Insurance_Underwriter_FormSF1449_Amended.pdf

RFQ IFB RFP

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

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

1. REQUISITION NUMBER PAGE OF

2. CONTRACT NO. 3. AWARD/EFFECTIVE

DATE

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

DATE

7. FOR SOLICITATION

INFORMATION CALL:

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

8. OFFER DUE DATE/

LOCAL TIME

9. ISSUED BY

13b. RATING

14. METHOD OF SOLICITATION

CODE

15. DELIVER TO 16. ADMINISTERED BY CODE

18a. PAYMENT WILL BE MADE BY CODEFACILITY

CODE

CODE

TELEPHONE NO.

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

OFFER

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

BELOW IS CHECKED

SEE ADDENDUM

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

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

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

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN

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

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

29. AWARD OF CONTRACT: REF.

DATE . YOUR OFFER ON SOLICITATION

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

SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR

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

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

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

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

STANDARD FORM 1449 (REV. 2/2012)

Prescribed by GSA - FAR (48 CFR) 53.212

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

OFFER

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

ARE ARE NOT ATTACHED

ARE ARE NOT ATTACHED

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

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

17a CONTRACTOR/

OFFEROR.

CODE

8 (A)

SIZE STANDARD:

NAICS:

% FOR:SET ASIDE:UNRESTRICTED OR

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SMALL BUSINESS

10. THIS ACQUISITION IS

EDWOSB

SMALL BUSINESS PROGRAM

STANDARD FORM 1449 (REV. 2/2012) BACK

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

32a. QUANTITY IN COLUMN 21 HAS BEEN

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

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

32b. SIGNATURE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32c. DATE

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

42a. RECEIVED BY (Print)

42b. RECEIVED AT (Location)

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

40. PAID BY

32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

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

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

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

CORRECT FOR

PARTIAL FINAL

37. CHECK NUMBER

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

36. PAYMENT

COMPLETE PARTIAL FINAL

Attachment Page

PAGE 3 OF 57 OPIC-15-R-0004

Contents

B CONTRACT SERVICES AND PRICES

B.1 TYPE OF CONTRACT

B.2 PERIOD OF PERFORMANCE

B.3 PLACE OF PERFORMANCE

B.4 FUNDING

B.5 CONTRACT PRICE

B.6 PAYMENT SCHEDULE

B.7 CLIN DESCRIPTION

B.8 REQUIREMENT FOR USE OF NON-DISCLUSURE AGREEMENT

C PERFORMANCE WORK STATEMENT

C.2 SCOPE OF WORK

C.4 PERFORMANCE REQUIREMENTS SUMMARY

C.5 PERFORMANCE EVALUATION CRITERIA

C.6 REQUIRED CONTRACTOR LEVEL OF EFFORT

C.7 SKILL OR RELEVANT EXPERIENCE REQUIREMENT

C.9 PERSONNEL SECURITY/ SUITABILITY CLEARANCE REQUIREMENTS

D SECTION D - PACKAGING AND MARKING

D.1 PAYMENT OF POSTAGE AND FEES

D.2 MARKING DELIVERABLES

E INSPECTION AND ACCEPTANCE

F DELIVERIES OR PERFORMANCE

F.1 DELIVERIES OR PERFORMANCE PROVISIONS

F.2 PERIOD OF PERFORMANCE

F.3 WORK PRODUCTS AND DELIVERABLES

F.4 PLACE OF DELIVERY FOR WORK PRODUCTS AND DELIVERABLES

F.5 WORK PRODUCT AND DELIVERABLE ACCEPTANCE CRITERIA AND

INSPECTION

G SECTION G – CONTRACT ADMINISTRATION DATA

G.1 CONTRACT MANAGEMENT

G.2 CONTRACTING OFFICER'S AUTHORITY

G.2.1 CONTRACTING OFFICER'S REPRESENTATIVE (COR)

G.3 ADDITIONAL PROCEDURES FOR INVOICING

PAGE 4 OF 57 OPIC-15-R-0004

G.4 TRAVEL REQUIREMENT

H SPECIAL CONTRACT REQUIREMENTS

H.1 ORGANIZATIONAL CONFLICT OF INTEREST

H.2 HARMLESS FROM LIABILITY

H.3 DUPLICATION OF EFFORT

H.4 KEY PERSONNEL

H.5 REGULATORY NOTICE

H.6 NOTIFICATION OF INTENT TO SUBCONTRACT –

H.7 SECURITY

H.8 OPIC CLAUSES AND SPECIAL PROVISIONS APPLICABLE TO THIS ORDER ... 23

I CONTRACT CLAUSES

J LIST OF ATTACHMENTS

K REPRESENTATIONS AND CERTIFICATIONS

L INSTRUCTIONS, CONDITIONS, AND NOTICES TO OFFERORS

L.1 Inquiries

L.2 WRITTEN PROPOSAL

L.3 GENERAL INSTRUCTIONS

L.4 Anticipated Award Date

M METHOD OF EVALUATION, FACTORS, AND BASIS FOR AWARD51

PAGE 5 OF 57 OPIC-15-R-0004

B CONTRACT SERVICES AND PRICES

B.1 TYPE OF CONTRACT

This is a Firm Fixed Price type contract for services.

B.2 PERIOD OF PERFORMANCE

a. The base period of performance for this contract is from the Date of the Award (TBD) through one year and three option years. If an option is exercised, the period of performance shall be extended through the end of that option period.

b. The option periods that may be exercised are as follows:

Period Start Date End Date

Option I 4/15/2016 4/14/2017

Option II 4/15/2017 4/14/2018

Option III 4/15/2018 4/14/2019

B.3 PLACE OF PERFORMANCE

The place of performance will be at the Overseas Private Investment Corporation (OPIC) Headquarters building, located at 1100 New York Avenue NW, in Washington, D.C.

