CLS_-_Sections_B_through_M_-_Amendment_000003.pdf

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SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

B.1 General

The U.S. Securities and Exchange Commission’s (SEC)-Wide Contractor Legal Support Contract (CLS) is a Multiple Award, Indefinite Delivery, Indefinite Quantity (IDIQ) contract to provide the Securities and Exchange Commission’s Division of Enforcement and the Office of Compliance Inspections and Examinations non-personal professional legal support services and products to support the mission requirements, as described in Section C, Statement of Work.

The Contractor shall provide in accordance with issued Task Orders (TOs), all management, supervision, labor, facilities (if required), and materials necessary to perform the services on an IDIQ basis.

B.2 Contract Minimum and Maximum Summary

a. The Work Category (WC) guaranteed minimum is $2,000 and will be applied during the base period only. There is no guaranteed minimum for the option periods for this IDIQ. The minimum amount on each contract will be the sum of the work categories for which the Contractor receives an award. For example, if the Contractor receives awards under two work categories upon IDIQ award, the minimum contract value will be $4,000. During the current ordering period of the contract, the minimum guarantee insures that a Contractor receives the minimum amount if no Task Orders are issued. Once Task Orders have been issued and the minimum is met during the current ordering period, the minimum funding will be deobligated from the minimum guarantee Task Order. ODCs are not included in the contract minimum.

Note: Fiscal Law requires an obligation to be recorded upon execution of the contract.

Therefore, the guaranteed minimum will be obligated for the base ordering period for all successful Offerors at the time of IDIQ award (with the exception of the successful Offeror of the sample task award). Once the guaranteed minimum is met through the successful award of a Task Order, the minimum amount will be deobligated from the minimum guarantee Task Order.

b. The maximum (total) dollar amount of all orders issued under each Work Category identified below is the Government’s best estimate of the total value of all work to be performed in the respective WC for the base period and if all options are exercised. Since multiple awards will be made per WC CLIN, any single contract recipient is unlikely to receive orders in a WC CLIN equaling the estimated maximum amount (if all options are exercised) indicated for that WC CLIN. The actual amount of any orders placed under any single contract will be determined using the procedures prescribed herein for competition of individual Task Orders.

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Work Category (WC) Estimated Maximums

WC #1 $193,377,754

WC #2 $6,907,039

WC #3 $3,000,000

Total $203,284,793

B.3 Ordering Period Program Ceiling

The collective program ceiling across all contracts awarded is $203,284,793 inclusive of each of the three (3) WC for all ordering periods (if options are exercised). The maximum ceiling amounts for each of the three (3) work categories is for estimating purposes only. Actual ceiling restrictions shall be applied at the total program level without limitation among these individual WC estimates. The maximum value of $203,284,793 as stated above, is a collective ceiling that will be shared among all IDIQ awardees across all contracts and Task Orders awarded if all options are exercised.

B.4 Contract Term

The term of the CLS IDIQ contract is a (1) one-year base period and four (4) one-year option periods. This is not a multi-year contract as defined in FAR Part 17.1, Multiyear Contracting.

TOs may be issued at any time during the base and/or option periods. The performance periods will be specified in the TOs and may include option periods which extend the TO up to twelve

(12) months beyond the expiration date of this IDIQ contract.

B.5 Contract Pricing

a. All TOs may be issued on either a Time & Materials (T&M) or Firm Fixed Price (FFP) basis and will be subject to the pricing set forth in Section J – List of Attachments, Attachment B-1, Labor Rate Tables. The labor rates in this attachment reflect fully-burdened hourly rates for each labor category and will apply to all direct labor hours. The fully-burdened labor rates include all direct labor and indirect costs applicable to that direct labor (such as fringe benefits, overhead, G&A), and profit. These fixed hourly rates are ceiling rates and will apply to the prime Contractor. The Contractors may elect to propose lower hourly rates on a task-by-task basis. Proposed rates for TOs shall not exceed the ceiling rates established in the contract. The Task Order Contracting Officer (TO CO) may request certified cost or pricing data on orders less than $700,000 on an as needed basis.

The labor rate table shall include the prime Contractor and each Subcontractor’s established accounting practices for recording work in excess of 40 hours per week. The accounting practices for each member shall be clearly identified (e.g., prime Contractor records all hours; “Subcontractor A” records 40 hours per week; “Subcontractor B records all hours, etc.). The descriptions of the methods will be incorporated into the contract and will be effective for T&M Task Orders.

