential impact on other orders placed with the contractor (e.g. capacity issues) may be considered in determining establishment of individual Call Orders, B.6 ORDER OF PRECEDENCE

All Call Orders awarded under these Blanket Purchase Agreements shall be subject to the terms and conditions of the award BPA. In the event of an inconsistency in provisions of a call order, the provisions of the underlying Blanket Purchase Agreement shall take precedence.

SECTION C - DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK

DEVELOPMENT AND IMPLEMENTATION SUPPORT SERVICES FOR (i) PUBLIC-PRIVATE PARTNERSHIPS; (ii) OTHER PARTNERED APPROACHES; AND (iii) ACCESS TO FINANCE FOR

THE MILLENNIUM CHALLENGE CORPORATION

INTRODUCTION

The Millennium Challenge Corporation (MCC) is a Federal Corporation created under Title VI of the Foreign Operation, Export Financing, and related Programs Appropriations Act, 2004. MCC is based on the principle that aid is most effective in countries that promote good governance, economic freedom, and investments in people.

MCC provides large grants to a small number of eligible developing countries.

MCC’s overriding objective is to reduce poverty through economic growth in our partner countries. MCC provides targeted grants designed to create measurable economic growth opportunities and incentivize better governance and open markets. This approach makes development assistance more effective, improves the lives of the world’s poor, and opens new markets for business. MCC looks at likely distributive effects of projects and, to the extent that data are available to perform such analyses, identifies their beneficiaries and estimates their impact on poverty reduction. Ultimately, MCC seeks significant and measurable decreases in the numbers of poor people and significant reductions of poverty. In addition, MCC projects are implemented within a Compact period of five years. Further details on the MCC and its methodology may be viewed at http://www.mcc.gov. In particular, details of MCC’s compact development process can be found at http://www.mcc.gov/pages/countrytools/tools/compact-development.

MCC believes that one of the keys to unleashing growth potential in its partner countries is through active engagement and collaboration with the private sector. MCC requires contractor services for strengthening of skills, competencies and abilities within MCC and MCC partner countries, and for support services related to: (i) the early-stage identification/screening and design of potential projects and programs that might be delivered with private sector participation (PSP), including through public-private partnerships (PPP) or (ii) other partnered approaches that may include less formal arrangements associated with financing in, or alongside, a compact or threshold program, such as might be achieved through, for example, grant facilities or investment funds -- and/or (iii) access to finance for sub-national entities (SNE) and state-owned enterprises (SOEs), such as utilities, strategic investment funds (SIFs) and road funds (RFs), etc. as well as retail consumers, leasing companies, cooperatives, SMEs, smallholder farmers, and other underbanked groups that may be identified. As a result of this early-stage identification and screening, MCC and its country partners expect to design programs that may benefit from private sector participation and, possibly, financing in and around the compact or threshold program, and that increase access to finance among beneficiaries in partner countries.

http://www.mcc.gov/

BACKGROUND

Since 2014, IOS Partners has provided the PPP-related services described herein. However, MCC now requires the expansion of the scope to include services related to “partnered approaches” and “access to finance”, including creditworthiness and results-based financing.

Economic growth depends in part on access to infrastructure, other key public services, long term finance, and market opportunities, which are typically not apparent in developing countries. As a result, governments around the world have been looking to partner with the private sector to help them supply and operate infrastructure projects and services for transportation, power, water/sanitation, public health and other services, recognizing that public sector investment budgets and donor resources are insufficient to meet the large investment needs, and that the private sector may be able to deliver, operate, and maintain such services more efficiently than can governments. Similarly, governments acknowledge that finance and commerce have thrived in the private sector, and many governments are increasingly looking to collaborate with different sorts of partners to achieve not only financial, but also social, objectives in, for example, agricultural and industrial development, and vocational education and training.

With an optimal risk allocation between the public and private stakeholders, PPPs and other partnered approaches can help improve development outcomes by:

• Accelerating infrastructure and public service delivery;

• Reducing life-cycle costs for projects;

• Improving quality and cost-efficiency of service and maintenance;

• Leveraging private sector funding, competencies and knowledge transfer (e.g., management, technology, innovation);

• Improving market access;

• Clearing markets;

• Improving predictability and transparency of costs; and

• Introducing effective means for ensuring accountability, transparency and separation of roles between policy makers and productive functions.