B.4 FUNDING

The parties agree that the government will fully fund this contract. The amount of funds presently available for payment to the Contractor for performance under this contract are $TBD. The

Contractor shall not provide services that would result in exceeding this amount except at its own risk.

B.5 CONTRACT PRICE

In consideration of the Contractor’s full performance of the work required under this contract, the

U.S. Overseas Private Investment Corporation will pay the Contractor the firm fixed price of $TBD during the Base period of performance. The Government will pay the Contractor only for work that the contractor performs and the Government accepts.

The Contractor’s fixed price includes all costs and expenses, direct and indirect, as well as any profit, fee, including markups of any nature required or incurred by the Contractor in the performance of this contract.

B.6 PAYMENT SCHEDULE

The Contractor shall submit invoices on a monthly basis beginning on the first day of the month that follows the first month of performance. Monthly invoices shall include all charges related to the

PAGE 6 OF 57 OPIC-15-R-0004

previous month of performance. The Government will not pay the Contractor for work that the contractor does not perform.

B.7 CLIN DESCRIPTION

CLINs 0001 through 3001 - LABOR

The following tables list the categories of labor applicable to this contract and the rates that the

Contractor has used to determine its Firm Fixed Price. The parties agree that the Government may use these rates to downward adjust the contract price in the event that Contractor employees do not provide the required level of effort. The Contractor shall provide, at a minimum, the required level of effort shown in each table during each period of performance.

CLIN 0001 Labor – (Base Period) April 15, 2015 through April 14, 2016

Labor Category

Number

FTEs Rate

Required

Level of

Effort

Hours Total Price

Political Risk Insurance Senior

Underwriter/Business Development 1

Total

CLIN 1001 Labor – (Option 1) April 15, 2016 through April 14, 2017

Number

FTEs Rate

Required

Level of

Effort

Hours Total Price

Political Risk Insurance Senior

CLIN 2001 Labor – (Option 2) April 15, 2017 through April 14, 2018

Number

FTEs Rate

Required

Level of

Effort

Hours Total Price

Political Risk Insurance Senior

PAGE 7 OF 57 OPIC-15-R-0004

CLIN 3001 Labor – (Option 3) April 15, 2018 through April 14, 2019

Number

FTEs Rate

Required

Level of

Effort

Hours Total Price

Political Risk Insurance Senior

B.8 REQUIREMENT FOR USE OF NON-DISCLUSURE AGREEMENT

The Contractor shall deliver to the COR a signed nondisclosure agreement (NDA) for all Contractor personnel for whom there exists the possibility of coming into contact with “OPIC materials and information”, as defined in the NDA. All such Contractor personnel must sign and submit to the

COR the Nondisclosure agreement included in Section J herein. The contractor shall provide the signed nondisclosure agreements to the COR prior to the Contractor’s staff commencing their assigned duties within the Overseas Private Investment Corporation’s headquarters building or at any of its other offices.

[END OF SECTION B]

PAGE 8 OF 57 OPIC-15-R-0004

C PERFORMANCE WORK STATEMENT

C.1 BACKGROUND

(a) OPIC is the U.S. Government's development finance institution. It mobilizes private capital to help solve critical world challenges and, in doing so, advances U.S. foreign policy. Because OPIC works with the U.S. private sector, it helps U.S. businesses gain footholds in emerging markets by catalyzing revenues, jobs and growth opportunities both at home and abroad. OPIC achieves its mission by providing investors with financing, guarantees, political risk insurance, and support for private equity investment funds. Established as an agency of the U.S. Government in 1971, OPIC operates on a self-sustaining basis at no net cost to American taxpayers. OPIC services are available for new and expanding business enterprises in more than 150 countries worldwide. OPIC-assisted projects are required to uphold U.S.

best practices as they pertain to human rights, workers' rights, and the environment, and to avoid negative impact on the U.S. economy. For more information on OPIC and its programs see www.opic.gov.

(b) OPIC is seeking a contractor to provide staffing support to OPIC’s Political

Risk Insurance Department. The Political Risk Insurance Department provides political risk insurance to U.S. investors, contractors, exporters and financial institutions involved in international transactions. Political risk insurance generally covers currency inconvertibility, expropriation and political violence, and is available for investments in new ventures, expansions of existing enterprises, privatizations and acquisitions with positive developmental benefits The Political Risk Insurance Department also provides specialized insurance products, such as products that protect against the Non-Honoring of a Sovereign Guaranty, Breach of Contract coverage for long term export, supply of equipment or service contracts, and products specifically developed for investments in Renewable Energy and

Renewable Resources projects (water, agriculture, forestry).

C.2 SCOPE OF WORK

Political Risk underwriting

Business Development

Renewable Energy/Non-Honoring of a Sovereign Guarantee/Breach of Contract

C.3 STATEMENT OF WORK / SPECIFICATIONS

The Contractor shall furnish the necessary personnel, services, materials and equipment, except as otherwise specified, to perform the following specifications.

PAGE 9 OF 57 OPIC-15-R-0004

C.3.1 SPECIFIC TASKS

SCOPE OF WORK AND TASKS FOR THIS POSITION

As a Contractor for OPIC serving as a political risk insurance senior underwriter and business development specialist, you will perform the following duties:

A. Serve as a senior underwriter managing the most complex, sensitive, or precedent-setting insurance projects that involve significant risk and judgments of insurable interests.

