RFP_50310218R0001_OCR_DERA.pdf

503102-18-R-0001

SECTION B – PRICING SCHEDULE

Incorporated at the time of contract award.

SECTION C - DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK

C.1 BACKROUND

A. The mission of the U.S. Securities and Exchange Commission (SEC) includes the protection of investors and the maintenance of fair, orderly and efficient securities markets. The laws and rules that govern the securities industry in the United States derive from a simple and straightforward concept: all investors should have access to certain basic facts about an investment prior to buying it. To achieve this, the SEC oversees the key participants in the securities world, including the nationally recognized statistical rating organizations (NRSROs). The mission is executed through its 4,600 employees whose functional responsibilities are organized into 5 Divisions and 23 Offices. The SEC is headquartered in Washington, DC and has 11 Regional Offices throughout the country.

B. The Division of Economic and Risk Analysis (DERA) was created in 2009 to integrate financial economics and rigorous data analytics as the Agency’s “think tank”. It relies on various disciplines, quantitative and qualitative approaches, and knowledge of market institutions and practices to enable the SEC to approach complex matters. DERA assists in efforts to identify, analyze, and respond to risks and trends, including those associated with new financial products and strategies and helps break through silos within the Agency.

C. The Office of Credit Ratings (OCR) was created in 2012 to administer the rules of the SEC with respect to the practices of NRSROs in (a) determining credit ratings for the protection of users of credit ratings and in the public interest, (b) promoting accuracy in credit ratings issued by NRSROs, and (c) working to ensure that credit ratings are not unduly influenced by conflicts of interest and that NRSROs provide greater transparency and disclosure to investors. The credit rating industry is dependent upon analytical methodologies, economic modeling, and other data analyses. The contemplated partnership between DERA and OCR will leverage OCR’s oversight and knowledge of NRSROs and DERA’s experience with quantitative analytics and program management.

C.2. SCOPE

The Contractor shall provide all personnel, equipment, and information to ensure all objectives of the contract are met in accordance with section C.3 The Contractor shall provide expert credit ratings consulting and advisory services required to achieve high-quality analyses and to develop the work products/deliverables in accordance with section C.4.

C.3. OBJECTIVES

This is a Non-Personal Services contract, required for expert consulting and advisory support services in support for the OCR and DERA Credit Ratings Data Unit. The Contractor shall not make SEC policy.

A. Obtain Credit Ratings Subject Matter Experts (Experts) with the academic expertise to establish and support the implementation of a quantitatively-driven, credit ratings analysis program. The candidate must demonstrate the following qualifications:

i. Obtain Credit Ratings Subject Matter Expert(s) (Experts) with the academic expertise to establish and support the implementation of a quantitatively-driven, credit ratings analysis program.

ii. The team of experts shall consist of at least one (1) candidate with required expertise. Each team member shall identify the number of years of experience the candidate(s) has/have to meet the qualifications below:

a. Excellent academic and professional qualifications, preferably recognized as an industry expert as evidenced by publication, industry acknowledgement, or academic recognition.

b. Seasoned background in the credit rating industry with experience with credit analysis and rating agency exposure.

c. Well informed of the current industry, market, and trends to be able to identify and anticipate changes.

d. Strong quantitative and technical skills.

e. Independent professional with no employment or business relationship with a Credit Rating Agency within the last three (3) years.

f. Excellent written and oral communications skills.

g. Defined experience as a facilitator and collaborator in academic and professional environments.

h. Academic and industry recognized skills and achievements in leadership, market vision, innovation, and leveraging technology to solve complex problems.

B. The Experts shall collaborate with DERA and OCR to develop a business plan with an identified management analytical framework and significant milestones.

iii. Initial efforts will constitute the building and architecting with a focus on defining and standing up the program, staffing and role definition, knowledge management, and initial funding decisions.

iv. Follow-on focus will comprise the initial introduction of the Analytical Data

Evaluation Unit commonly referred to as the “Data Unit”.