The indirect rates applicable to direct materials, subcontracts for supplies, and other direct

Page 8 of 124 RFP SECHQ1-14-R-0021 Amendment 000003 costs established in Attachment B-1, Labor Rate Tables, are ceiling rates and shall apply to the prime Contractor only. There are no indirect ceiling rates for Subcontractors. However, the Contractor may elect to propose lower indirect rates on a task-by-task basis.

In accordance with FAR 52.216-29, Time and Materials/Labor-Hour Proposal Requirements- Non-Commercial Item with Adequate Price Competition and FAR 52.216-31, Time and Materials/Labor-Hour Proposal Requirements- Commercial Item Acquisition, the prime Contractor shall establish fixed hourly rates using separate rates for each category of labor to be performed by each Subcontractor and for each category of labor to be performed by the Offeror, and for each category of labor to be transferred between divisions, subsidiaries, or affiliates of the Offeror under a common control.

b. The labor rates set forth in the table reflect fully-burdened rates for performance at a Government site and for performance at a Contractor site.

(1) Government Site Rates. When performing at Government sites, the Contractor shall furnish fully-burdened labor rates and fully-burdened overtime labor rates. The Government will provide office space, furniture and office equipment, and as specified in the individual Task Orders. The Contractor shall be responsible for supplies in accordance with Section H.20, Supplies.

(2) Contractor Site Rates. When performing at a Contractor site, the fully-burdened labor rates and fully-burdened overtime labor rates shall include applicable indirect costs for office space and all normal supplies and services required to support the work. This includes, but is not limited to, telephones, faxes, copiers, personal computers, postage, including courier services such as Federal Express, ordinary business software, such as word processing, spreadsheets, graphics, etc., normal copying and reproduction costs.

c. Only Government-required labor categories are included in Attachment B-1, Labor Rate

Tables. Additional labor categories may be proposed (upon request by the Government) and added to meet specific TO requirements, in accordance with Section B.5.3, Rate Refreshment, and Section G.8(G), Task Order Unique Labor Categories.

IDIQ Program Management Support Costs. IDIQ Contract-level program management support costs include contract-level management, reporting requirements (See Section F, Deliveries or Performance) and related travel and meeting attendance costs associated with the Contractor’s program management staff. This relates to overall management of the SEC-Wide Contractor Legal Support (CLS) Indefinite Delivery Indefinite Quantity (IDIQ) contracts. As a result, these program management support costs shall be included within each fully burdened labor category rate, and shall not be proposed as separate labor categories or cost.

The contract-level “program management” support costs are differentiated from individual “Task Order Manager” or “Project Manager” support costs, which are to specifically support project management for individual task orders. The “Task Order Manager” or “Project Manager” support labor hours are billed at hourly labor rates against individual task orders

Page 9 of 124 RFP SECHQ1-14-R-0021 Amendment 000003 for direct support to the effort performed under those task orders. This will result in direct billings at the task order level.

B.5.1 Firm-Fixed-Price (FFP) Task Orders

For FFP type task orders, travel and materials, if applicable, may be estimated for each TO, including applicable indirect costs, subject to the indirect ceiling rates established in the contract. Partial payment of FFP type TOs may be negotiated based on the completion of milestones/deliverables.

B.5.2 Time-and Materials (T&M) Task Orders

For T&M, the quantity of hours ordered from each labor category will be specified as deliverable hours billable at the ceiling rates specified in Attachment B-1, Labor Rate Tables, or as negotiated, if lower rates are proposed for the TO. Materials will be estimated for each TO and may include applicable indirect costs computed in accordance with the Contractor’s established accounting practices, subject to the indirect ceiling rates established in the contract.

For T&M type task orders, profit on materials is not allowable. The cumulative extended total of all labor categories ordered plus materials/applicable indirect costs will define the TO rates up to the ceiling to allow flexibility. Reimbursement under the contract shall be governed by the clause FAR 52.232-7, Payments under Time and Materials and Labor-Hour Contracts.

