RFP 50310220R0026.pdf

SEE ADDENDUMIS CHECKED

CODE 18a. PAYMENT WILL BE MADE BY

CODE

FACILITYCODE

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

OFFEROR

SEC-OA - 03

WASHINGTON DC 20549

100 F STREET NE

MISSION SUPPORT BRANCH

OFFICE OF ACQUISITIONS

SECURITIES AND EXCHANGE COMMISSION

SEC - NYRO CODE 16. ADMINISTERED BYCODE

X

X

X

541199

SIZE STANDARD:

100.00 % FOR:SET ASIDE:UNRESTRICTED ORSEC-OA - 03

RFPIFB

10. THIS ACQUISITION ISCODE

RFQ

14. METHOD OF SOLICITATION

13b. RATING

NAICS:

SMALL BUSINESS

06/30/2020 1600 ES

06/01/2020

202-551-6946KATHLEEN FERTE

(No collect calls)

INFORMATION CALL:

FOR SOLICITATION 8. OFFER DUE DATE/LOCAL TIMEb. TELEPHONE NUMBER a. NAME

4. ORDER NUMBER3. AWARD/ 6. SOLICITATION

50310220R0026

5. SOLICITATION NUMBER

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS 1. REQUISITION NUMBER PAGE OF

1 44 OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30

MAIL STOP 4226

TELEPHONE NO.

17a. CONTRACTOR/

NEW YORK NY 10281-1022

SUITE 400

200 VESEY STREET

BROOKFIELD PLACE

NEW YORK REGIONAL OFFICE

SECURITIES AND EXCHANGE COMMISSION

15. DELIVER TO

WASHINGTON DC 20549

MAIL STOP 4226

100 F STREET NE

MISSION SUPPORT BRANCH

OFFICE OF ACQUISITIONS

9. ISSUED BY

7.

2. CONTRACT NO.

EFFECTIVE DATE

$12.00

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

ISSUE DATE

DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

11.

SEE SCHEDULEX

12. DISCOUNT TERMS

THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13a.

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

8(A)

SECURITIES AND EXCHANGE COMMISSION

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

24.

AMOUNT

23.

UNIT PRICE

22.

UNIT

21.

QUANTITY

20.

SCHEDULE OF SUPPLIES/SERVICES

19.

ITEM NO.

The Contractor shall provide professional Enterprise-wide Process Server contractor support services to facilitate the mission requirements of the U.S. Securities and Exchange Commission in all 50 U.S. states and the District of Columbia.

00001 Base Period: Routine Service in accordance with 220 EA Section C.

Continued ...

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

HEREIN, IS ACCEPTED AS TO ITEMS:

X

XX

DATED

JULIA MARIA GALLMON

. YOUR OFFER ON SOLICITATION (BLOCK 5),

INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE SET FORTH

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND DELIVER

ARE

ARE

31c. DATE SIGNED

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

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

30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER (Type or print)

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

SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED.

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

26. TOTAL AWARD AMOUNT (For Govt. Use Only)

OFFER

STANDARD FORM 1449 (REV. 2/2012)

Prescribed by GSA - FAR (48 CFR) 53.212

ARE NOT ATTACHED.

ARE NOT ATTACHED.

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

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

30a. SIGNATURE OF OFFEROR/CONTRACTOR

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN

25. ACCOUNTING AND APPROPRIATION DATA

29. AWARD OF CONTRACT:

REF.

32e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE

32c. DATE 32b. SIGNATURE OF AUTHORIZED GOVERNMENT REPRESENTATIVE

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

32a. QUANTITY IN COLUMN 21 HAS BEEN

RECEIVED INSPECTED

40. PAID BY39. S/R VOUCHER NUMBER38. S/R ACCOUNT NUMBER

37. CHECK NUMBER

FINALPARTIAL

36. PAYMENT

FINALPARTIAL

35. AMOUNT VERIFIED

CORRECT FOR

34. VOUCHER NUMBER33. SHIP NUMBER

COMPLETE

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

42d. TOTAL CONTAINERS42c. DATE REC'D (YY/MM/DD)

42b. RECEIVED AT (Location)

42a. RECEIVED BY (Print)

41c. DATE41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER

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

STANDARD FORM 1449 (REV. 2/2012) BACK

24.

AMOUNT

23.

UNIT PRICE

22.

UNIT

21.

QUANTITY

20.

SCHEDULE OF SUPPLIES/SERVICES

19.

ITEM NO.

00002 Base Period: Rush Service in accordance with 75 EA

Section C.

00003 Base Period: Service Plus in accordance with 50 EA

Section C.

00004 Base Period: Ad-hoc Subpoena Services in 360 EA accordance with Section C.

00005 Base Period: Ad-hoc Services Certified Mail in 150 EA accordance with Section C.

00006 Base Period: Ad-hoc Congressional Courier 20 EA

Services in accordance with Section C.

00007 Base Period: Other Direct Costs in accordance with Section B.2.

Total amount of this CLIN shall not exceed:

$10,000.00.

00008 Option Period One: Routine Service in accordance 220 EA with Section C.

Continued ...