C. The Experts will assist with the Data Unit to develop a broad risk identification program that will identify data, leverage modeling expertise, and rely on analytics to achieve the following:

v. Assist DERA and OCR SMEs in establishing infrastructure and develop an analytical framework for utilizing data and quantitative analyses to identify potential areas for further inquiry.

vi. Apply models and methodologies that are tested and supported by research, are traceable, repeatable and reliable over time to improve overall data analysis and forecasting. Specific application areas include:

a) Develop metrics of ratings quality and informativeness. Such metrics might depend, among other measures, on measures of rating agency conflict of interest (e.g., based on relationships between rating agencies and underwriters), rating agencies disagreement (“split ratings”), text analysis of ratings reports, securities characteristics (e.g., deal complexity for ABS), measures of competitiveness of rating industry in a specific sector, and market response to ratings (e.g., whether market yields are consistent with yields of other securities with similar ratings).

b) Develop metrics of ratings inflation at the levels of rating agency, asset class, industry sector, and other groupings. Such metrics might rely, among other things, on reverse engineering of rating models.

c) Develop metrics of deterioration of credit conditions in specific asset classes, industry sectors, and other groupings (“early warning”). Such analysis might include, among other things, cluster analysis of yield changes, ratings changes and rating watches and presentation of the ratings dynamics as “heat maps”.

d) Contribute other data driven and research supported applications in the credit ratings risk identification and fraud detection area.

vii. The Experts will ensure a multi-step review process, where ideas are exchanged with SEC staff through (at a minimum) monthly calls and meetings and (at least) one quarterly meeting held in-person in the SEC’s office in New York or Washington, DC.

viii. Develop data analysis and methodologies and supportable code to implement risk identification. The data analysis will rely on both regulatory and commercial data, with stronger emphasis on the former. The code should be written in one of programming languages widely used in DERA (e.g., R, SAS, Stata, or Matlab; to be jointly determined by DERA and the Experts).

D. Leverage both the body of academic literature and professional expertise in quantitatively analyzing credit ratings developed through researching credit rating agencies and the credit rating industry, to better understand when a deeper analysis of a rating may be warranted.

C.4. DELIVERABLES

A. The Contractor shall prepare the credit ratings program support deliverables as shown in Table 1, below. All deliverables shall be formatted by the Contractor and prepared using Microsoft Office Suite applications.

Table 1: Deliverables

No. Deliverable Due Date Recipient 1 Project Schedule

15 days after contract award date

COR and

PM

2 Business Plan Analytical Framework (Outline)

30 days after contract award date

COR and

PM

3 Milestones and Other Project Management-Related Information for Developing the Business Plan

15 days after SEC Approval of Business Plan Analytical Framework (Outline)

COR and

PM

4 Business Plan (to include Schedule and Milestones)

15 days after SEC Approval of Milestones and Other Project Management- Related Information

COR and

PM

5 Support Implementation Per Approved Schedule and Milestones (from Business Plan)

15 days after SEC Approval of Schedule and Milestones

COR and

PM

6 Pilot risk assessment module for one sector (CMBS)

6 months from contract award date

COR and

PM

7 Mid-year Assessment (Base Year) 6 months from contract award date

COR and

PM

8 Monthly Reports

Submitted on same day as monthly invoice

COR and

PM

9 Ongoing Assessment and Recommendations

Submitted with monthly report

COR and

PM

B. The following deliverables shall be submitted electronically to the Contracting Officer’s Representative (COR) and the Program Manager (PM):

i. Project Schedule - The Contractor shall provide for COR and PM approval an integrated project schedule to manage all work including a reassessment of the schedule following the completion of each task for potential adjustment of the dates. Such adjustments require COR and PM approval.

ii. Pilot risk assessment module for one market sector, Commercial

Mortgage-Backed Securities (CMBS).

a) The module should include ‘proof-of-concept’ consisting of detailed methodology description, implementation code, and calculated statistical metrics to demonstrate applicability of the approach to one sector of the fixed income market.

iii. Mid-Year Assessment - The first comprehensive review for continuation of efforts will take place at six (6) months within the base period of performance.

a. The assessment will be conducted in a manner specified by the COR and PM and include a review of progress made, challenges encountered and a report on actions to be taken in the remainder of the year.

iv. Monthly Reports and Quarterly meetings – The Contractor shall provide a monthly status report to the COR and PM to include a summary of scheduling and activity, work to be completed, issues and concerns, and accomplishments.

a. The report shall be submitted with each monthly invoice to assist with monitoring costs and the schedule.