B. Assist the Vice President of Insurance in maintaining and expanding the business pipeline for OPIC's risk mitigation services, working with U.S. and foreign private sector and government officials, as well as with representatives of multilateral and bilateral development finance institutions.

C. Identify potential OPIC clients/projects to be developed in OPIC-eligible countries and sectors that are determined to be priorities for OPIC support, including but not limited to

Renewable Energy and Renewable Resources, and eligible investors for OPIC’s Non-

Honoring of a Sovereign Guarantee and Breach of Contract products.

D. Develop and sustain relationships for the Insurance Department with corporate, multilateral, and bilateral representatives to ensure early identification of future projects with potential for enhanced OPIC participation.

E. Educate and inform U.S. Government agencies about OPIC programs, priorities, and resources.

F. Plan, design and carry out projects and studies, personally handling unusually complex and significant issues, as well as assists in representing the Corporation at the highest levels in negotiations with investors and foreign government representatives. Projects include the most complex issues and conditions and require the conducting of sensitive negotiations and original underwriting techniques performed with authoritative technical independence.

G. Counsel prospective U.S. investors, analyze requests for political risk insurance, negotiate the terms and conditions of insurance contracts, processing of applications and securing foreign government approval of projects and recommending approval of insurance for eligible projects.

H. Review requests for registration of new projects and insurance applications for political risk insurance. Analyze the nature of investment, equity and loan instruments, project agreements, and related documents. Determine whether there is over-concentration in the industry or country.

PAGE 10 OF 57 OPIC-15-R-0004

C.3.1.1 Task Management

The contractor shall be responsible for providing task management throughout the period of performance. The contractor shall be responsible for planning activities, scheduling and organizing resources, controlling the execution of tasks, monitoring task progress, ensuring quality and timeliness, resolving critical issues, and planning for subsequent phases of work.

In order to provide the level of task management required for this effort, the Contractor shall:

a. Participate in a kickoff meeting to ensure a complete understanding of the tasks to be performed. Within five business days of award, the contractor shall participate with the

Government in an initial kickoff meeting at the Overseas Private Investment Corporation headquarters building. Objectives of this meeting include introducing key participants, explaining roles, and reviewing the tasks to ensure a common understanding of the requirements;

b. Conduct monthly status meetings with the COR

c. Provide a written monthly status report to the COR to exchange information, coordinate project activities and discuss project status The status report shall include the status of project schedules or other relevant events, including outstanding issues and/or problems;

d. Maintain staffing level.

C.4 PERFORMANCE REQUIREMENTS SUMMARY

PERFORMANCE

REQUIREMENT

EXPECTED

OUTCOME

PERFORMANCE

STANDARD

METHOD OF

SURVEILLANCE

Contractor provides task management throughout period of performance.

a. Contractor participates in kickoff meeting to ensure a complete understanding of the tasks to be performed;

b. Contractor participates in status meetings to exchange information, coordinate activities and discuss project status;

c. Contractor submits monthly status reports to include accomplishments, Contractor attends kickoff meeting.

No more than 2 missed meetings per quarter

(does not include kickoff meeting) unless approved in advance.

No unapproved deviation in submission of the monthly status report.

Contractor maintains

100% staffing level

(exception: initial security processing may take up to 1 week).

The COR will observe

Contractor’s participation in meetings and will verify that Contractor provides deliverables on time. COR will review Contractor’s work products and deliverables.

COR monitors on-site staffing level against required staffing level specified in the contract.

PAGE 11 OF 57 OPIC-15-R-0004

PERFORMANCE

REQUIREMENT

EXPECTED

OUTCOME

PERFORMANCE

STANDARD

METHOD OF

SURVEILLANCE

challenges, and progress towards scheduled deliverables;

and

d. Contractor maintains staffing level.

Contractor develops constructive and cooperative working relationships with others.

Contractor gives full attention to all incoming correspondence and respond with appropriate consideration.

Responses are timely and thorough. Few customer complaints.

Routine surveillance and review by COR

Contractor provides information to staff by telephone, in written form, email, or in person.

Contractor communicates effectively as appropriate for the needs of the audience.

Communication is clear and concise. All staff understands communication.

Routine surveillance and review by COR

Contractor performs day-to-day administrative tasks such as maintaining information files and processing paperwork

Contractor maintains project files in

Insurance Department databases.

Records are complete, concise and grammatically correct.

Work is timely, error-free, and well organized.

Routine surveillance and review by COR

C.5 PERFORMANCE EVALUATION CRITERIA

All tasks are completed and deliverables are submitted on time according to agreed upon due dates in accordance with the Deliverables Schedule.

All tasks and deliverables are completed / delivered in accordance with the respective performance standard identified in the Performance Requirements Summary.

Technical content of written documents are acceptable to the COR and Task Manager.

Refer to paragraph C.5 for work products and deliverable acceptance criteria.

All errors in work products and deliverables are identified and corrective measures are completed within 5 business days.

PAGE 12 OF 57 OPIC-15-R-0004

C.6 REQUIRED CONTRACTOR LEVEL OF EFFORT

The annual Contractor level of effort (LOE) necessary to perform the required tasks are as follows:

All periods of performance

Administrative Support

1,880 hours X 1 FTE X 4 years TOTAL 7,520 hours

Notes:

1. The required level of effort assumes 10 federal holidays, 10 vacation days and 5 sick days.

2. The Contractor’s level of effort may be increased as required by the Government.

C.7 SKILL OR RELEVANT EXPERIENCE REQUIREMENT

OPIC is seeking a contractor with both (i) demonstrated political risk insurance underwriting experience for developmental investments into emerging market countries and (ii) strong financial/credit skills and business development/marketing skills.