32f. TELEPHONE NUMBER OF AUTHORIZED GOVERNMENT REPRESENTATIVE

32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT REPRESENTATIVE

44 2 of

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

NAME OF OFFEROR OR CONTRACTOR

3 44

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

(A) (B) (C) (D) (E) (F)

50310220R0026

(Option Line Item)

00009 Option Period One: Rush Service in accordance 75 EA with Section C.

(Option Line Item)

00010 Option Period One: Service Plus in accordance 50 EA with Section C.

(Option Line Item)

00011 Option Period One: Ad-hoc Subpoena Services in 360 EA accordance with Section C.

(Option Line Item)

00012 Option Period One: Ad-hoc Services Certified Mail 150 EA in accordance with Section C.

(Option Line Item)

00013 Option Period One: Ad-hoc Congressional Courier 20 EA

Services in accordance with Section C.

(Option Line Item)

00014 Option Period One: Other Direct Costs in accordance with Section B.2.

Total amount of this CLIN shall not exceed:

$10,000.00.

(Option Line Item)

00015 Option Period Two: Routine Service in accordance 220 EA with Section C.

(Option Line Item)

00016 Option Period Two: Rush Service in accordance 75 EA with Section C.

(Option Line Item)

00017 Option Period Two: Service Plus in accordance 50 EA

Continued ...

NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)

Sponsored by GSA

FAR (48 CFR) 53.110

4 44

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

(A) (B) (C) (D) (E) (F)

50310220R0026 with Section C.

(Option Line Item)

00018 Option Period Two: Ad-hoc Subpoena Services in 360 EA accordance with Section C.

(Option Line Item)

00019 Option Period Two: Ad-hoc Services Certified Mail 150 EA in accordance with Section C.

(Option Line Item)

00020 Option Period Two: Ad-hoc Congressional Courier 20 EA

Services in accordance with Section C.

(Option Line Item)

00021 Option Period Two: Other Direct Costs in accordance with Section B.2.

Total amount of this CLIN shall not exceed:

$10,000.00.

(Option Line Item)

00022 Option Period Three: Routine Service in 220 EA accordance with Section C.

(Option Line Item)

00023 Option Period Three: Rush Service in accordance 75 EA with Section C.

(Option Line Item)

00024 Option Period Three: Service Plus in accordance 50 EA with Section C.

(Option Line Item)

00025 Option Period Three: Ad-hoc Subpoena Services in 360 EA accordance with Section C.

(Option Line Item)

Continued ...

NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)

5 44

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

(A) (B) (C) (D) (E) (F)

50310220R0026

00026 Option Period Three: Ad-hoc Services Certified 150 EA

Mail in accordance with Section C.

(Option Line Item)

00027 Option Period Three: Ad-hoc Congressional Courier 20 EA

Services in accordance with Section C.

(Option Line Item)

00028 Option Period Three: Other Direct Costs in accordance with Section B.2.

Total amount of this CLIN shall not exceed:

$10,000.00.

(Option Line Item)

00029 Option Period Four: Routine Service in accordance 220 EA with Section C.

(Option Line Item)

00030 Option Period Four: Rush Service in accordance 75 EA with Section C.

(Option Line Item)

00031 Option Period Four: Service Plus in accordance 50 EA with Section C.

(Option Line Item)

00032 Option Period Four: Ad-hoc Subpoena Services in 360 EA accordance with Section C.

(Option Line Item)

00033 Option Period Four: Ad-hoc Services Certified 150 EA

Mail in accordance with Section C.

(Option Line Item)

00034 Option Period Four: Ad-hoc Congressional Courier 20 EA

Services in accordance with Section C.

(Option Line Item)

Continued ...

NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)

6 44

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

(A) (B) (C) (D) (E) (F)

50310220R0026

00035 Option Period Four: Other Direct Costs in accordance with Section B.2.

Total amount of this CLIN shall not exceed

$10,000.00.

(Option Line Item)

NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)

SECTION B - Supplies or Services/Prices

B.1 General

The is a Single Award, Indefinite Delivery, Indefinite Quantity (IDIQ) contract to provide the U.S. Securities and Exchange Commission (SEC) non-personal professional Enterprise Process Server and related ad-hoc services in support of the mission requirements of the SEC in all 50 U.S. states and the District of Columbia. The Contractor shall provide in accordance with issued Task Orders and Technical Instructions, all management, supervision, labor, facilities, and materials necessary to perform the services on an IDIQ basis.

B.2 Minimum and Maximum Amounts

(a) The estimated annual amount (i.e., sample quantities) for each contract line item (CLIN) are contained in the Unit Price Tables of this Solicitation (Attachment 1). Those amounts represent the Government's best estimate of requirements as it relates to contract support and do not necessarily represent actual or budget needs. There is no guarantee that the estimates for each CLIN/contract period as contained in the Solicitation will accurately represent quantities ordered in the performance of the contract awarded under this Solicitation.

(b) The Government will order a minimum amount of $1,000 for every contract awarded. The Government will have the entire term of the contract (to include all options) to fulfill the contract minimum. The specific Contract Line Item Numbers (CLIN) and quantities will be identified in the task order/Technical Instructions issued under each contract. The exercise of the renewal options (see Section F) does not re-establish the contract minimum. During the life of this contract, the Government may order items in any quantity up to the maximum dollar amount specified in paragraph (c) below. If the minimum amount has not been ordered then the Government will exercise the option for the next year.

(c) There are no maximum quantities or amounts for each individual CLIN, task order, technical instruction, contract period, or contract. The maximum aggregate amount of all task orders issued under the Process Server and ad-hoc services contracts shall not exceed $3,000,000 for the entire term of the contracts, including all options which may be exercised.