(a) Labor. Attachment B-1, Labor Rate Tables, shall include descriptions of the Prime Contractor and each Subcontractor’s established accounting practices for recording and billing for labor hours under Task Orders. The table lists the Prime Contractor and each Subcontractor separately to assure that the accounting practices for each are clearly identified (e.g., Prime Contractor records all hours; “Subcontractor A” records forty (40) hours per week;

“Subcontractor B” records all hours, etc.). The descriptions are incorporated into the contract and orders and are effective for T&M.

In the performance of T&M, the hours billed shall show the labor hours performed by the prime Contractor and each Subcontractor separately. If the established accounting practices described in the contract are to record and bill a standard number of hours per week (e.g., forty (40) hours), the labor hours will be billed only on the basis of a standard number of hours. If the established accounting practices described in the contract are to record and bill all hours worked by employees, the labor hours billed will be based on all hours worked. If the Contractor provides that its established accounting practices are to record and bill all hours worked but it is found after award that the established accounting practices at the time of award were not based on recording all hours worked by employees, the Government shall be entitled to a price adjustment on all payments for labor hours under the T&M order. The amount of the price adjustment shall be the difference between the number of hours billed based on recording all hours worked and the hours that would have been recorded using a standard number of hours (e.g., forty (40) hours).

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(b) Subcontractor Rates. All rates shall be proposed and billed at the Prime level.

(c) Materials. Materials are defined in the clause at FAR 52.232-7, Payments Under Time and Materials and Labor Hour Contracts.

Materials means—

• Direct materials, including supplies transferred between divisions, subsidiaries, or affiliates of the Contractor under a common control;

• Subcontracts for supplies and incidental services for which there is no labor category specified in the contract;

• Other direct costs (e.g., incidental services for which there is no labor category specified in the contract, travel, computer usage charges, etc.); and,

• Applicable indirect costs.

Indirect costs allocated to any direct materials and other direct costs shall be proposed consistent with the payment requirements of FAR 52.232-7, Payments Under Time and Materials and Labor–Hour Contracts, paragraph (b)(5), as follows:

“The Contractor may include allocable indirect costs and other direct costs to the extent they are—

(i) Comprised only of costs that are clearly excluded from the hourly rate;

(ii) Allocated in accordance with the Contractor's written or established accounting practices; and

(iii) Indirect costs are not applied to subcontracts that are paid at the hourly rates.”

Indirect costs allocated to any direct materials and other direct costs shall be proposed consistent with FAR 52.216-7, Allowable Cost and Payment clause.

The cost of general purpose items required for the conduct of the Contractor’s normal business operations are not allowable materials in the performance of task orders under this contract. See also Section G and Section H for additional limitations on materials and mandatory support documentation.

Profit is not allowed on materials under a T&M type Task Orders.

(d) Travel (all order types). If authorized in the Task Order, travel will be reimbursed at actual direct costs in accordance with the limitations set forth in FAR 31.205-46, Travel Costs. No profit is allowed for travel. Subject to the ceiling rates in the table, indirect costs may be applied to travel in accordance with the Contractor’s established accounting practices consistent with FAR 31.2, Contracts with Commercial Organizations. Travel will be a separate Not-To- Exceed CLIN on orders.

B.5.3 Rate Refreshment

In accordance with Section B.5(c), additional labor categories may be proposed and added to meet specific requirements. The labor rates and indirect rates are fixed ceiling rates for all

Page 11 of 124 RFP SECHQ1-14-R-0021 Amendment 000003 contract year periods for the IDIQ contract. Although, the Contractor may submit a proposal reducing the fixed hourly rates and/or indirect rates applicable to materials at any time during the life of this contract. The Government will review these proposals and determine if the revised rates are realistic and in the best interests of the Government. If the rates are accepted, the Government will modify the contract by incorporating the new rates into Attachment B-1, Labor Rate Tables.

At any time and throughout the life of the contract, at the request of either the Contractor or the Government, the Contractor may propose additional labor categories, rates and descriptions in addition to the Government labor categories. These additional Task Order Unique labor categories, rates, and descriptions will be negotiated on a case-by-case basis (See Section G.8(G)).

Annual refresh is required of this contract per FAR clause 52.222-43. The SEC will incorporate the requested wage determination adjustments on a yearly basis at the time of IDIQ option exercise. Any Contractor requests for equitable adjustments based on a revised wage determination will be executed after the option exercise.