The contractor employee shall be fully trained and ready to perform the tasks of this contract.

The Contractor shall not make any changes or substitutions in personnel until it has received authorization from the Contracting Officer or the COR to proceed with the change. Two week advance notice is required.

The following section describes the skills or relevant experience determined necessary of assigned

Contractor personnel to satisfy the requirements of this contract:

C.7.1 Personnel Qualifications – Political Risk Insurance Senior Underwriter/Business

Development

The contractor personnel assigned to perform the tasks outline in this PWS must possess:

Graduate degree in subject matter relevant to job description (e.g., Master’s in

International Affairs, Business, etc.)

Experience with underwriting different types of investments in emerging market counties, including the evaluation of project agreements such as power purchase agreements, concessions, joint venture agreements and government guarantees.

Skill in applying financial expertise to project evaluation, structuring and reviewing financial models to assess project viability.

Skill in writing and presenting detailed underwriting memoranda and investment approval memoranda for Senior Management.

Skill in (i) drafting political risk insurance and reinsurance contracts; (ii) negotiating such contracts; and (iii) analyzing other political risk insurers’ contracts.

PAGE 13 OF 57 OPIC-15-R-0004

C.8 GOVERNMENT-PROVIDED ACCESS AND RESOURCES

The Government will provide the following:

DESCRIPTION OF GOVERNMENT

PROVIDED RESOURCES

SPECIAL INSTRUCTIONS

Access to government facilities, and the use of equipment, i.e., computer, desk, phone, etc.

Access is subject to contractor complying with security requirements, and approval by the Government.

Access to government representatives who are involved in the project.

None.

Access to government reports, information, etc.

associated with the project.

Access is subject to contractor complying with security requirements, and approval by the Government.

C.9 PERSONNEL SECURITY/ SUITABILITY CLEARANCE REQUIREMENTS

All contract personnel who will have access to United States Overseas Private Investment

Corporation data or websites shall have an Overseas Private Investment Corporation approved background investigation prior to gaining access to the Overseas Private Investment Corporation

(per the standards in 5 CFR Part 731). Overseas Private Investment Corporation approved background investigations may include the Applicant Name Check, the National Agency Check and

Inquiry (NACI), Special Agreement Check (OFI-86C), and/or other Overseas Private Investment

Corporation approved previous investigation(s). Personnel and Physical security contract employees must be able to obtain and maintain a favorable fitness / suitability determination.

Should the Contracting Officer or designee receive an unsuitable report on any contract employee as a result of processing the required forms, or should an existing employee under this contract become unsuitable or unfit for assigned duties in this regard, the Contractor will be advised by the

Government that such employee cannot be assigned to work or continue to work under the contract.

The Contractor shall immediately remove any such employee and begin the process to replace him/her with a suitable substitute.

Potential contract employees who have previously had their suitability determined may not need to submit forms, pending verification to the Overseas Private Investment Corporation by the prior

Government agency or unless one (1) calendar year or more has elapsed since they last started work.

These potential contract employees shall, however, submit, in lieu of Overseas Private Investment

Corporation required paperwork and prior to employment, a statement on the prior agency’s letterhead that they have a current suitability determination. In addition to being submitted on the respective agency's letterhead, the statement shall also list the following: Full Name, Social Security

Number, Date of Birth, and a Point-of-Contact, including an up-to-date telephone number, contract number(s), and performance dates for contracts on which they have or are currently participating, PAGE 14 OF 57 OPIC-15-R-0004 which required such a determination.

Applicants may be required to complete the following:

Personal Identification Verification (PIV) Online Training

I-9 Form, Employment Eligibility Verification

SF-85, Questionnaire for Non-Sensitive Positions

Fingerprints

OF-306, Declaration for Federal Employment

[End Section C]

PAGE 15 OF 57 OPIC-15-R-0004

D SECTION D - PACKAGING AND MARKING

D.1 PAYMENT OF POSTAGE AND FEES

All postage and fees related to the submission of information, including forms, reports, etc., to the Contracting Officer, the Contracting Officer’s Representative (COR), or the person(s) designated to receive, shall be the responsibility of the Contractor.

D.2 MARKING DELIVERABLES

All information submitted to the Contracting Officer, the Contracting Officer’s Representative, or the person(s) designated to receive deliverables, shall clearly indicate the contract number.

[End Section D]

E INSPECTION AND ACCEPTANCE

Final inspection and acceptance of all work performed, reports, and other deliverables will be performed by the COR identified in Section G at the place of delivery.

[End Section E]

PAGE 16 OF 57 OPIC-15-R-0004

F DELIVERIES OR PERFORMANCE

F.1 DELIVERIES OR PERFORMANCE PROVISIONS

52.252-2 PROVISIONS INCORPORATED BY REFERENCE (FEB 1998)

This solicitation incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically as follows:

www.arnet.gov

NUMBER TITLE DATE

52.242-15 STOP-WORK ORDER AUG 1989

52.242-17 GOVERNMENT DELAY OF WORK APR 1984

52.247-34 F.O.B DESTINATION NOV 1991

F.2 PERIOD OF PERFORMANCE

a. The base period of performance for this contract is from Date of Award (TBD) through

4/14/2016. If an option is exercised, the period of performance shall be extended through the end of that option period.

b. The option periods that may be exercised are as follows:

Period Start Date End Date

Option I 4/15/2016 4/14/2017

Option II 4/15/2017 4/14/2018

Option III 4/15/2018 4/14/2019

F.3 WORK PRODUCTS AND DELIVERABLES

The following work products and deliverables are essential to the successful completion of this contract:

F.3.1 DELIVERABLES

1. Monthly Status Reports – The Contractor shall provide to the COR a written monthly status report that includes a summary of significant activities, outstanding issues and/or problems.