B.3 Pricing

(a) Routine, Rush, Service Plus and Ad-hoc Services prices are fully loaded, and include all costs such as labor, overhead, profit and travel. Under these services, routine travel is not allowed as a separate charge.

(b) Other Direct Costs may be used for unusual expenses, such as incidental services for which there is not a labor category specified in the contract, non-routine or emergency travel, postage expenses, advance fees to gain access to a venue, etc.

SECTION C - Description/Specifications

C.2 Objective

The objective of this requirement is to obtain non-personal professional Enterprise Process Server and related ad-hoc services in support of the mission requirements of the SEC in all 50 U.S. states and the District of Columbia. The primary users of these services are expected to be the Division of Enforcement, but other Divisions and Offices of the SEC are authorized to use the services. The SEC is comprised of the Home Office (Washington, DC) and 11 Regional Offices. A list of the SEC offices and their addresses is provided in the list below.

Home Office (HO) 100 F Street, NE Washington, DC 20549

Los Angeles Regional Office (LARO) 444 South Flower Street, Suite 900 Los Angeles, CA 90071

Atlanta Regional Office (ARO) 950 East Paces Ferry, NE, Suite 900 Atlanta, GA 30326-1382

Miami Regional Office (MIRO) 801 Brickell Avenue, Suite 1800 Miami, FL 33131

Boston Regional Office (BRO) 33 Arch Street, 24rd Floor Boston, MA 02110-1424

New York Regional Office (NYRO) Brookfield Place, 200 Vesey Street, Suite 400 New York, NY 10281-1022

Chicago Regional Office (CHRO) 175 W Jackson Boulevard, Suite 1450 Chicago, IL 60604

Philadelphia Regional Office (PLRO) 1617 JFK Boulevard, Suite 520 Philadelphia, PA 19103

Denver Regional Office (DRO) 1961 Stout Street, Suite 1700 Denver, CO 80294-1961

San Francisco Regional Office (SFRO) 44 Montgomery Street, Suiter 2800 San Francisco, CA 94104

Fort Worth Regional Office (FWRO) Burnett Plaza, Suite 1900 801 Cherry Street, Unit 18 Fort Worth, TX 76102

Salt Lake Regional Office (SLRO) 351 S. West Temple Street, Suite 6.100 Salt Lake City, UT 84101

C.3 Tasks

Routine Service (first attempt within 72 Hours) Rush Service (first attempt within 24 Hours) Service Plus (all of the services included in this requirement plus special services, as determined by SEC circumstances) Ad-hoc Services (described below in subsection j)

The service provider is required to perform, in a timely manner, the following:

(a) Pick-up documents from the SEC office placing the order, or receive documents via email, fax, mail, or delivery service, as determined by the SEC. There will be no additional charge for the contractor to print the documents emailed or faxed to them.

(b) Serve papers (including subpoenas, summons, complaints, notices to appear and other legal documents) by hand-delivery, or other means specified by SEC staff, upon individual or entity defendants, witnesses or others located throughout the U.S. in a manner authorized by the Federal Rules of Civil Procedure, or other applicable rules, and as instructed by SEC staff.

Perform such service within the time frames directed by SEC staff, and arrange for service to be performed by personnel meeting applicable requirements by SEC staff, such as being over 18 years of age and not a party to the case.

PLEASE NOTE that if a process server is issued a subpoena to give witness testimony in court, the SEC is allowed to pay for travel expenses, as defined in the Federal Travel Regulation, but may not pay the process server's wages.

(c) Serve, in an expedited manner and as directed by SEC staff, emergency action documents, such as papers in support of Temporary Restraining Orders, and other requests for emergency relief individual and entity defendants, witnesses, and others.

(d) Use skip tracing or any other means to identify the current location and addresses of defendants, witnesses, or others who are to be served with papers.

(e) Immediately advise the SEC point of contact of the status of any served complaints, orders or other papers. Also immediately advise the SEC point of contact after three (3) failed service attempts, and describe any problems in effecting service (e.g., the individual or entity SEC intends to serve no longer is located at the address provided). In the event this is a Rush Service or Service Plus request, contact the SEC point of contact immediately following one (1) failed attempt for further instructions. If a Rush Service has been ordered, the SEC staff may change it to Service Plus.

(f) When required by the SEC, provide stake-out process service personnel to watch a location and, if requested by SEC, effect service if the subject individual appears at the location.

(g) Provide returns of service, declarations, affidavits and/or other supporting documentation evidencing service or attempted service upon defendants or parties in compliance with the Federal Rules of Civil Procedure, or other applicable rules, to the SEC promptly after effecting service. Such returns of service must be in proper form specified by SEC staff, such as notarized returns of service, if necessary. (Note: payment will not be tendered without proper service documentation; this is critical in litigation since returns might have to be filed with the court.)

(h) Provide administrative assistance relating to the SEC account, including: maintaining accurate records relating to all work performed for the SEC; providing bi-weekly billing and estimated budget reports to the SEC; and providing prompt correspondence, guidance and updates to SEC staff regarding work performed.

(i) Service Plus: all of the above plus special circumstances as described by the SEC.

(j) Ad-hoc Services: Perform other process server related services as follows:

1. Serve subpoenas by United States Postal Mail (USPS) mail. Receive subpoena packages from SEC offices via secure email, print, and mail each subpoena to addressee within 24 hours via USPS regular mail or Express Overnight Mail without signature receipt as directed by the Government. For requests received on Friday, those mailings shall be processed on the next business day.