Market access can often be facilitated through a closer partnership between supply and demand or producers and buyers. The agriculture sector, in particular, has established models for providing smallholders with access to larger markets through partnership with larger processors and exporters. The financial sector has also benefited from cooperative arrangements between the public and private sector, which serve to make accessible appropriate financial services offered to smaller or more remote customers.

Working with the private sector through PPPs, other partnered approaches, and improving access to finance represents a strategic priority for MCC. Increasingly as part of threshold and compact program development and implementation, MCC aims to support partner countries to increase the amount of private investment in and around their programs. MCC is committed to effective PPP approaches and has facilitated some noteworthy PPP transactions in infrastructure such as in Jordan (wastewater), Benin (port), El Salvador (rural power), Mongolia (wind power), and Indonesia (renewable energy). MCC's continued commitment to PPPs and other partnered approaches moving forward is designed to:

• Leverage MCC’s focus on policy and institutional reforms to help MCC partner countries create the conditions for private sector investment;

• Bring financially viable PPP projects to market that meet international standards for technical feasibility, financial structuring, and social and environmental safeguards;

• Compile a comprehensive, coordinated package of tools and resources on financing, technical assistance, and technology transfer from U.S. Government agencies to support the preparation of selected PPP projects – including the U.S. Trade and Development Agency (USTDA), U.S. Agency for International Development (USAID), Overseas Private Investment Corporation (OPIC), U.S. Department of State, U.S. Department of Commerce, U.S. Department of Agriculture (USDA), and U.S. Department of Energy;

• Strengthen the capacity of partner countries to properly oversee and manage the implementation of concessions and other types of PPP projects in accordance with international best practice;

• Mobilize and convene potential partners around partner countries and sectors of common interest; and

• Unlock investment and growth opportunities for U.S. companies in MCC’s partner countries, and catalyze financing that will advance MCC’s mission of reducing global poverty.

In addition to delivering on PPPs and other partnered approaches, wholesale and retail entities, like SOEs, SNEs, SMEs, cooperatives and similar, in MCC partner countries need to improve their access to domestic and international finance and insurance to support and sustain investment for growth. This will require accessing private capital and different forms of capital provided on commercial or blended terms, since there is not enough donor and government funding available to close the large funding gap for the necessary investment.

However, accessing capital on commercial or blended terms will require, on a macro level, reforms to improve the institutional and regulatory environment, and/or on a micro level, reforms to enable such entities to enhance their creditworthiness through operational, financial, and governance strengthening as reflected in credit ratings and other metrics. Such entities may also wish to take advantage of results-based financing approaches, in which risk may be transferred to the private sector in exchange for payments based on verified delivery of outputs.

SCOPE

The Contractor shall assist MCC and its partner countries in capacity building; development of knowledge products; early-stage scoping/assessments relating to PPPs and other partnered approaches to ensure best practices in program design and potential transaction structures; and in the case of PPPs, in particular, providing advice and assistance to help MCC and its partner countries to properly oversee and manage the tender, implementation and close-out of PPPs in accordance with international best practice. For the later-stage PPP activities, it is expected that Transaction Advisors would be hired under a separate procurement to develop and implement actual PPP transactions, but that MCC would need advice and support from the Contractor to interact with those Transaction Advisors and other stakeholders on a variety of project-related issues.

Accordingly, the Contractor may be required to assist throughout the PPP project cycle -- i.e., in both the enabling environment as well as transaction implementation -- to help deliver on MCC’s strategic priorities. The Contractor may be asked to assist with activities and projects that contemplate various forms of PSP for improved service delivery, including, but not limited to, performance-based service and management contracts, output-based aid, cash-on-delivery, leases/affermage, concessions/availability PPPs, rehabilitate-operate-transfer projects, project financings, access to sub-national finance without sovereign guarantees, and results-based financing approaches. Other partnered approaches may require, but not be limited to, market assessments, the identification and due diligence of potential partners and/or concepts submitted through a call for ideas, partnership design and structuring, convening of partners, structuring of agreements, development of operations manuals, review of meeting agendas, and oversight of activities funded and implemented in partnership.