i. A detailed breakdown of costs including the current month’s actual hours presented by labor category and planned/estimated hours for the next reporting cycle is required.

b. The report shall include any recommended changes in program course, details on requested approvals, or other program administration items of note including:

i. Any challenges, concerns or schedule impacts for software package implementation.

c. The submission shall be made within 15 business days after the end of the month.

d. The Experts shall conduct a monthly call with the COR, PM and other SEC staff throughout the term of the contract.

e. The Experts shall attend in-person quarterly meetings with the COR, PM, and other SEC staff throughout the term of the contract.

v. Risk assessment module for other sectors of the fixed income market.

a. The module should include ‘proof-of-concept’: detailed methodology description, implementation code, and calculated statistical metrics applied to all sectors of the fixed income market (asset-backed securities, corporate bonds, and municipal bonds).

SECTION D – PACKAGING AND MARKING

D.1 (SEC 2001.00) - PACKAGING AND MARKING (MAR 2009)

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

D.2 (SEC 2002.00) - MARKING (MAR 2009)

All information submitted to the Contracting Officer, the POC, or his/her designated contact shall clearly indicate the number of the contract for which the information is being submitted.

SECTION E – INSPECTION AND ACCEPTANCE

52.246-6 Inspection - Time-and-Material and Labor-Hour. (MAY 2001)

E.1 (SEC 3001.00) - INSPECTION AND ACCEPTANCE (AUG 2013)

The Contracting Officer’s Representative (COR) or designated SEC personnel will accomplish inspection and acceptance of the supplies and/or services to be furnished under this contract and inspection and acceptance of the final delivery. Inspection and acceptance will be performed at the U.S. Securities and Exchange Commission, (insert address of the applicable SEC location.

SECTION F – DELIVERIES OR PERFORMANCE

F.1 (SEC 4002.00) PERIOD OF PERFORMANCE (MAR 2009)

The period of performance under this contract shall be one (1) base period and four (1) one year option periods.

Base Period – One year from date of award Option Period I – One year from the end of the base period (if exercised) Option Period II – One year from the end of Option Period I (if exercised) Option Period III – One year from the end of Option Period II (if exercised) Option Period IV – One year from the end of Option Period III (if exercised)

F.2 (SEC 4003.00) PLACE OF DELIVERY – FOB DESTINATION (JUN 2013)

The deliverables to be furnished under this contract shall be delivered to the following via the format to the responsible SEC Personnel listed in section C.1.4. Deliverables.

F.2.1. FORMAT OF DELIVERABLES

The contract deliverables shall be furnished as hard copies and in electronic media transmitted both via email on the SEC’s network to designated SEC Program Owner. All deliverables shall be compatible using the Microsoft Office Suite including MS-Word, MS-Excel, MS-Project and MS-PowerPoint. For analysis conducted using econometric or statistical software, the Contractor must include scripts or code with their deliverables.

Flow charts and other diagrams included in the deliverables should be developed using Visio Professional 2000 software. The format of the contract deliverables may change to accommodate needs of the data being transferred.

F.3 STATUS REPORTS

The Contractor shall submit a monthly status report, via email, of all work performed under this contract by the 15th of each month. The progress report shall contain the following information:

(a) Summary of progress during the reporting period (include any significant technical information).

(b) Unanticipated technical or management problems of significance.

(c) Problems anticipated in future reporting periods.

(d) Summary of important meetings, briefings, trips and conferences during the period of the report and those planned for the following period.

(g) Labor hours utilized versus labor hours planned per task; this information shall be reported both (1) for the reporting period being and (2) for the entire contract (cumulative) through the most recent reporting period.

(h) Total cost (by cost element) versus budgeted task. The breakdown shall represent the period being reported on as well as the entire contract (cumulative) through the most recent reporting period.

(i) Statement that the contract can or cannot be completed within the total estimated cost.

(j) Statement of projection (budget) for the next reporting period.

All reports and correspondence, except as otherwise specified, shall be directed to the SEC points of contact identified in Section G of this contract.