2. Serve legal documents by Certified Mail. Print documents received from the Government via electronic means, prepare envelope with addressee's information, prepare USPS Certified Mail card, mail package via USPS certified mail, scan and email a copy of the USPS certified mail receipt to the Government, provide same day service, except for documents received after 3:00pm EST which shall be served the following business day.

3. Serve documents to Congress via courier. Pick-up documents from the courier office at SEC Headquarters prior to 2:00pm EST and hand-deliver within business hours on the same day to designated locations in the House and Senate buildings in Washington, DC, obtain a signature from the Congressional staff person who receives the package, and electronically deliver a copy of that signed page to SEC.

C.3.1 Task Reporting

The Contractor shall be responsible for reporting progress on each process service order it is working on. The Contracting Officer's Representative (COR) may require a variety of daily, weekly, and monthly reports. Examples include progress reports, monthly narratives of accomplishments, and contract funding and expenditures, invoices outstanding, and balance and burn rate status reports. The Contractor should note that specialized reports maybe required, particularly on large and complex cases, matters and projects. All reports described in this section are considered part of the company's overhead costs for overall contract project management and are not separately billable. Costs for copying reports for distribution are not separately billable. Reports may also be required in electronic form, as specified by the SEC. Ad hoc reports must be provided in a timely fashion by the deadlines specified by the SEC. Meetings with the COR will be required, sometimes with little or no advance notice, to discuss these reports. There will be a quarterly report providing an analysis of subpoena delivery success rate for the quarter and for the contract to date.

SECTION D - Packaging and Marking

2001.00 PRESERVATION, PACKAGING, PACKING, AND MARKING (23-MAR-09)

Preservation, packaging, packing, and marking of all deliverable contract line items must conform to normal commercial packing standards to assure safe delivery at destination.

SECTION E - Inspection and Acceptance

3001.01 INSPECTION AND ACCEPTANCE BY THE COR (19-AUG-13)

Inspection and Acceptance of supplies and/or services to be furnished under this contract will be performed by the Contracting Officer's Representative (COR) - TBD. Inspection and Acceptance will be performed at the Securities and Exchange Commission, TBD.

SECTION F - Deliveries or Performance

4001.00 PERIOD OF PERFORMANCE - W/OPTION PERIODS (23-MAR-09)

The base period of performance under this contract shall be from Date of Award through one year. This contract has four one-year options. At the end of the base year, if exercised, the first option will begin. If all options are exercised, the period of performance will not exceed a total of five years. If exercised, the period of performance for each successive option will begin the day after expiration of the previous period. Exercise of any option requires a contract modification signed by the SEC Contracting Officer.

4003.01 SCHEDULE OF DELIVERABLES (9-FEB-12)

The Contractor shall provide the following deliverables to the COR, unless otherwise specified, in a format compatible with Microsoft Office Suite products. The contractor shall return revised documents to the COR within 3 business days of receiving feedback on the draft document from the COR. If the contractor has not received feedback from the COR on a document within 14 days after the contractor submits the document, the contractor may consider the document approved.

Section Deliverable Delivery Timetable Deliver To Delivery Schedule

C.3(g) Returns of Service, documentation of service, etc.

After every instance of the SEC requiring process server service and ad-hoc services.

COR and SEC POC who contacted the Contractor, or other designated

POC

Once after each SEC technical direction to serve papers. Provide to SEC as required by the SEC designated POC, or if not otherwise given a required due date, provide in this time frame: Routine Service and Service Plus - within 48 hours; for Rush Service - within 24 hours; and ad-hoc services in accordance with Statement of Work timelines.

C.3(h) Billing and estimated budgeting reports

Bi-weekly after SEC issues technical direction to serve papers. The reports are to include all such direction at the time of the report.

COR Every two weeks, after contract award date.

C.3(h)

Correspondence, guidance and updates to SEC staff regarding work performed

Bi-weekly after SEC issues technical direction to serve papers. The reports are to include all such direction at the time of the report.

COR Every two weeks, after the contract award date.

C.3.1 Ad Hoc Reports

The Contractor shall be responsible for reporting progress on each service it has been given technical direction to perform. Examples include reporting progress, giving narratives of accomplishments, contract funding and expenditures, invoices outstanding, and balance and burn rate status reports.

Numerous additional reports

Contracting Officer (CO), COR

As required by either the CO or COR.

that may be required for individual cases, matters, and projects will vary with the needs of the case, matter and project.

The Contractor shall modify all reports to accommodate the needs of the individual cases, matters, and projects. The contractor shall also provide specified ad hoc reports and timely written minutes of ad hoc meetings as required by the

COR.

C.3.1 Success Rate Analysis

The Contractor shall provide a quarterly report providing an analysis of subpoena delivery and ad-hoc services success rate for the quarter and for the contract to date.

COR Quarterly, after the contract award date.

4003.00 PLACE OF DELIVERY- F.O.B. DESTINATION (SEPT 2019)

The deliverables to be furnished under this contract shall be delivered to the following address:

As indicated on individual tasks.