Therefore, MCC requires support to assist it to:

1. Build capacity for identifying, preparing, assessing, and executing PPPs;

2. Identify, screen, and assess early-stage potential PPP transactions and other partnered approaches with a view to helping to inform program development and design;

3. Identify, screen, and assess early-stage potential of other partnered approaches with a view to helping to inform program development and design. This could include alternatives analysis, financial analysis and modeling, stakeholder mapping, value chain and supply chain analysis, market analysis, workshopping, and similar;

4. Build capacity to properly oversee and manage the tender, implementation, contract monitoring, and close-out of PPPs and other partnered approaches, including interacting with other project participants and stakeholders;

5. Design and implement Access to Finance activities through different sorts of financing modalities, including funds, grant facilities, results-based- and technology-based financing approaches. This could include, but not be limited to, developing knowledge products, assessing the financial market and/or inclusivity of the financial system, delivering technical assistance, obtaining credit ratings, preparing for and executing potential capital market transactions without sovereign guarantees, in particular for state-owned enterprises sub-national entities, and recommending policy and institutional reforms in the financial sector.

TASKS

Task 1: Building capacity for identifying, preparing, assessing, and executing PPPs – The Contractor shall familiarize itself with MCC’s operations, staff profiles and existing tools/resources. Based on this, the Contractor will then develop training materials, workshops, and practical knowledge products as needed to assist MCC and its partner countries to improve the enabling environment for PPPs as well as to identify, prepare, develop, structure, tender, award, finance, and implement PPP transactions. As part of this process, the Contractor should also review and comment on knowledge products developed by MCC related to PPPs, and should be prepared to supplement this by developing other knowledge products and to document global lessons learned about such matters, as necessary. Specific requirements would be detailed in discrete call orders following award.

Task 2: Identifying, Screening, and Assessing PPPs – The Contractor shall work with MCC and its partner countries to identify projects with strong PPP potential. This would include providing input into MCC’s Investment Opportunity Process and helping MCC to co-create with its partner countries preliminary concept notes/papers and eventual project proposals for MCC funding, with a view to: (i) helping to establish an initial notional “Business Case” for delivering the project through a PPP contract modality; and (ii) establishing budgets for subsequent project preparation, assessment, and execution. Such projects may include, but not be limited to, infrastructure, the delivery of public services, including road maintenance, water distribution, solid waste collection, or industrial zones and industrial land development.

Notional early-stage project screening activities to identify and develop potential PPP transaction to a “concept” stage might include, but not be limited to:

• Assessment of legal and regulatory framework, including identification of constraints within the legal, institutional, and regulatory framework that would prohibit a PPP transaction;

• Assessment of Government’s PPP policy and program, if any;

• Stakeholder and political economy assessment, including the need for building consensus for PPPs as a service-delivery mechanism, conducting stakeholder analysis, and the identification of potential winners and losers (e.g., incumbents, vested interests, labor, etc.);

• Facilitating consultations with, communications for, and outreach to key stakeholders, including conducting workshops to ensure government understanding of and buy-in to potential PPP approaches;

• Institutional assessment, including roles, responsibilities, and capacities of key ministries and their readiness to develop, tender, negotiate, and supervise PPP contracts;

• Preliminary screening analysis and justification for using PPP modalities to include value for money (VfM) considerations -- based on quantitative and qualitative approaches such as financial models and other assessments -- and multi-criteria analyses (under which VfM is one criterion) for the government together with an analysis of the various alternative contracting options considered;

• Description of conditions and project characteristics best suited to the various PPP contracting modalities and development of a methodology to screen the projects against these characteristics to, in turn, identify the preferred contracting modality;

• Identification of key ingredients for commercial sustainability, including the underlying source of revenue/payment streams for the project sponsors, and whether the project is likely to be able to attract high-quality sponsors;

• Preliminary analysis to assess potential project affordability to both government and end users if the project is to be delivered as a PPP instead of a public project;

• Development of a preliminary financial model, including notional capital expenditure and operating costs;

• Preliminary notional PPP project risk assessment and allocation;

• Assessment of the country’s contract law and dispute resolution mechanisms;

• Preliminary assessment of potential bankability of the PPP project, including creditworthiness of counterparties and potential credit enhancements needed to reach financial closing, etc.;