F.4. GOVERNMENT FURNISHED EQUIPMENT (GFE) and GOVERNMENT

FURNISHED INFORMATION (GFI)

The Contractor shall furnish all personnel, management, equipment, supplies, and services necessary for performance of all aspects of the contract. Unless explicitly stated otherwise, the Contractor is responsible for all costs associated with and incurred as part of providing the services outlined in this contract.

In the performance of work hereunder, the Government will furnish the Contractor on a rent-free, non-interference basis, the use of Government Furnished Equipment (hard drives) containing Government Furnished Information (data) necessary for the successful performance of this contract and accountable under the contract. The use of any furnished GFE and GFI shall be solely dedicated to this contract. A Data Custody Form shall be used in every instance the Government furnishes the Contractor the use of GFE and/or GFI.

The Contractor shall return all GFE and GFI upon request from the Contracting Officer (CO) or the Contracting Officer's Representative (COR)."

The Contractor’s staff shall sign non-disclosure statement prior to using this information.

The Contractor will not have a due diligence event to evaluate the government furnished data-bases information prior to award. Additionally, the Government will make meeting rooms available when required.

F.5. PLACE OF PERFORMANCE AND TRAVEL

The primary place of performance shall be the contractor’s provided facilities. However, where it is necessary to travel to the SEC Headquarters, Washington DC and/or New York Regional Office (NYRO) in support of this contract from a location outside of the Washington DC Metro Area which consist of the District of Columbia, Virginia, and Maryland and/or the New York City area, all such travel shall be approved in advance by the Contracting Officer’s Representative (COR). Travel requirements under this contract shall be met using the most economical form of transportation available. If economy class transportation is not available, the Contractor must submit (to the COR) a request for advance approval to utilize higher class travel. All travel should be scheduled sufficiently in advance to be able to take advantage of offered discount rates. Individual "travel authorization letters" may be provided to the Contractor (for all Contractor personnel who are required to travel) which may allow Contractor personnel to receive Government rates when on long distance travel.

When the Contractor determines that travel in support of this contract is warranted, the Contractor shall notify the COR or designee at least five (5) business days of the date of arrival or as soon as possible via electronic communication (eMail). If the COR approves travel, travel related costs to the designated location including per diem (lodging and meals) and taxi cabs are allowable. The Contractor must ensure that contractor personnel has access to the necessary resources to secure all other travel arrangements (e.g., rental car).

If the COR or designee approves airfare or train fare, the Contractor shall finalize all air or train travel arrangements and reservations. If the COR or designee approves train fare, the Contractor shall finalize all train travel arrangements and reservations with the selected carrier.

The Contractor shall submit, via electronic transmission, to the COR or designee a copy of each travel order placed with the travel service agency or train carrier in advance of the travel.

If the Government cancels an engagement or meeting for which the Contractor has already made travel arrangements and reservations, the Contractor shall immediately cancel contractor personnel travel reservation and/or ticket(s) and notify the Government via electronic written format that the travel has been cancelled.

The Contractor is encouraged to control commercial travel costs and expenses in accordance with Federal Travel Regulation found at http://www.gsa.gov/portal/content/102886.

SECTION G – CONTRACT ADMINISTRATION DATA

G.1 (SEC 5001.00) CONTRACT ADMINISTRATION (DEC 2011)

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

U.S. Securities and Exchange Commission Office of Acquisitions Attn: Mr. Robert Witherspoon

100 F Street, N.E.

Washington, DC 20549 Tel: 202-551-7319 Email: WitherspoonR@sec.gov

G.2 (SEC 5001.03) CONTRACT ADMINISTRATION FOR NON-SEVERABLE

SERVICES (AUG 2013)

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.

G.3 (SEC 5003.00) SUBMISSION OF INVOICES (APR 2012)

The Securities and Exchange Commission accepts only electronic/e-mail invoices.

Invoices shall be submitted on a monthly basis.

Contractors should submit invoices in accordance with the SEC Prompt Payment Provision of the contract. Contractors are cautioned against submitting an invoice prior to goods and services being received/ accepted. Invoices submitted prematurely may be rejected.