SECTION G - Contract Administration Data

5001.00 CONTRACT ADMINISTRATION (2-DEC-11)

This contract will be administered by the SEC's Office of Acquisitions. All inquiries should be directed to the following address:

Securities and Exchange Commission

Office of Acquisitions

Attn: TBD

Email: @sec.gov

Phone: 202-551-

100 F Street, NE

Washington, DC 20549

5001.03 CONTRACT ADMINISTRATION - NON-SEVERABLE SERVICES (30-AUG-

13)

The services for the contract are considered non-severable services. Non-severable services are considered to be new tasks, each with details of the task and when it is due.

a. The task is described by SEC employees and e-mailed to the Contracting Officer's Representative (COR).

b. COR ensures it is in scope and e-mails it to the vendor Project Manager (PM).

c. Vendor PM reviews it and assigns the task to the contractor personnel (CP).

d. SEC employees work with the assigned CP.

The COR will review deliverables within the time frames indicated in approved technical direction letter / e-mail.

5003.03 OPTIONAL PERIOD INVOICING (23-MAR-09)

Option periods may be paid only after (1) an option modification has been issued by the Contracting Officer; and (2) the Government's receipt of a proper invoice from the Contractor.

An invoice received by the Government prior to issuance of an option modification will be rejected as an improper invoice.

5003.05 SUBMISSION OF INVOICES - DELPHI EINVOICING SYSTEM (MAY 2020)

a.The Securities and Exchange Commission (SEC) will only accept electronic invoices submitted through the Delphi eInvoicing system on a monthly basis.

b.Contractors are cautioned against submitting an invoice prior to goods and services being received/accepted. Invoices submitted prematurely may be rejected. Software license maintenance and subscriptions may be invoiced at the beginning of the contract period of performance.

c.The SEC's Delphi eInvoicing system is managed by the Enterprise Services Center (ESC). In order to receive payment and in accordance with the Prompt Payment Act, all invoices submitted as attachments in the Delphi eInvoicing web-portal shall contain the following:

(1)Company logo or letterhead

(2)Company name and payment address

(3)Company Point of Contact (POC) for the invoice with phone and e-mail

(4)Invoice number and invoice date

(5) Billing period

(6) SEC Contract number

(7) Task/Delivery Order number (if applicable)

(8) SEC Contracting Officer's Representative (COR name)

(9) Amount billed (by CLIN), current and cumulative

(10) Total amount billed this period

(11) Cumulative total billed to date

(12) Brief Description of Services Performed - General description only d.If the contract includes allowances for travel, all invoices which include charges pertaining to travel expenses will catalog a breakdown of reimbursable expenses with the appropriate receipts to substantiate the travel expenses.

e.Payment system registration. All persons accessing the Delphi eInvoicing web-portal will be required to have their own unique user Delphi eInvoicing ID and password and be credentialed through login.gov.

(1) Electronic authentication. See www.login.gov for instructions. Click on the following link for instructions on establishing a login.gov account: https://login.gov/help/creating-an-account/how-do-i-create-an-account-with-logingov/.

(2) To create a login.gov account, the user will need a valid email address and a working phone number. The user will create a password and then login.gov will reply with an email confirming the email address.

(3) In order to make changes to vendor users who will have access to the eInvoicing web-portal for invoice submission and payment tracking purposes, notify iSupplier@sec.gov and include the full name, valid email address, and current phone number of any new vendor users. Vendor users will be notified via e-mail when the account is created. The vendor user will be provided detailed instructions for logging into their Delphi eInvoicing account.

(4) Training on Delphi. To facilitate use of DELPHI, comprehensive user information is available at http://einvoice.esc.gov

(5) Account Management. Vendors are responsible to contact the Delphi Help Desk when their firm's points of contacts will no longer be submitting invoices so they can be removed from the system. Instructions for contacting the Delphi Help Desk can be found at http://einvoice.esc.gov

5004.00 APPOINTMENT OF CONTRACTING OFFICER'S REPRESENTATIVE (COR)

(14-NOV-12)

a. TBD, is hereby designated the Securities and Exchange Commission COR for administration and information relating to this contract. TBD is hereby designated as the Alternate COR for this contract.

b. The Contracting Officer (CO) shall appoint, in writing, a Contracting Officer's Representative (COR) and, if possible, an Alternate COR for this award. The COR and Alternate COR shall have a current Federal Acquisition Certification for CORs (FAC-COR) at the appropriate certification level for the contract. A COR may serve on a contract requiring certification at or below his/her level, but not on one requiring a higher level. The CO shall provide the Contractor with a copy of the COR appointment letter(s). The COR may not re-delegate his or her authority;

only the CO has this authority.

c. The COR will manage the contract in coordination with the CO and within the terms of the contract and the boundaries of a COR's duties as outlined in the document "Instructions for CORs and Their Supervisors." The COR's responsibilities include reviewing invoices and charges by the Contractor and informing the CO of areas where exceptions are taken. If this is an award for services and contractor personnel are brought on-site to SEC facilities, the COR must adhere to SECR 10-24.

d. Only the CO has the authority to change the terms and conditions of this contract. The COR may request a contract modification, but the CO will make the final determination. The COR may not agree to or issue a change to the contract terms and conditions. In the event the Contractor effects changes to the contract at the direction of any person other than the CO, the changes will be considered to have been made without any authority and no adjustments will be made to the contract.

5005.00 CONTRACT OPTIONS (23-MAR-09)

(a) Award of an initial contract will not obligate the Government to exercise any contractual option. Prior to exercising any option, the Government will make a determination that (1) funds are available, (2) the requirement covered by the option fulfills an existing need of the Government, and (3) the exercise of the option is the most advantageous method of fulfilling the Government's need, price and other factors considered.