• Preliminary analysis of fiscal management issues, including assessing the government’s ability and willingness to provide potential credit support enhancements, measurement and management of government’s potential direct/contingent liabilities and risks in a prudent manner, as well as input on other government budget process considerations related to the project;

• Assessment of the strength, capacity and appetite of the private sector financial institutions to finance PPP-based project delivery schemes;

• Analysis of the experience and capacity of the private sector engineering and construction companies in-country to deliver large-scale construction programs by themselves or in association with joint venture partnership with international firms;

• Assessment of the ability of in-country and international firms to deliver on operations and maintenance and other performance-based service delivery mechanisms under PPP arrangements;

• Assist in the development of Terms of Reference (TORs) to procure Transaction Advisors and other project-related consultants that MCC and its partner countries may subsequently need for later-stage transaction support;

• Establishing initial notional budget estimates for project preparation and execution in order to arrive at financial closing;

• Assessment of capacity building needs for government partners to oversee the implementation of projects that are delivered under PPP schemes;

• Providing an overview of key issues related to subsequent project preparation and due diligence necessary for the ultimate success of the identified PPP transaction(s) and institutional support program;

and

• Other advice to MCC and/or partner countries as required, in accordance with the scope of this requirement.

Task 3: Identifying, Screening, and Assessing Other Partnered Approaches - The Contractor shall work with MCC and its partner countries to identify projects that might optimally be realized through other, more informal, rather than contractual, partnered approaches. This would include helping MCC to identify, assess, and otherwise co-create, with its partner countries and potential partners, preliminary concept notes/papers and eventual project opportunities for potential MCC funding, with a view to: (i) evaluating alternative approaches and structures; and (ii) establishing budgets for subsequent establishment and implementation. Such projects are expected to be largely focused around funding vehicles such as might be appropriate for: small-scale infrastructure (such as electric mini-grids, land-side airport infrastructure, and post-harvest infrastructure), SME finance, women’s economic empowerment, investing in energy efficiency or clean energy, secondary education, or similar fields in which market failures cannot otherwise be remedied, or multiple potential partners, and/or investment approaches exist, but no real best practice. Notional activities might include, but not be limited to:

• Identifying and convening relevant potential private sector partners.

• Alternatives analysis - Support MCC and its partner countries in determining whether and why a particular structure, such as a competitive grant facility, may be more appropriate than other options/alternatives.

• Competitiveness analysis – Support MCC and its partner countries in assessing and prioritizing sectors and sub-sectors which could attract investment from potential partners based on country assets strengths and weaknesses, investment trends and comparator countries; develop a recommended approach, reforms or incentives for attracting investment.

• Designing and structuring of funding vehicles, including but not limited to blended finance mechanisms, credit enhancement, investment funds, and grant facilities, as well as targeted technical assistance and advisory services to MCC and its partner countries for oversight and implementation of such vehicles.

• Assessing the viability of alternative funding vehicles such as trust, charity, fund, facility, etc. under local law.

• Development of organization charts and one or more operations manuals to guide implementation.

• Assistance with review of potential grant applications in line with requirements in grant operations manual and review of grantee performance to identify opportunities to improve implementation.

• Advice and support to MCC on effective oversight of funding vehicles.

• Exploring existing partnered vehicles and assessing the viability of MCC participation therein.

• Providing training on related issues, such as case studies and funding vehicle governance.

• Other advice to MCC and/or partner countries as required, in accordance with the scope of this requirement.

Task 4: Technical support during PPP transaction design, execution, and post-closing activities - The Contractor shall work with MCC and its partner countries to support later-stage transaction design, execution, and post-closing activities to enable MCC and its partner countries to successfully achieve Compact objectives.

This would involve interacting with separately procured Transaction Advisors working to help MCC partner countries to structure and bring such PPP deals to market, usually involving a competitive procurement process.