Electronic/e-mail Invoice Instructions:

• Invoices must be in PDF Format and may not exceed 10MB

• Subject Line: Company name and the invoice number

• e-mail Message:

• Company logo or letterhead

• Company name and payment address

• Company point of contact (POC) for the invoice with phone and e-mail

• Invoice Number

• SEC Contract or Order number

• SEC COR

For supplies: contract line item number, item description, quantity delivered, and unit and extended price, per Section B CLIN structure

For services: contract line item number, item description, period of performance and associated costs, per Section B, contract line item, CLIN, structure

Shipping and handling charges, if applicable

Clearly mark duplicates of previous invoice submissions with “DUPLICATE”

Clearly mark the final invoice with “FINAL INVOICE”

Attach the invoice and any supporting documents in a secure tamper-proof or tamper-resistant format compatible with Adobe Acrobat.

Electronic signatures are acceptable in scanned documents. Each page of a document must be clearly marked with information identifying it with the company, the contract, the invoice, and any other information required by the contract.

E-mail invoices to the following address: 9-AMC-AMZ-SEC-Invoices@faa.gov. If you have any questions regarding submission of invoices, the SEC’s Office of Financial Management may be reached at (202) 551-7860.

G.4 (SEC 5004.00) APPOINTMENT OF CONTRACTING OFFICER’S

REPRESENTATIVE (COR) (NOV 2012)

a) TBD is hereby designated the SEC Contracting Officer's Representative (COR) for administration and information relating to 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.

mailto:9-AMC-AMZ-SEC-Invoices@faa.gov

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.

G-5 (SEC 5007.00) PAYMENT INFORMATION (Feb 2012)

Payment will be made to small business contractors within 15 days of receipt of a valid invoice.

Unless otherwise stated, and the contractor is not a small business, 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.

SECTION H – SPECIAL CONTRACT REQUIREMENTS

H.1 NON-PERSONAL SERVICES

H.1.1 This is not a personal services contract. The Government and the Contractor understand and agree that the services delivered by the Contractor to the Government are non-personal services. The parties also recognize and agree that no employer-employee or master-servant relationship exists or will exist between the Government and the Contractor. Contractor personnel are not employees of the Federal Government and are not eligible for entitlement and benefits given federal employees.

H.1.2 Contractor personnel under this contract shall not (i) be placed in a position where there is an appearance that they are employed by the Federal government, or are under the supervision, direction (other than the technical direction with respect to the tasks listed in Section C – Statement of Work), or evaluation of a Federal employee, or (ii) be placed in a position of command, supervision, administration or control over Government personnel.

H.2 (SEC 6001.00) SEC NON-DISCLOSURE REQUIREMENTS AND

AGREEMENTS (JUL 2012)

Required non-disclosure agreements are attached and must be completed and returned to the Contracting Officer before starting work under this contract.

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.

H.3 (SEC 6001.01) RESTRICTIONS ON USE, DISCLOSURE, AND

DUPLICATION OF CONFIDENTIAL AND NON-PUBLIC INFORMATION

(NOV 2010)

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.

H.4 (SEC 6002.00) TYPE OF CONTRACT (MAR 2009)

This is a Time-and-Materials type contract.

H.5 (SEC 6003.00) REPRESENTATIONS AND CERTIFICATIONS (MAR 2009)

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

H.6 (SEC 6004.00) APPROVAL OF SUBCONTRACTS (FEB 2012)

The Contractor shall not enter into a contractual agreement with any party to furnish any of the work or services under this contract 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.

H.7 (SEC 6005.00) OTHER DIRECT COSTS (AUG 2011)

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.

http://www.gsa.gov/portal/content/102886

H.8 (SEC 6010.01) KEY PERSONNEL (MAR 2009)

Key personnel is/are essential to the successful performance of work under this contract.

Key personnel shall be available as necessary to efficiently manage the work of the contract and shall be available on the effective date of award. The designated key personnel for this award are.