(b) Failure to exercise an option shall not obligate the Government to pay any charges other than the contract price including exercised options.

5007.00 PAYMENT INFORMATION (7-MAR-18)

Unless otherwise stated, payment will be made within the guidelines of the Prompt Payment Act and requires that payment is made within 30 days from receipt of a valid invoice.

5006.01 ORDERING

(A) Services to be furnished under the contract shall be ordered or confirmed by issuance of a Task Order by the Contracting Officer and subsequent Technical Instructions, if applicable, by the Contracting Officer's Representative. Such Technical Instructions may be issued anytime during the term of this contract (see Section F). All Technical Instructions will be issued electronically. All Technical Instructions are subject to the terms and conditions of this contract.

In the event of a conflict between the Technical Instructions and this contract, the contract shall control.

Technical Direction

1. When necessary, technical direction or clarification concerning the details of specific tasks set forth shall be given through issuance of Technical Instruction (TI) by the Contracting Officer's Representative (COR). Each TI shall establish the effort to be expended for its performance and the number of words, man hours, etc. which shall not be exceeded if necessary.

The TI may be used to:

2. Specify tasks to be accomplished.

3. Specify performance milestones and metrics (if applicable).

4. Specify number of man hours to accomplish task within limits established in the Technical Instruction.

5. Specify deliverables.

6. Provide other direction as may be required to successfully achieve the objectives within the parameters by the Technical Instruction SOW.

7.

(a) Each TI shall be in writing (with a carbon copy to the Contracting Officer) and shall include, as a minimum, the following information:

(i.) Date of TI;

(ii.) Contract and TI number (issued in numerical sequence);

(iii.) Reference to the relevant section or item in the statement of work and;

(iv.) Signature of COR.

(b) Each TI issued hereunder is subject to the terms and conditions of this contract, and in no event shall technical directions constitute an assignment of new work or changes to such nature as to justify any adjustment to the fixed fee, estimated costs, or delivery terms under the contract.

In the event of a conflict between a TI and this contract, the contract shall control.

(c) When in the opinion of the contractor a technical direction calls for effort outside the contract statement of work, the contractor shall notify the Contracting Officer thereof in writing, with a copy to the COR, within two (2) working days of having received the technical direction in question. The contractor shall undertake no performance to comply with the technical direction until the matter has been resolved by the Contracting Officer through formal contract modification or other appropriate action.

(d) Oral technical directions may be given by the COR only in emergency circumstances, and provided that any oral technical direction given is reduced in writing by the COR within two (2) working days of its issuance.

(e) Amendments to a TI shall be in writing and shall include the information set forth in paragraph (b) above. A TI may be amended orally only by the COR or ACOR in emergencies;

oral amendments shall be confirmed in writing within two (2) working days from the time of the oral communication amending the TI by a TI modification.

(f) Any effort undertaken by the contractor pursuant to oral or written technical directions issued other than in accordance with the provisions herein shall be at the contractor's risk of not recovering related costs incurred and corresponding proportionate amount of fixed fee, if any.

(B) Only the Office of Acquisitions is authorized to place task orders directly with the Contractor and only the Contracting Officer Representative is authorized to place Technical Instructions.

(C) Any order issued during the effective period of the contract and not completed within that period shall be completed by the Contractor within the time specified in the order. In no event shall the completion date for any task order extend for a period of more than 180 days beyond the expiration date of the contract. In such instances, the contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period.

(D) Funds for services to be provided under this contract will be obligated by each task order in a not-to-exceed (NTE) amount. The Government shall not be obligated to pay the Contractor any amount in excess of the NTE amount identified in the task order, and the Contractor shall not be obligated to continue performance if to do so would exceed the NTE amount unless and until the Contracting Officer shall have notified the Contractor in writing that the task order amount has been increased and shall have specified in the notice a revised NTE amount.

(E) The maximum aggregate amount of all Technical Instructions issued under this contract is specified in Section B.2.

SECTION H - Special Contract Requirements

6001.00 SEC NON-DISCLOSURE REQUIREMENTS AND AGREEMENTS (FEB-18)

Required non-disclosure agreements are attached and must be completed and returned to the Contracting Officer before starting work under this contract. Note: Electronic and digital signatures are prohibited.

Provisions of the SEC Regulation Concerning Conduct of Members and Employees and Former Members and Employees of the Commission expressly prohibit unauthorized disclosure and improper use of confidential or non-public information or documents. See 17 C.F .R. § 200.7353(b)(1) & (b)(2). The Contractor, and its employees, agents, subcontractors, and subcontractor personnel who will have access to confidential or non-public information or documents in the performance of the contract, agree to be bound by the provisions of Sections 200.735-3(b)(1) and 200.735-3(b)(2) of the SEC's Regulation Concerning Conduct and the terms set forth in the attached non-disclosure agreements (Attachments 1& 2). For purposes of this clause, "confidential or non-public information," is defined as information generated by or in the possession of the SEC that is commercially valuable, trade secret, market sensitive, proprietary, related to an SEC enforcement or examination matter, subject to privilege, protected by the Privacy Act (5 U.S.C. § 552a), or otherwise deemed confidential or non-public by an SEC division director or office head, and is not otherwise available to the public.

An officer or executive authorized to bind the Contractor shall execute the non-disclosure agreement (Attachment 1) on behalf of the Contractor and return it to the Contracting Officer prior to the Contractor commencing work on the contract. The Contractor shall submit to the Contracting Officer a list of its employees, agents, and subcontractors that will be authorized access to SEC information by virtue of performing the requirements set forth in this contract.