B.6 Management Reports

B.6.1 Task Reporting: The Contractor shall be responsible for reporting progress on each Task Order, and each task and subtask for each case and project it is working on. The Contracting Officer or the Contracting Officer’s Representative (COR) are the SEC employees authorized to request and receive reports from the contractor, and may require a wide variety of daily, weekly, and monthly reports. Examples include data processing status reports, task reports, progress reports, monthly narratives of accomplishments, task order funding and expenditures, invoices outstanding, balance and burn rate status reports, and Contractor Personnel information, such as labor categories, tasks assigned, date on-board at the SEC, date departed SEC. Reports 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 should note that numerous specialized reports may be required, particularly on large and complex 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. All reports described in this section are considered part of overall 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 and/or submitted to a SEC database, as specified by the COR. See Section F.6 for deliverable requirements.

B.6.2 Reporting Schedule: All reports must be provided according to the Deliverable Schedule. Ad hoc reports must be provided in a timely fashion by the deadlines specified by the Contracting Officer or COR. Weekly, or even daily meetings with the COR will often be required, often with little or no advance notice, to discuss these reports and project status. Fiscal reporting must conform to the Government’s fiscal year, October 1 through September 30. See Section F.6 for deliverable requirements.

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B.6.3 Tracking System: The Contractor shall, at a minimum, establish and maintain appropriate tracking systems which shall enable it to prepare and submit the reports required.

Creation and maintenance of these tracking systems is not separately billable.

B.6.4 SEC Portal: The SEC may have an internet portal available for status and financial reports. When this portal becomes available, the Contractor shall use it to submit reports.

(End of Section B)

SECTION C – DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK

C.1 Background

The U.S. Securities and Exchange Commission’s (SEC) mission is to protect investors, maintain fair, orderly, and efficient markets, and facilitate capital formation. The SEC’s Division of Enforcement investigates possible violations of securities laws, recommends Commission action when appropriate, either in a federal court or before an administrative law judge, and negotiates settlements. These activities are prescribed by the following Acts:

• Securities Act of 1933

• Securities Exchange Act of 1934

• Trust Indenture Act of 1939

• Investment Company Act of 1940

• Investment Advisers Act of 1940

• Sarbanes-Oxley Act of 2002

• Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010

• Jumpstart Our Business Startups Act of 2012

The Securities and Exchange Commission (SEC) requires contract support for its legal efforts, including investigations, examinations, and litigation. The work of the SEC is managed by SEC Government employees who define case, investigation, or other legal-related specific requirements and then obtain Contractor-provided support, as needed. The SEC cannot provide internal case numbers or names because it is non-public information, and from such information could be inferred the subject of investigations. Each SEC Division and Office has unique mission-driven needs which define its specific program requirements, and this allows each case or investigation manager to quickly assemble support resources to meet litigation demands.

Additional information about the SEC is available at http://www.SEC.gov.

Contract legal support at the SEC was initiated in response to dramatic change in the amount and types of cases falling under SEC jurisdiction. The number of full time SEC attorney and support staff is insufficient to handle investigations and litigation with thousands of pages of evidence located nationwide involving hundreds of parties. The size and complexity of these cases dictate the need for additional support services.

http://www.sec.gov/about/laws.shtml#secact1933 http://www.sec.gov/about/laws.shtml#secexact1934 http://www.sec.gov/about/laws.shtml#trustinact1939 http://www.sec.gov/about/laws.shtml#invcoact1940 http://www.sec.gov/about/laws.shtml#invadvact1940 http://www.sec.gov/about/laws.shtml#sox2002 http://www.sec.gov/about/laws.shtml#df2010 http://www.sec.gov/about/laws.shtml#jobs2012 http://www.sec.gov/

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C.2 Objectives

The objective of this requirement is to obtain non-personal professional legal support services and products to support the mission requirements of the SEC. The primary users of these services are expected to be the Division of Enforcement and the Office of Compliance Inspections and Examinations, 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 Section C.3.1.