The status report shall contain all information necessary to inform the status of project schedules or other relevant events, including events that may impact project performance, such as changes or delays in project schedule and the corrective action being taken.

Monthly status reports shall include an explanation for deadlines that the Contractor does not meet. The explanation shall clearly identify the cause of the delay. As a minimum requirement, the Contractor shall provide the monthly status report to the COR once per month when invoices are submitted.

PAGE 17 OF 57 OPIC-15-R-0004

2. The Contractor shall submit to the COR the first monthly status report at the completion of the first month in which services were performed. The COR will notify the Contractor of any changes needed after delivery of the first report and issue approval of the report format.

Once approved, this format shall be followed monthly. Any deviations/changes must be approved by the COR. The monthly status report should include, at a minimum, the following information:

F.3.2 DELIVERABLE SCHEDULE

Deliverables Schedule

Reference Deliverable Format Frequency Due Date

F.3.1 Monthly Status

Report

Word/pdf/email Monthly TBD

The contractor shall provide work products and deliverables that conform to the work products and deliverables acceptance criteria specified in paragraph F.5 of this task contract.

F.4 PLACE OF DELIVERY FOR WORK PRODUCTS AND DELIVERABLES

Services under this contract shall be delivered to:

Deliverable

Item #

# of Copies Address

All items 1 Katherine Schweigart - Contracting Officer’s Representative

U.S. Overseas Private Investment Corporation

1100 New York Avenue, NW

Washington, D.C. 21527

Phone: 202-336-8467

E-mail: kschweigart@opic.gov

F.5 WORK PRODUCT AND DELIVERABLE ACCEPTANCE CRITERIA AND

INSPECTION

Item Description

Project Identification Project or Requirement Description

Accomplishments Actions Completed

Status Current Status Of The Project

Activities Planned Pending Actions Planned

Problems/Issues of Concern Problem, Source and

Recommendation or Corrective Action

Taken

Signature Project Manager or contractor employee signature

PAGE 18 OF 57 OPIC-15-R-0004

F.5.1 ACCEPTANCE CRITERIA

All contractor-produced documents and documentation (‘work products’) shall meet the following general acceptance criteria. Final inspection and acceptance of all work performed, reports and other deliverables, will be performed at the place of delivery by the Overseas Private Investment

Corporation’s COR.

Clarity Work Products and technical content shall be relevant and unambiguous, and shall adhere to accepted elements of style. Presentations, if any, shall be easy to understand and be relevant to the supporting narrative.

Adherence to Requirements All work products must satisfy the requirements of this statement of work and must contribute to the overall success of the tasks.

Format Work products and deliverables shall be submitted in the format specified on the Deliverables section of the contract (if applicable), or as specified by the COR or

Task Manager. If format is not specified in the Deliverables section of the contract, the

Contractor shall submit all work products in formats compatible with Microsoft 2000.

Completeness Work products and deliverables shall be comprehensive and entirely developed (i.e. have all parts or elements).

Timeliness – Work products and deliverables shall be available at the time required and generated on or before specified and mutually agreed to due dates or in accordance with a later mutually agreed to scheduled date.

Communication – Communication with client/customers is professional, clear, and concise. Communication, both verbal and non-verbal, always maintains the goal of working toward positive solutions.

File Documentation – File documentation is organized and free of errors.

Significant Deficiencies - Work products shall be free of significant deficiencies.

Significant deficiencies are findings by reviewing officials of serious omissions, inaccuracies, noncompliance with legal requirements and standards, and failures to adhere to review protocols and accepted procedures. Examples of significant deficiencies include, but are not limited to the following:

o Omission of required documents.

o Documents that do not conform to approved standards for content and format.

o Review packages that are not organized.

o Documents with material errors or inadequacies.

o Review packages with record of required reviews and approvals.

F.5.2 INSPECTION

The COR will review, for completeness and quality, all work products and deliverables submitted

PAGE 19 OF 57 OPIC-15-R-0004

by the Contractor, and may return them to the Contractor for correction. The Contracting Officer may delegate responsibility for review to other employees with appropriate expertise. Absence of any comments by the COR will not relieve the Contractor of the responsibility for complying with the requirements of the contract. Final approval and acceptance of work products and deliverables will be provided in writing by the COR.

[End Section F]

PAGE 20 OF 57 OPIC-15-R-0004

G SECTION G – CONTRACT ADMINISTRATION DATA

G.1 CONTRACT MANAGEMENT

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

G.2 CONTRACTING OFFICER'S AUTHORITY

The Contracting Officer (CO) will perform all contract administration. The CO is the only person with the authority to act as an agent of the U.S. Government under this contract and is the only person authorized to make or approve any changes in any of the requirements of this contract.

Notwithstanding any provisions contained elsewhere in this task order contract, the said authority remains solely in the Contracting Officer. In the event the Contractor makes any changes at the direction of any person other than the CO, the change will be considered to have been made without authority and no adjustment will be made in the contract price to cover any increase in costs incurred as a result thereof. Only the CO has the authority to: (1) direct or negotiate any changes in the PWS; (2) modify or extend the period of performance; (3) change the delivery schedule, (4) authorize reimbursement to the Contractor for any costs incurred during the performance of this contract; or (5) otherwise change any terms and conditions of this contract.