Credit Ratings Expert(s) Project Manager Senior Quantitative Analyst Finance and Quantitative Research Analyst Financial and Accounting Analyst

H.9 (SEC 6010.02) CONTRACTOR SUBSTITUTION OF KEY PERSONNEL

(MAR 2009)

Following contract award the Contractor shall permit no substitution of key personnel without the written consent of the Contracting Officer, unless such substitutions are necessitated by an individual’s sudden illness, death, or termination of employment. In the event that substitution of personnel is desired, the Contractor shall notify the Contracting Officer in writing at least thirty (30) calendar days before any key personnel substitution is made, if possible. The Contractor shall submit a justification in sufficient detail to permit evaluation of the impact on the contract or TI performance, with the resume of the proposed replacement personnel. The Contractor shall obtain the Contracting Officer’s written approval prior to any changes in the contract participation of the personnel named as key personnel. Proposed substitute personnel shall have experience and education at least substantially equal to those of the personnel being replaced. Requests for substitutions shall provide a detailed explanation of the circumstances necessitating such changes, a resume for each proposed substitute, and any other information as requested by the Contracting Officer. The Contracting Officer will evaluate such requests and promptly notify the Contractor of approval or disapproval thereof. Positions designated as Key Personnel shall be reviewed annually, prior to option year exercise, and may be changed by bi-lateral modification to this award. The purpose of the annual review is to ensure the optimal mix of Key Personnel to the work required during that period of performance.

H.10 (SEC 6010.04) CONTRACTOR RESPONSIBILITIES/STANDARDS OF

CONDUCT (JUL 2013)

The Contractor shall furnish all managerial, supervisory, and personnel to successfully, effectively, and efficiently accomplish all work required by this contract. Contractor personnel are employees of the Contractor and under its administrative control and supervision. Contractor personnel are not employees of the Government.

The Contractor shall select, supervise, and exercise control and direction over its employees under this contract. The SEC will not exercise any supervision over the Contractor’s employees, but may, in coordination with Contractor management, provide sufficient direction to contractor personnel to ensure that the purposes of the contract are met and the government’s interests are protected.

Contractor shall be responsible for:

• Approving time cards of its employees.

• Approving leave requests of its employees.

• Performing performance evaluations of its employees.

• Making hiring and firing decisions for its employees.

• Informing its employees that they are not employees of the SEC and have not received an appointment in the federal service.

• Informing its employees that they are not to accept direction from employees of the SEC beyond that required to accomplish the purposes of the Contract.

• Informing its employees that deliverables must be marked with employer’s logo or other marking legend (as appropriate to the deliverable) and it must be removable if the SEC elects to use the deliverable as SEC materials. This applies to reports, slides, and other documents called out in the contract as deliverables.

• Informing its employees that the Contractor is responsible for approval of their time cards, leave requests and performance evaluations, and for hiring and firing decisions.

• Directing their employees to identify themselves in their communications (and in their work product as appropriate) as contractors rather than SEC or Federal employees, and ensuring that they in fact do so.

• Directing their employees to display their distinguishing badges or other visible identification of their status as contractors at meetings with government or outside personnel.

• Considering during their performance of the contract whether any actions they are taking would limit the ability of an SEC employee to exercise discretion on an inherently governmental function and bring such actions to the attention of the

COR.

The Contractor is accountable to the SEC for the actions of its personnel. The Contractor’s employees, when on-site at SEC facilities under this contract, shall only engage in duties specified in the statement of work, task order or other work statement, and not in other business, or political, charitable, or other duties. The Contractor shall not recruit on SEC premises or otherwise act to disrupt official SEC business. The Contractor shall be responsible when its employees are on site at the SEC for maintaining satisfactory standards of employee competency, conduct, appearance, and integrity, and shall be responsible for taking such disciplinary action with respect to its employees as may be necessary. Contractor employees are expected to adhere to standards of conduct that reflect credit on themselves, their employer, the SEC and the Federal Government.

H.11 (SEC 6012.00) SECURITY AND PRIVACY ACT MATTERS (MAR 2009)

The security classification for work performed under this contract is Public Trust. The documents that shall be reviewed and produced are non-public and sensitive in nature and shall be protected from unauthorized disclosure. Work on this project request that personnel have access to Privacy Act Information. Personnel shall adhere to the Privacy Act, Title 5 of the U.S. Code, Section 552a and applicable agency rules and regulations.

H.12 (SEC 6012.05) PERSONALLY IDENTIFIABLE INFORMATION (PII)

(JUNE 2013)*

A Contractor that designs, develops, or operates a system of records on individuals, or otherwise collects or has access to 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 SEC 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 SEC PII and incident management of suspected or confirmed loss of SEC PII in accordance with OMB’s Recommendations for Identity Theft Related Data Breach Notification, September 20, 2006, and OMB Memorandum M-07-16, Safeguarding Against and Responding to the Breach of Personally Identifiable Information, May 22, 2007.