C.3 Scope

This requirement will be used to provide professional legal support services, case support services, case or investigation-related support functions to the SEC on a local and nationwide basis, including the US Territories. The support requirements are grouped logically by type and identified as Work Category 1: Legal Support - Home Office and Regional Offices; Work Category 2: Trial Courtroom Support; and, Work Category 3: Mock Jury Support. Work Category 1 is full and open – unrestricted and Work Categories 2 and 3 are set-aside 100% for small business concerns.

a. The scope of Work Category 1: Legal Support - Home Office and Regional Offices activities can include, but are not limited to, the following categories: specialized professional services in support of litigation, investigations, inspections, examinations, case related administration, and other legal efforts, and may include bi-lingual skills, auditing and accounting services, forensics, and statistical analysis, pre-trial and trial support, and special projects. The second language of the bi-lingual skills will be specified in the Task Order (TO) when the service is needed. The most commonly used languages are Chinese and Spanish.

b. The scope of Work Category 2: Trial Courtroom Support activities can include, but are not limited to, the following categories: specialized professional services in support of courtroom exhibit control, exhibit design, jury selection, and providing information technology equipment on a short-term basis at a remote location for the duration of a trial.

c. The scope of Work Category 3: Mock Jury Support activities are for Mock Jury and Jury Consultant services.

C.3.1 Work Category 1: Legal Support - Home Office and Regional Offices

a. Work Category 1 is to provide a combination of professional legal support services, including investigations and litigation support and specialized professional services as described under C.3.1.b, to the SEC at the SEC’s Home Office in Washington, DC and at the SEC’s 11 Regional Offices throughout the continental US.

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

Los Angeles Regional Office (LARO) 5670 Wilshire Boulevard, 11th Floor Los Angeles, CA 90036-3648

Atlanta Regional Office (ARO) 950 East Paces Ferry, N.E., Ste 900 Atlanta, GA 30326-1382

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

Boston Regional Office (BRO) 33 Arch Street, 23rd 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 900 Chicago, IL 60604

Philadelphia Regional Office (PLRO) The Mellon Independence Center 701 Market Street Philadelphia, PA 19106-1532

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

San Francisco Regional Office

(SFRO)

44 Montgomery Street, Suite 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

b. The types of legal support services under this requirement will generally fall into the following areas: Investigation, pre-trial and specialized professional services.

(1) Investigation, litigation, and pre-trial and trial courtroom support including: legal and factual research; data analysis; document review; filings support; trial site support; and, performing quality control. NOTE: The scope for pre-trial and trial courtroom support under this Work Category is different from the services required under Work Category 2:

Trial Courtroom Support.

(2) Specialized professional services include auditing and accounting services, statistical analysis and modeling, and other consulting services requiring particular industry or subject matter expertise. The Contractor shall provide any and all combinations and quantities of services as described.

For the purpose of illustration only, the following are hypothetical examples of requirements for specialized professional services.

(a) Example 1: Analyze banking data from seized computers, identifying such activities as unauthorized intrusions into individual account records or use of privileged information; review paper records to confirm patterns and activities uncovered by analysis of machine readable records.

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(b) Example 2: Assist in reviewing materials related to an investigation of a potential insider trading case with a corporation consisting of 500 – 1,000 people. The potential evidence consists of 2,000 pages of transcripts, two (2) years of telephone records for three (3) holding companies, 100,000 pages of normal business records located in various cities, and 500 packages of physical evidence with corresponding agent logs and index on database and imaging software such as Summation and Concordance. Identify materials useful for on-going aspects of the case handled by SEC attorneys, examiners and investigators.

(c) Example 3: Support examinations, investigations and cases involving nationwide financial institution fraud. Screen and acquire materials from 10 sites, including files on ghosted hard drives. Build image-enabled document database indices to selected subsets of these materials.

C.3.2 Work Category 2: Trial Courtroom Support

Work Category 2 is to provide professional services to support pre-trial and trial courtroom efforts. For the majority of this work it is expected that the Contractor will support these efforts off-site, and on occasion at SEC sites throughout the nation, that the work will require quick start-up by the contractor, will be of short duration, will not require permanent SEC work spaces, and the Contractor employees will be escorted on a short-term basis by an SEC employee for the duration of their time in the SEC spaces. If the SEC requires Contractor Personnel have an SEC badge, or sit in SEC spaces and access SEC Information Technology (IT), then the related sections of this requirement shall be adhered to.

a. For the purpose of illustration only, the following are hypothetical examples of requirements for trial courtroom support services.

(1) Example 1: A courtroom presentation specialist supports the trial team by loading digital exhibits and operating the laptop for courtroom display.