TBD is the Contracting Officer (CO) for this task order. Communications pertaining to contract administration matters shall be addressed to the CO. No changes in or deviation from the scope of the work shall be effected without a Supplemental Agreement (contract modification) executed by the CO authorizing such changes.

The Contracting Officer’s contact information is:

TBD

U.S. Overseas Private Investment Corporation

1100 New York Ave, NW

Washington, D.C. 21527

Phone: 202-336-8481

E-mail: __________

G.2.1 CONTRACTING OFFICER'S REPRESENTATIVE (COR)

Katherine Schweigart is hereby designated as the Contracting Officer's Representative (COR).

The Government may change the COR at any time without prior notice to the Contractor by a unilateral modification to the Contract. The COR is located at:

U.S. Overseas Private Investment Corporation

1100 New York Ave, NW

Washington, D.C. 21527

Phone: 202-336-8467

PAGE 21 OF 57 OPIC-15-R-0004

E-mail: kschweigart@opic.gov

The responsibilities and limitations of the COR are as follows:

(1) The COR is responsible for the technical aspects of the project and serves as technical liaison with the Contractor. The COR is also responsible for the final inspection and acceptance of all reports, and such other responsibilities as may be specified in the task order contract.

(2) The COR is not authorized to make any commitments or otherwise obligate the

Government or authorize any changes, which affect the Contract price, terms or conditions. Any Contractor request for changes shall be referred to the Contracting

Officer directly or through the COR. No such changes shall be made without the expressed prior authorization of the Contracting Officer. The COR may designate assistant COR(s) to act for the COR by naming such assistant(s) in writing and transmitting a copy of such designation through the Contracting Officer to the

Contractor.

G.3 ADDITIONAL PROCEDURES FOR INVOICING

Monthly invoices are required by the 5th of every month.

The Federal Register, Page 52591, Volume 64, No. 188, dated September 29, 1999, requires that submitted invoices must include specific information in order for the Government to make payment. Additionally, the Overseas Private Investment Corporation has supplemented these requirements. Contractors may use Standard Form 1034 – Public Voucher for Purchases and

Services Other than Personal (Part 53 of the Federal Acquisition Regulation under FAR 53-301-

1034) or they may submit a company-generated voucher. However, no matter what type of voucher is submitted, it must contain the information described below.

G.3.1 PROPER INVOICE INFORMATION

Name and Address of Contractor

Contact Name, Title and Telephone Number

Government Contract Number or Other Authorization for Delivery of Goods or

Services

Government Contract Number is required if services are being provided through a task order to the basis task order

Date of the Invoice

Invoice Number, Account Number, and/or any other identifying number agreed to by the contract (At a minimum there must be an invoice number)

PAGE 22 OF 57 OPIC-15-R-0004

Include the Actual date when services were performed or goods delivered.

Include the Period of Performance on all invoices.

Description – Including, for example, task order line/subline number, price, and quality of goods and services rendered.

Include discount terms.

Other substantiating documentation or information required by the contract.

Taxpayer Identifying Number (TIN) (Required unless agency procedures provide otherwise.)

Other Substantiating Documentation or Information required by the task order

PAGE 23 OF 57 OPIC-15-R-0004

REQUIRED FOR ALL INVOICES

The Contractor shall also include three statements and signature lines on the invoice. The wordings for these statements are:

I hereby certify, to the best of my knowledge and belief that the services set forth herein were performed during the period stated above are current, accurate and complete.

(Date) (Title of Contractor Representative) (Signature)

The above statement will be signed by a representative of the Contractor.

I certify that to the best of my knowledge and belief that the services/supplies shown on the invoice have been performed/furnished and are accepted.

(Date) (Title: COR, Task Manager, etc.) (Signature)

The above statement will be signed by a government representative, usually the COR or a Task

Manager with authority to certify.

Pursuant to authority vested in me, I certify that this voucher is correct and proper for payment.

(Date) (Authorized Certifying Official) (Title)

The above statement will be signed by a government representative who has authority to approve the invoice.

If there is insufficient space in the Standard Form 1034 to provide all of the required information, the Contractor may include the remaining information on bond paper.

However, if bond paper is used, the contract and task order numbers, invoice number, and date of invoice must be listed at the top of the second and subsequent pages.

G.4 TRAVEL REQUIREMENT

Should the Government determine that travel is necessary, the required authorization for travel will be provided by the appointed COR.

G.4.1 Travel shall not be undertaken without authorization. If travel is authorized, OPIC will only reimburse the Contractor for actual travel costs incurred during the authorized travel period. Profit/Fee shall not be applied to travel costs or per diem, and is not allowable under this contract. Handling rates shall not be applied to travel costs.

PAGE 24 OF 57 OPIC-15-R-0004

G.4.2 When travel is authorized, the Contractor shall provide estimated travel costs to the authorizer in advance of scheduling travel. Requests for travel must include the following information:

i) Name of traveler;

ii) Dates of travel;

iii) Destination(s);

iv) Purpose of travel;

v) Estimated transportation costs;

vi) Estimated lodging expense;

vii) Estimated meals and incidental expenses; and

viii) Other expenses.