(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 Revision 1 and are aligned with the incident categories and timelines referenced in Table J-1 of NIST SP 800-61, as well as U.S.

government and SEC policies developed to safeguard the confidentially, integrity and availability of SEC data that may contain PII. In support of these requirements, the Contractor shall have:

• policies, procedures, and mechanisms designed to restrict access to SEC data on Contractor, subcontractor, or SEC inter/intra agency partner systems exclusively to authorized personnel;

• policies, procedures, and mechanisms that prevent transmission or disclosure of SEC data to an unauthorized party;

• policies, procedures, and mechanisms that ensure SEC data on portable devices are encrypted using methods compliant with Federal Information Processing Standard 140-2; and

• policies, procedures, and mechanisms that ensure SEC data transmitted across public networks (i.e., the Internet) by the Contractor, or its employees, agents or subcontractors, are protected using encryption compliant with Federal Information Processing Standard 140-2.

(c) The Contractor shall provide quarterly assessments to the SEC demonstrating that the policies, procedures, and mechanisms required by (b) continue to be functional, that the Contractor is compliant with these requirements, and that these requirements are effective.

(d) The Contractor shall provide a copy of its privacy policies to the Contracting Officer. The Contractor shall also provide a copy of the policies and procedures (or otherwise make such policies and procedures available) to all of its employees, agents, and subcontractors assigned to perform the requirements set forth in this contract.

(e) The Contractor shall ensure that those individuals adhere to the Contractor’s policies and procedures relating to PII and to SEC-prescribed policies and procedures for the safe handling of SEC PII, including privacy and security training requirements and privacy incident management.

(f) The Contractor’s employees, agents, and subcontractors shall immediately alert the SEC of any event, including the suspected or confirmed loss of SEC PII, that could potentially affect the privacy rights of individuals or which violates any federal law, regulation, mandate or requirement as defined in NIST 800-122 by contacting the SEC Information Systems Security point of contact and the SEC Incident Response Team at cops@sec.gov. The Contractor shall act in accordance with its policies and procedures in the event of any suspected loss of SEC PII and shall support the SEC’s investigation and resolution of reported incidents as requested by the SEC. For purposes of this Clause, a “suspected loss of PII” shall be interpreted liberally to mean any situation in which the loss of PII or unapproved access to PII is deemed a reasonable possibility.

*At the time of contract formation, it is not contemplated that the contractor will be exposed to, provided with, or given access to information covered by the above contract clauses, H.12, pertaining to Personally Identifiable Information (PII). Should the contractor be exposed to, provided with, or given access to information governed by the referenced clauses at any time during the performance of this contract, the contractor agrees to comply with the requirements of the referenced clauses as provided.

H.13 (SEC 6016.00) SUPPLIES (JAN 2013, Revised MAY 2013)

The Contractor shall provide all supplies to support the requirements of this award. The SEC will not provide supplies used in the normal daily performance of work such as note paper, pens, calendars, staplers, etc. If there is a need for specific supplies required by the performance of the work, the Contractor’s Program Manager shall notify the Contracting Officer’s Representative (COR).

H.14 (SEC 6017.00) COMMUNICATING NON-PUBLIC OR SENSITIVE

INFORMATION (MAY 2013)

When communicating “Non-public or Sensitive information” via email, during the period of this contract, the Contractor shall submit all such communications using Zixmail.

ZixMail encrypts outgoing messages, decrypts and validates incoming messages, and authenticates both the sender's and recipient's e-mail identities. The Contractor shall use the following instructions for using Zixmail:*

Login at U.S. Securities and Exchange Commission Secure Email Password Authorization

View message under the “Inbox” tab or create and send new messages from the “Compose” tab.

Messages are created and sent similar to a typical e-mail messaging system and include:

Recipients, CC, subject line, body and attachments.

*Notes: “The Contractor must register a new account first at U.S. Securities and Exchange Commission Secure Email Password Authorization prior to reading or sending encrypted messages. The Contractor will be provided with a link to create an account the first time you send them an encrypted message. This link will also be used by the Contractor subsequently to read and compose messages. The Contractor can only send encrypted e-mail messages from the ZixMail portal to SEC employees. All e-mail contents, including attachments, are encrypted when sent using this method.”