The Contractor will assist during the pre-qualification stage through final tender by potentially providing (but not limited to) detailed technical, legal, and financial analysis and key internal MCC assessments. Following contract award, the government and project sponsor may need additional support during negotiation of revisions to the original draft contract to achieve final financial close. The Contractor also will work with MCC and its partner countries to help build capacity to properly oversee and manage the tender, implementation and close-out of concessions and other types of PPP projects in accordance with international best practice;

Project activities notionally include, but are not limited to:

• Reviewing and advising on the evolving project preparation and feasibility (including technical, economic, financial, environmental, social, etc.) assessment activities being conducted by the Transaction Advisors;

• Reviewing and advising on the evolving commercial structure of the PPP project including risk allocations, output specifications, performance standards, and other contractual requirements together with other matters being developed by the Transaction Advisors;

• Reviewing and advising on the Transaction Advisor’s shadow financial model;

• Reviewing and advising on the evolving Key Project Documentation, such as Project Agreement, security/credit enhancement package;

• Reviewing and advising on market outreach relating to the project, including Information Memorandum, road shows, etc.

• Reviewing and advising on documents related to the tender and/or procurement;

• Advising MCC on matters related to the review and evaluation by MCC country partners and their

Transaction Advisors of technical and financial proposals submitted by bidders and any subsequent negotiations with preferred bidders;

• Reviewing and advising on value for money together with affordability and fiscal impact of project on MCC country partner governments;

• Reviewing and advising on issues relating to MCC partner governments’ approvals to enter into PPP contract with winning bidder;

• Reviewing and assisting during the commercial lenders’ due diligence phase, including financial structuring/arranging activities and negotiations leading to financial closing;

• Reviewing the work of third-party monitoring and evaluation (M&E) consultants including, supporting development and monitoring of Key Performance Indicators (KPIs) and other metrics and indicators needed by MCC and/or its country partners for M&E monitoring requirements;

• Advising MCC and MCC country partners as necessary during the post-financial closing phase, including construction and operations & management phases;

• Reviewing and advising on other documents and issues, as needed;

• Working with the government entities in the host countries responsible for regulating, managing and otherwise overseeing the implementation of PPP projects to ensure these entities discharge their responsibilities in accordance to applicable law and contracted requirements; and

• Providing training on related issues such as risk allocation, innovative approaches, and best practice.

• Other advice to MCC and/or partner countries as required, in accordance with the scope of this requirement.

Task 5: Expanding Access to Finance - The Contractor shall work with MCC and its partner countries to design and implement activities that can facilitate access to finance for SOEs, SIFs, and SNEs, SMEs, cooperatives, or similar, including conducting analyses and due diligence; developing knowledge products; delivering technical assistance; preparing for and obtaining credit ratings, including shadow ratings; preparing for and executing potential capital market transactions without sovereign guarantees; facilitating access to finance for SMEs and smallholder farmers; developing new financial products or mechanisms; and preparing for and executing potential results-based finance and blended finance approaches. Potential areas for support may include, but are not limited to:

• Developing action plans for enhancing the creditworthiness of SOEs and SNEs such as utilities, strategic investment funds, road funds, SMEs, cooperatives, or similar;

• Performing financial and operations analyses;

• Developing and assessing the viability of alternative financing options;

• Strengthening demand-side capabilities relating to SOEs, SNEs, SMEs, cooperatives, and similar including but not limited to:

o Legal/regulatory/institutional/governance framework o Leadership/general management o Organizational, business process, and governance reforms o Revenue and expenditure management o Budgeting/business planning over a multi-year framework o Procurement planning o Financial/fiscal management o Liquidity management o Financial management systems o Liability management o Risk management processes o Capital investment planning, funding, and execution o O&M/operating efficiency

• Reviewing supply-side issues relating to finance, including but not limited to:

o Potential funding instruments, including debt, grants, blended finance, equity, and capital markets;

o Conducting market sounding with commercial lenders, institutional investors, and other potential funding sources; and o Assessing and otherwise developing credit bureau capabilities and databases to facilitate credit analysis.

• Analysis of financial institution and financial services ecosystem in country that may include corporate, project, and SME/smallholder financing needs. SME/smallholder financing analyses should consider in addition to traditional banks, alternative services such as microfinance institutions, cooperative and rural banks, etc. Analyses may include examination of industry structure and regulation, as well as barriers preventing efficient allocation of financial capital to meet demand.

• Analysis to inform structure of blended capital approaches, including approaches that may use grant capital to catalyze commercial investment in MCC target industries. Analysis of whether insertion of grant or below-market rate financing to catalyze commercial private investment may introduce market distortion.