G.4.3 All travel shall be performed in accordance with Government travel regulations. The

Government will reimburse travel expenses at actual cost, in accordance with applicable provisions of the Federal Travel Regulations (FTR). Unless authorized by the

Contracting Officer, reimbursement of lodging, meals and incidental expenses will not exceed the applicable rates set forth in the FTR for the travel destinations.

[End Section G]

PAGE 25 OF 57 OPIC-15-R-0004

H SPECIAL CONTRACT REQUIREMENTS

H.1 ORGANIZATIONAL CONFLICT OF INTEREST

(a) The Contractor warrants that, to the best of the Contractor's knowledge belief, there are no relevant facts or circumstances which would give rise to an organizational conflict of interest, as defined in FAR Subpart 9.5, or that the Contractor has disclosed all such relevant information.

(b) The Contractor agrees that if an actual or potential organizational conflict of interest is discovered after award, the Contractor make will a full disclosure in writing to the Contracting

Officer. This disclosure shall include a description of actions, which the Contractor has taken or proposes to take, after consultation with the Contracting Officer, to avoid, mitigate, or neutralize the actual or potential conflict.

(c) Remedies - The Contracting Officer may terminate this contract for convenience, in whole or in part, if it deems such termination necessary to avoid an organizational conflict of interest. If the Contractor was aware of a potential organizational conflict of interest prior to award or discovered an actual or potential conflict after award and did not disclose or misrepresented relevant information to the Contracting Officer, the Government may terminate the contract for default, debar the Contractor for Government contracting, or pursue such other remedies as may be permitted by law or this contract.

(d) The Contractor further agrees to insert provisions, which shall conform substantially to the language of this clause, including the paragraph (d), in any subcontract of consultant agreement hereunder.

H.2 HARMLESS FROM LIABILITY

The Contractor shall hold and save the Government, its officers, agents, and employees harmless from liability of any nature or kind, including costs and expenses to which they may be subject, for or on account of any or all suits or damages of any character whatsoever resulting from injuries or damages sustained by any person or persons or property by virtue of performance of this contract, arising or resulting in whole or in part from the fault, negligence, wrongful act or wrongful omission of the contractor, or any subcontractor, their employees, and agents.

H.3 DUPLICATION OF EFFORT

The Contractor hereby certifies that costs for work to be performed under this contract and any subcontract hereunder are not duplicative of any cost charged against any other Government contract, subcontract, or other Government source. The Contractor agrees to advise the

Contracting Officer, in writing, of any other Government contract or subcontract it has performed or is performing which involves work directly related to the purpose of this contract. The

Contractor also certifies and agrees that any and all work performed under this contract shall be directly and exclusively for the use and benefit of the Government, and not incidental to any other work, pursuit, research, or purpose of the Contractor, whose responsibility it will be to account for

PAGE 26 OF 57 OPIC-15-R-0004

it accordingly.

H.4 KEY PERSONNEL

Contractor personnel assigned to the following key positions are considered Key Personnel and are subject to paragraphs 2 and 3 of this section:

H.4.1 The following positions are considered key positions:

Political Risk Insurance Underwriter

H.4.2 The Contractor shall obtain the consent of the Contracting Officer prior to making Key

Personnel Substitutions. Replacement for Key Personnel must possess qualifications equal to or exceeding the qualifications of the key personnel being replaced specified.

The Contractor shall make no substitutions of key personnel unless the substitution is necessitated by illness, death, or termination of employment.

H.4.3 Requests for changes shall be submitted to the Contracting Officer at least 15 working days prior to making any permanent substitutions. The request should contain a detailed explanation of the circumstances necessitating the proposed substitutions, complete resumes for the proposed substitutes, and any additional information requested by the

Contracting Officer. The Contracting Officer will notify the Contractor within 10 working days after receipt of all required information of the decision on substitutions.

The contract will be modified to reflect any approved changes.

H.5 REGULATORY NOTICE

Contractors are advised that certain provisions and clauses identified throughout this contract are not FAR provisions or clauses; however, all of these items are binding for this acquisition.

H.6 NOTIFICATION OF INTENT TO SUBCONTRACT –

As required in FAR 44.201-1, the contractor shall notify the Contracting Officer of its intent to subcontract any portion of the contract requirements. The Government reserves the right to recommend potential sources for subcontracts to whom solicitations must be mailed during the performance of this contract.

H.7 SECURITY

The contractor shall comply will all contractual and Federal information security, privacy and confidentiality requirements applicable to the operation, maintenance or support of a Federal information system. The contractor shall be required to prevent and remedy data breaches and to provide the OPIC with all necessary information and cooperation, and to take all other reasonable and necessary steps and precautions, to enable the OPIC to satisfy its data breach reporting duties under applicable law, regulation, or policy in the event, if any, that a breach occurs.

PAGE 27 OF 57 OPIC-15-R-0004

H.8 OPIC CLAUSES AND SPECIAL PROVISIONS APPLICABLE TO THIS

ORDER

A. Contractor information systems subject to the Federal Information Security Management

Act of 2002 (FISMA). All agency information systems, see 44 U.S.C. 3505(c), operated by or on behalf of the Government by a Contractor or subcontractor containing Federal data shall be subject to the requirements of the FISMA, including routine testing without advance notice to or approval of the Contractor or its subcontractors. See 44 U.S.C

3544(b).

B. Handling of third-party requests for access to records. In the event that the Contractor receives any subpoena or other voluntary or mandatory request for access to data first produced under this Contract, the Contractor shall immediately notify the COR and the

CO, so that the Government may intervene or take any other steps it deems necessary to protect its interests.