H.15 (SEC 6006.00) ORGANIZATIONAL CONFLICTS OF INTEREST

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

15.2. Purpose. The purpose of this clause 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.

15.3. Definitions. For purposes of this clause, 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 Contractors or Sub- Contractors at any tier; and employees thereof. For purposes of this clause, the term “Organizational conflicts of interest” means that because of the Contractor’s other activities or relationships with other clients, the Contractor would or appears to be unable or potentially unable to render impartial assistance or advice to the SEC (for example, conflicts between the Contractor’s client work and the SEC’s role as regulator of the securities market where there are diverging interests between the Contractor’s clients and the SEC, or conflicts of interest involving an individual Contractor employee that would https://web1.zixmail.net/s/login?b=sec https://web1.zixmail.net/s/login?b=sec https://web1.zixmail.net/s/login?b=sec https://web1.zixmail.net/s/login?b=sec appear to make the Contractor unable or potentially unable to render impartial assistance or advice to the SEC if the employee were to work on the Contract).

15.4. Restrictions. The Contractor agrees:

(a) To remain ineligible to participate in any capacity (including participating as a prime Contractor, Sub-Contractor, or as the representative of another party) in contracts, subcontracts, or proposals (whether solicited or unsolicited) that directly relate to the Contractor’s performance of work under this Contract.

(b) To execute, prior to beginning work, any Non-Disclosure Agreements or other documents that the Contracting Officer may, in his/her 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.

(c) To, prior to beginning any work, immediately notify the Contracting Officer of any potential organizational conflicts of interest which would prevent or limit the Contractor’s ability to perform the work requested.

(d) To immediately notify the Contracting Officer of any organizational conflicts of interest discovered during Contractor’s performance of work; provided that the Contracting Officer shall have the right to impose such restrictions as he/she deems 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 at issue, to terminate the Contractor’s performance of work under the contract at no cost to the Government.

(e) That in the event that Contractor knowingly withholds the existence of an organizational 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.

(f) To include this Organizational Conflicts of Interest clause, 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.

(g) 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.

H.16 (SEC 6020.00) CONTRACTOR WORKFORCE INCLUSION (AUG 2015)

The Contractor confirms its commitment to equal opportunity in employment and contracting, and that it shall ensure, to the maximum extent possible and consistent with applicable law, the fair inclusion of minorities and women in its workforce.

The Contractor shall insert the substance of this contract standard in each subcontract for services awarded for performance of this contract with a dollar value of $100,000 or more.

Within ten (10) business days of a written request from the Director of the Commission’s Office of Minority and Women Inclusion (OMWI Director) or designee, or such longer time as the OMWI Director or designee determines, and without any additional consideration, action or authorization required from the OMWI Director, the Contractor shall provide documentation, satisfactory to the OMWI Director, of the actions it has undertaken (and as applicable, the actions each covered subcontractor under the contract has undertaken) to demonstrate its good faith efforts to comply with the aforementioned provisions.

For purposes of this contract, “good faith efforts” shall include actions by the Contractor (and as applicable, actions by each covered subcontractor under the Service Contract) to identify and, if present, remove barriers to minority and women employment or expansion of employment opportunities for minorities and women within its workforce. Efforts to remove such barriers may include, but are not limited to, recruiting to ensure that applicant pools include minorities and women, providing job-related training, or other activity that could lead to removing such barriers.

The documentation requested by the OMWI Director or designee to demonstrate good faith efforts may include, but is not limited to, one or more of the following:

• The total number of Contractor’s employees, and the number of employees by race, ethnicity, gender, and job title or EEO-1 Report job category (e.g., EEO-1 Report(s));

• A list of covered subcontract awards for services under the contract, and for each covered subcontract award, the dollar amount, date of award, and the subcontractor’s race, ethnicity, and/or gender ownership status;

• The contractor’s plan for ensuring the fair inclusion of minorities and women in its workforce, including outreach efforts; and

• For each covered subcontractor, the documentation specified in paragraphs a.

and c. above.

Consistent with Section 342(c)(3) of the Dodd-Frank Wall Street Reform and Consumer…