• Analysis of agricultural financing mechanisms, including value chain financing, and support for their development and implementation.

• Analysis of energy efficiency financing mechanisms and support for their development and implementation.

• Introduction and adoption of technologies such as digital payments, mobile banking, or drones for insurance company adjusters, to support service delivery.

• Providing training on related issues, such as access to financing, creditworthiness, credit analysis, banking and financial products, and results-based financing approaches.

• Other advice to MCC and/or partner countries as required, in accordance with the scope of this requirement.

Task 6: Training -- The Contractor shall provide training, as needed, to MCC and its partner countries in subjects related to PPPs, other partnered approaches, and access to finance.

CONFLICT OF INTEREST

The firm would be precluded from bidding on work and services (design, assessment, construction and supervision) to be procured by the local MCA accountable entity or using funds advanced under a Compact in the relevant country, unless the consultant submits a mitigation plan sufficient to ameliorate any conflict of interest pursuant to the rules applicable to the procurement process.

SECTION D - PACKAGING AND MARKING

The contractor shall ensure the BPA and any Call Order Number is clearly visible on all information submitted to the Contracting Officer Representative, Project Monitor and/or Contracting Officer.

SECTION E - INSPECTION AND ACCEPTANCE

E.1 Incorporated by Reference: FAR 52.212-4 (a) Inspection/Acceptance

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SECTION F - DELIVERIES OR PERFORMANCE

F.1 PERIOD OF PERFORMANCE

April 17, 2017 through April 16, 2022

F.2 PLACE OF PERFORMANCE

Performance shall be at the vendor location, MCC headquarters in Washington, DC, if required and any country where the Millennium Challenge Corporation has or may provide foreign assistance. See www.mcc.gov for current and potential future locations abroad.

F.3 DELIVERABLES

Specific deliverables and due dates will be defined for each Call Order. Deliverables may include, but not be limited to:

• Kick Off Meeting;

• Workplans;

• Travel to MCC countries;

• Training materials and courses, knowledge products, and workshops;

• Project assessment;

• Assessment of critical path issues to project implementation;

• Preparation of project preparation plans and budgets;

• Project/program design recommendations – including budgets, timelines, and resources – for developing and implementing MCC compact/threshold programs;

• Recommendations on required actions and sequencing of interventions needed to strengthen the enabling environment, institutional capacity, and necessary project-related conditions for PPPs, other partnered approaches, or improving access to finance, together with the MCC partner country governments’ and MCC’s capacity to develop and implement them;

• Preparation of action plans, including preparation of TORs and budgets for additional consultancies as may be necessary;

• Alternatives analyses;

• Financing options analyses;

• TORs for Transaction Advisors and other consultants to assist MCC and its partner country governments in structuring and procuring PPPs or for executing capital market transactions and results-based financing approaches;

• Preparation of TORs for MCC to hire due diligence contractors and other consultants as necessary;

http://www.mcc.gov/

• Preparation of TORs for MCC to hire other contractors and other consultants to assist MCC partner countries to design, develop, and implement to be supported by MCC compact and threshold programs; and

• Other advice, reports, and deliverables as needed per specific call order.

The Contractor shall address and incorporate comments provided by MCC into final deliverables, as appropriate. The Contractor may be requested to submit or present deliverables not only to MCC but also to high-level government officials in eligible countries and to counterpart teams in eligible countries.

Deliverables shall be submitted in English as well as potentially French, Spanish or other language, if required in specific call order requirements.

F.4 DELIVERABLE FORMATS

All such reports are to be submitted in English, French or Spanish, as requested by MCC, in three (3) hard copies, and an electronic copy using WINDOWS based MS-Office 2007 or later products including WORD for text, data tables in EXCEL, appropriate MS-Office 2003 or later programs for exhibits, and schedules using MS- Project. Original drawing files should be submitted in AUTOCAD 2002 (or later), and also in PDF printable version. Digital photo files should be submitted in JPG format. GIS data should be submitted both in ArcView files, and PDF printable files. Presentations should be prepared with PowerPoint. All work files shall be submitted to MCC along with PDF files.