C. Data Breaches. As part of the requirement explained elsewhere in this document for the contractor to comply with all contractual and Federal information security, privacy and confidentiality requirements applicable to the operation, maintenance or support of a

Federal information system, the contractor shall be required to prevent and remedy data breaches and to provide the OPIC with all necessary information and cooperation, and to take all other reasonable and necessary steps and precautions, to enable the OPIC to satisfy its data breach reporting duties under applicable law, regulation, or policy in the event, if any, a breach occurs. Special attention should be paid to OMB Memorandum 06-19 (July

12, 2006), particularly the extremely urgent reporting time frames included therein for certain breaches, as well as to any other subsequent laws, regulations, or policy governing data breaches that may arise during the performance of the contract.

D. Use of OPIC computer equipment by contractors is limited to what is necessary to accomplish the work identified under the contract. All contractors or his/her employees or subcontractors are subject to Internet access monitoring and auditing, and discoveries of inappropriate internet access or activity not directly related to the contract, will be reported to the COR and CO, and the contractor shall be held in default of the contract. Contractors or his/her employees or subcontractors found accessing inappropriate web sites while using an OPIC computer, may be grounds for initiating disbarment procedures.

[End Section H]

PAGE 28 OF 57 OPIC-15-R-0004

I CONTRACT CLAUSES

52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically as follows:

http://www.acquisition.gov/Far/

In the event that any clause contained herein is an outdated version of a newer clause incorporated into the FAR by the FAR council, it shall be understood and agreed to by the parties to this contract that the updated version of the clause shall supersede and replace the outdated clause, unless the newer clause became effective after the date of award.

52-202-1 DEFINITIONS (JUL 2004)

52.203-3 GRATUITIES (APR 1984)

52.204-9 PERSONAL IDENTITY VERIFICATION OF CONTRACTOR PERSONNEL

(SEP 2007)

52.204-13 SYSTEM FOR AWARD MANAGEMENT MAINTENANCE (JUL 2013)

52.204-18 COMMERCIAL AND GOVENRMENT ENTITY CODE MAINTENANCE

(NOV 2014)

52.204-19 INCORPORATION BY REFERENCE OF REPRESENTATIONS AND

CERTIFICATIONS (DEC 2014)

52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS (DEC

2014)

52.223-6 DRUG-FREE WORKPLACE (MAY 2001)

52.223-18 ENCOURAGING CONTRACTOR POLICIES TO BAN TEXT MESSAGING

WHILE DRIVING (AUG 2011)

52.224-1 PRIVACY ACT NOTIFICATION (APR 1984)

52.224-2 PRIVACY ACT (APR 1984)

52.228-7 INSURANCE LIABILITY TO THIRD PERSONS (MAR 1996)

52.232-1 PAYMENTS (APR 1984)

52-232-17 INTEREST (OCT 2008)

52.232-22 LIMITATIONS OF FUNDS (APR 1984)

52.232-23 ASSIGNMENT OF CLAIMS (JAN 1986)

52.232-25 PROMPT PAYMENT (OCT 2008)

52.232-39 UNENFORCEABILITY OF UNAUTHORIZED OBLIGATIONS

52.232-99 PROVIDING ACCELERATED PAYMENT TO SMALL BUSINESS

PAGE 29 OF 57 OPIC-15-R-0004

SUBCONTRACTOR

52.233-1 DISPUTES (JUL 2002) WITH ITS ALTERNATE I (DEC 1991)

52.237-1 SITE VISIT (1984)

52.237-2 PROTECTION OF GOVERNMENT BUILDINGS, EQUIPMENT, AND

VEGETATION (APR 1984)

52.237-3 CONTINUITY OF SERVICES (JAN 1991)

52-242-3 PENALTIES FOR UNALLOWABLE COSTS (MAY 2001)

52.242-15 BANKRUPTCY (JUL 1995)

52.242-15 STOP-WORK ORDER (AUG 1989)

52.242-17 GOVERNMENT DELAY OF WORK (APR 1984)

52-244.2 SUBCONTRACTS (JUN 2007)

52.245-1 GOVERNMENT PROPERTY (JUN 2007)

52.245-9 USE AND CHARGES (JUN 2007)

52.246-25 LIMITATION OF LIABILITY – SERVICES (FEB 1997)

52.249-14 EXCUSABLE DELAYS (1984)

52.253-1 COMPUTER GENERATED FORMS (JAN 1991)

I.2.0 FAR CLAUSES INCLUDED IN FULL TEXT

The following FAR clauses have been included in their full text. These clauses may be accessed electronically at the following electronic address:

http://www.acquisition.gov/Far/

52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT

STATUES OR EXECUTIVE ORDERS—COMMERCIAL ITEMS (DEC 2014)

(a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or

Executive orders applicable to acquisitions of commercial items:

(1) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (Dec 2014)

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

(3) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004)(Public Laws 108-

77 and 108-78 (19 U.S.C. 3805 note)).

(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting

Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

[Contracting Officer check as appropriate.]

__ (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (Sept 2006), with

Alternate I (Oct 1995) (41 U.S.C. 4704 and 10 U.S.C. 2402).

PAGE 30 OF 57 OPIC-15-R-0004

__ (2) 52.203-13, Contractor Code of Business Ethics and Conduct (Apr 2010) (41 U.S.C.

3509)).

__ (3) 52.203-15, Whistleblower Protections under the American Recovery and

Reinvestment Act of 2009 (June 2010) (Section 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

_X_ (4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards

(Jul 2013) (Pub. L. 109-282) (31 U.S.C. 6101 note).

__ (5) [Reserved].

__…