Each person identified on the list shall then sign the non-disclosure agreement on behalf of themselves (Attachment 2) and submit it to the Contracting Officer before commencing work on the contract.

The Contractor shall also ensure that all of its employees, agents, and subcontractors assigned to perform the requirements set forth in this contract adhere to the terms of the non-disclosure agreement, protecting all confidential or non-public information, and to not divulge to any unauthorized person. Assignment of staff who has not executed the non-disclosure agreement or failure to adhere to this statement shall result in action by the Contracting Officer, as deemed appropriate. Violation of this clause or the attached non-disclosure agreements by the Contractor, its employees, agents, subcontractors, or subcontractor personnel may result in default of the contract and/or civil suits and/or criminal prosecution.

(End of clause)

6001.01 RESTRICTIONS ON USE, DISCLOSURE, AND DUPLICATION OF

CONFIDENTIAL AND NON-PUBLIC INFORMATION (2-NOV-10)

Confidential or non-public information, for purposes of this clause includes but is not limited to, all financial, statistical, personnel and/or technical data which is furnished, produced, generated, or otherwise available to the Contractor, during the performance of this contract. Unless otherwise specified, confidential or non-public information shall not be used for purposes other than performance of work under this contract without the prior written consent of the Contracting Officer. The Contractor, and its employees, agents, subcontractors, and subcontractor personnel are restricted from duplicating or disclosing confidential or non-public information, in whole or in part, outside the Securities and Exchange Commission (SEC) for purposes other than fulfillment of the requirements set forth in this contract. Any presentation of any confidential or non-public information, or any reports or material derived from confidential or non-public information shall be subject to review of the Contracting Officer prior to publication or dissemination. Any questions about whether information is confidential or non-public shall be referred to the Contracting Officer prior to use disclosure or duplication.

(End of clause)

6002.00 TYPE OF CONTRACT (23-MAR-09)

This is a Indefinite Delivery, Indefinite Quantity type contract.

6003.00 REPRESENTATIONS AND CERTIFICATIONS (23-MAR-09)

The Contractor's completed Representations, Certifications, and Other Statements of Offerors or Respondents is incorporated herein by reference.

6004.00 APPROVAL OF SUBCONTRACTS (JULY 2019)

The Contractor shall not enter into a contractual agreement with any party to furnish any of the work or services under this contract/agreement without the written approval of the Contracting Officer. This provision shall not be interpreted as requiring the approval of contracts for employment between the contractor and personnel assigned for services thereunder.

6005.00 OTHER DIRECT COSTS (30-AUG-11)

All approved travel related expenses will be reimbursed in accordance with the current Federal Travel Regulation found at http://www.gsa.gov/portal/content/102886.

The reimbursement of travel expenses is subject to the following limitations: (1) any subsistence allowance (i.e., meals and lodging) is limited by a per diem allowance prescribed by the link above; (2) expenses incurred as a result of travel using a personal automobile are reimbursed as prescribed by the link above; (3) reimbursement of air and train travel is limited to the most economical rate and reasonable traveled route; and (4) each out-of-pocket travel and allowable miscellaneous administrative expense exceeding $75 requires a receipt that is to be attached to the expert's invoice.

6006.00 CONFLICTS OF INTEREST (FEB 2019)

(a) General

Subpart 9.5 of the Federal Acquisition Regulation (FAR) 48 C.F.R. 9.5, prescribes responsibilities, general rules, and procedures for identifying, evaluating, and resolving organization conflicts of interest.

(b) Purpose

The purpose of this SEC Instruction (SECI) is to avoid, neutralize, or otherwise mitigate organizational conflicts of interest which might exist related to a Contractor's performance of work required by this contract. Such conflicts may arise in situations including, but not limited to:

(1) A Contractor's participation as a offeror, or representative of a offeror, in a procurement in which it has provided assistance in the preparation of the Government's requirements and specifications;

(2) A Contractor providing advisory assistance to the Government for a procurement in which the Contractor, or a firm which the Contractor represents, is an actual or potential offeror; and

(3) A Contractor's participation as a offeror, or representative of a offeror, in a procurement where the Contractor has obtained confidential or proprietary information relating to competing offers as a result of the Contractor's work on prior contracts.

(c) Definition

For the purposes of this SECI, the term ,Contractor, means: the Contractor; any of the Contractor's parents, affiliates, or other entities in which the Contractor or such parents or affiliates have a financial interest; successors in interest to the Contractor or any of its parents or affiliates; proposed consultants or subcontractors at any tier; and employees thereof.

(d) Restrictions

The Contractor agrees:

(1) To remain ineligible to participate in any capacity (including participating as a prime contractor, subcontractor, or as the representative of another party) in offers, contracts, or subcontracts (whether solicited or unsolicited) that directly relate to the Contractor's performance of work under this contract.

(2) To execute, prior to beginning work on a contract, such Confidentiality Agreements, Non- Disclosure Agreements, or other documents which the Contracting Officer may, in their sole discretion, require in order to protect the proprietary nature or confidentiality of information provided by the Government or otherwise received by the Contractor in connection with its work under this contract.

(3) As otherwise provided in this contract, not to accept any compensation or any other form of payment from a broker, potential lessor, or any source other than the Government for services rendered under this contract, and to employ aggressive strategies to minimize the Government's lease costs where the Contractor would be entitled by common business practice to receive a real estate commission or any form of payment from a broker, potential lessor, or other party, for work performed under this contract.