The Contractor shall establish and maintain a comprehensive reference index of all relevant documents reviewed by the Contractor. Any and all such documents made available and collected by the Contractor, will be compiled in usable form and delivered in an organized fashion to MCC at the end of the contract.

F.5 ACCEPTANCE CRITERIA

Deliverables will be evaluated according to the following criteria:

• Thoroughness and timeliness in complying with all of the elements in the tasks specified.

• Quality and clarity of analyses and work produced.

• Timeliness and efficacy of communications with the Core Team and relevant counterparts at MCC.

All reports are to be submitted in English in hard and electronic copy (in MS Word), with tables, data and calculations in MS Excel.

F.6 TIMING AND REPORTING

All formal communication with MCC, including reports, will be submitted to the Contracting Officer Representative (COR). The COR for this requirement will be identified via separate correspondence.

The COR will have technical responsibility for monitoring the performance. The COR will review and evaluate the contract’s performance, and also will coordinate any communications with relevant counterparts and other donor agencies and organizations.

Any change in the terms of the contract must be made in writing and approved by the Contracting Officer. No representation of the COR shall serve as a basis for an alteration in the general scope of this contract or of the terms and conditions of the contract unless confirmed in writing by the Contracting Officer. The contractor must communicate with the Contracting Officer on all matters that pertain to the contract terms. Proceeding with the work without proper contractual coverage could result in nonpayment for that work.

F.7 MCC TECHNICAL DIRECTION

For tasks performed under time and materials / labor hours, the following provision shall be followed:

(a) Performance of the work under this contract is subject to the written technical direction of the Contracting Officer Representative (COR), and any Government Project Monitors (PM), who shall be specifically appointed, and responsibilities identified, by the Contracting Officer in writing in accordance with MCC policy. "Technical direction" means a directive to the Contractor that approves approaches, solutions, designs, or refinements; fills in details or otherwise completes the general description of work or documentation items; shifts emphasis among work areas or tasks; or furnishes similar instruction to the Contractor. Technical direction includes requiring studies and pursuit of certain lines of inquiry regarding matters within the general tasks and requirements in Section C of this contract, and any resulting Call Order.

(b) The COR/Government PM does not have the authority to, and shall not, issue any instruction purporting to be technical direction that—

(1) Constitutes an assignment of additional work outside the statement of work;

(2) Constitutes a change as defined in the changes clause;

(3) Constitutes a basis for any increase or decrease in the total estimated contract/Call Order cost, the fixed fee (if any), or the time required for contract/Call Order performance;

(4) Changes any of the expressed terms, conditions, or specifications of the contract/Call Order;

or

(5) Interferes with the Contractor's rights to perform the terms and conditions of the contract/Call Order.

(c) Technical direction may be oral or in writing; however, the COR or government PM shall confirm oral direction in writing within five workdays.

(d) The Contractor shall proceed promptly with the performance of technical direction duly issued by the COR or PM in the manner prescribed by this clause and within the COR's/PM’s authority. If, in the Contractor's opinion, any instruction or direction by the COR/PM falls within any of the categories defined in paragraph (b) of this clause, the Contractor shall not proceed but shall notify the Contracting Officer in writing within 5 workdays after receiving it (either orally or in writing, whichever comes first) and shall request the Contracting Officer to take action as described in this clause. Upon receiving this notification, the Contracting Officer shall either issue an appropriate contract/Task Order modification within a reasonable time or advise the Contractor in writing within 30 days that the instruction or direction is—

(1) Rescinded in its entirety; or

(2) Within the requirements of the contract/Task Order and does not constitute a change under the changes clause of the contract/Task Order, and that the Contractor should proceed promptly with its performance.

(e) A failure of the Contractor and Contracting Officer to agree that the instruction or direction is both within the requirements of the contract/Task Order and does not constitute a change under the changes clause, or a failure to agree upon the contract action to be taken with respect to the instruction or direction, shall be subject to the Disputes clause of this contract.

(f) Any action(s) taken by the Contractor in response to any direction given by any person other than the Contracting Officer or the COR/PM shall be at the Contractor's risk.

SECTION G - CONTRACT ADMINISTRATION DATA

G.1 LABOR RATES

Labor Rates within this Blanket Purchase Agreement are ceiling rates for each period as outlined in Section B.

The ceiling rates shall…