(4) To immediately notify the Contracting Officer of any offer of compensation, other form of payment, or thing of value, made by a broker, potential lessor, or any source other than the Government to the Contractor related to services rendered under this Contract, regardless of whether such offer was made during Contractor's performance of work under a given contract or subsequent to Contractor's completion of work under such contract.

(5) Prior to the acceptance of a contract, request to immediately notify the Contracting Officer of any potential conflict of interest which would prevent or limit the Contractor's ability to perform the work required under the contract.

(6) To immediately notify the Contracting Officer of any conflict of interest discovered during the Contractor's performance of work pursuant to a Government contract; provided that the Contracting Officer shall have the right to impose such restrictions as they deem appropriate on Contractor's performance based on the existence of such a conflict or, if the Contracting Officer determines that such restrictions would not adequately address the conflict of interest at issue, to terminate the Contractor's performance of work under the contract at no cost to the Government.

(7) As otherwise provided in this contract, that if the Contractor declines to accept a task order request and subsequently participates (either directly or as a representative of another party) in a Government procurement action that was the subject of the task order request, then the fee which the Contractor would have been entitled to receive for such task order work or the fee actually paid by the Government for the task order's performance by another contractor, whichever is greater, shall be applied toward the Contractor's minimum order guarantee.

(8) That in the event that the Contractor knowingly withholds the existence of a conflict of interest from the Government, that the Contracting Officer may terminate this contract at no cost to the Government and any minimum guarantee(s) otherwise applicable to the Contractor will be forfeited; provided, that the foregoing shall be in addition to all other remedies and causes of action which the Government may have against the Contractor, including the suspension and/or debarment of the Contractor.

(9) To include this Conflict of Interest SEC Instruction, including this subparagraph, in all of the Contractor's subcontracts at all tiers (appropriately modified to preserve the Government's rights hereunder) which involve the performance of work by subcontractors in support of this contract.

(10) That, in addition to the remedies enumerated above, the Government may terminate this contract for cause in the event of the Contractor's breach of any of the above restrictions.

6007.00 COMPLIANCE WITH REGULATIONS (23-MAR-09)

The Contractor shall comply with all statutes, regulations, directives, instructions, and references applicable to the conduct of this acquisition as imposed by the Federal Government and the SEC, including, without limitation, those specified or referred to in this contract.

The Contractor and its employees shall become acquainted with and shall comply with the rules and regulations of the SEC's facilities, including, but not limited to security, controlled access, personnel clearances, and conduct with respect to health and safety at the site, regardless of whether or not title to the facility is vested in the SEC.

6010.00 PERSONNEL (23-MAR-09)

The Contractor shall provide skilled personnel required for the effective and efficient performance of this contract. See 6010.04. The Program Manager shall be an employee of the Prime Contractor. The SEC reserves the right to review all resumes of all personnel assigned to this contract and the results of the background investigations conducted by the Contractor. The SEC has the right to require the removal of any Contractor personnel assigned to this contract, at any time, for any reason.

6011.00 STATUS OF PROPOSAL AWARDED CONTRACTS (23-MAR-09)

Unless otherwise directed by the Contracting Officer, at her/his sole discretion, some or all of the successful Offeror's technical and price proposal may be a part of the contract resulting from this solicitation. The technical and price proposal will be given precedence in the following order:

(a) The Schedule.

(b) Representations and other instructions.

(c) Contract clauses.

(d) Other documents, exhibits, and attachments.

(e) The specifications.

(f) The proposal.

6012.01 COMPLIANCE WITH SECURITY REGULATIONS, POLICIES, AND

PROCEDURES (14-MAR-12)

The Contractor shall be responsible for compliance by its employees with SEC security regulations, policies, and procedures. This includes safekeeping, wearing, and visibility of identification badges. The SEC will issue Contractor identification badges to on-site Contractor personnel, and the badges shall be visible at all times while employees are on SEC premises. The Contractor shall provide all requested information (the SEC will provide forms to the Contractor at time of award) required to facilitate issuance of identification badges and shall conform to applicable regulations concerning the use and possession of the badges. The Contractor shall be responsible for ensuring that all identification badges issued to the Contractor employees are returned within forty-eight (48) hours following the completion of the contract, relocation, or termination of an employee and/or request of the Contracting Officer or the Contracting Officer's Representative (COR).

6012.05 PERSONALLY IDENTIFIABLE INFORMATION (PII) IN CONTRACTS TO

DESIGN, DEVELOP, OPERATE, OR MAINTAIN A SYSTEM OF RECORDS (JUNE

2019)

A Contractor that designs, develops, operates or maintains a system of records on behalf of the agency to accomplish an agency function or otherwise maintains Personally Identifiable Information (PII) in the performance of this contract shall, prior to taking such action, comply with the following requirements:

a) The Contractor shall have established policies and procedures in place to safeguard PII. The policies and procedures shall provide the Contractor's processes for identifying, assessing and mitigating privacy risks associated with PII. The policies and procedures shall also cover training of employees on their roles and responsibilities for safeguarding PII and reporting suspected or confirmed compromise of PII.

b) The Contractor shall also ensure that all processes, procedures and equipment associated with PII comply with all laws, regulations, and security mandates as defined by National Institute of Standards and Technology (NIST) Special Publication (SP) 800-61…