(2) Example 2: A graphics design specialist provides concepts for creating digital exhibits, and finalizes the approved design.

(3) Example 3: The contractor provides information technology equipment to the SEC provided war-room, and furniture when required, and to the courtroom when required.

C.3.3 Work Category 3: Mock Jury Support

Work Category 3 is to provide professional Mock Jury and Jury Consultant services, which include the following activities:

a. Conduct feedback forums and mock jury sessions for trial lawyers, and assist with voir dire

(jury questioning and selection) before trial.

b. Identify and screen a pool of mock jurors from the area where the trial will be held that will serve as our mock jury.

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c. Review the candidates and select 1-3 panels of between 10-15 people for the feedback forum/ mock jury. Multiple panels will require multiple qualified individual consultants – approximately one consultant per panel.

d. Prior to the mock jury exercise, learn the case through discussion with the SEC lawyers and by reading the pleadings and any summary judgment papers.

e. Locate and arrange for a facility for the mock jury exercise located where the trial will take place, facilitate audio and video equipment for the lawyers’ presentations (PPT and video depositions), one observation room for each panel, and meals.

f. Schedule the exercise for a time that fits the SEC lawyers’ schedules and the SEC’s trial preparation schedule, including during non-regular business hours (e.g., evenings and weekends.)

g. Obtain Non-Disclosure Agreements (NDAs) from all mock jurors.

h. Screen the mock juror candidates for potential conflicts.

i. Select the mock jurors to replicate the locality and demographic traits from which real jurors will be selected.

j. Under guidance from SEC lawyers, prepare shortened jury instructions and a verdict form for the mock jurors to use in their deliberations.

k. Anonymously and in writing, poll the mock jurors and solicit written comments after several agreed-upon points in the exercise, including at minimum after a neutral introduction to the case, the SEC opening/ closing, the defense opening/ closing, and the SEC rebuttal.

l. Provide a neutral introduction to the mock jurors, after which the opening/ closing will be delivered to all the mock jurors assembled for the session (may include several panels aggregated into one group.)

m. After the opening/ closing, divide the whole group of mock jurors into 2 to 3 panels of 10-

15. Panels should reflect a demographic balance and opinion balance based on the jurors’ written answers from the opening/ closing portion of the exercise.

n. After brief instructions, facilitate unguided deliberations for each panel; observe from an adjoining room without involvement by the SEC lawyers and consultants; instruct each panel to reach a unanimous verdict if at all possible. Provide each panel with the jury instructions and verdict form.

o. After the deliberations, question each panel to learn more about their reactions to the SEC and defense arguments.

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p. Within seven days after the exercise, provide the SEC with a detailed, written report on the exercise. Report deliverables include: the results of the polls taken during the exercise, the demographics of the mock jurors, assessment of the jurors’ reaction to the parties’ facts and arguments, and assessment of the jurors’ answers to key questions presented by the case. The report must assist the SEC lawyers in assessing the persuasiveness of relevant facts and arguments, juror types who appear favorably or unfavorably disposed to the SEC case, and juror attitudes to such matters as the SEC, the government, the violations alleged in the case, and the securities industry.

Mock Jury Consultant requirements: Significant experience in jury consulting on complex cases and law enforcement cases. Each individual consultant shall have an advanced degree in a relevant field (e.g., psychology) with a minimum of 2 years of experience or a minimum of 7 years of experience as a trial lawyer.

(End of Section C)

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 (CO), the Contracting Officer’s Representative (COR), or his /her designated contact shall clearly indicate the number of the Contract and/or Task Order(s) for which the information is being submitted.

D.3 (SEC 2003.00) ADDITIONAL SHIPPING INSTRUCTIONS (MAR 2009)

The contractor shall include the SEC Contract and Task Order number on all packing slips that accompany items shipped to the SEC.

D.4 PAPERLESS REPORTING

The COR may require the Contractor to submit electronic (paperless) reporting, including Contract funding, expenditures, outstanding balance, and burn rate status reports and progress reporting. Creation and maintenance of any such report is not separately billable.

(End of Section D)

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SECTION E - INSPECTION AND ACCEPTANCE

E.1 INSPECTION AND ACCEPTANCE CLAUSES BY REFERENCE:

FAR CLAUSE TITLE

52.246-4 Inspection of Services-Fixed Price (AUG 1996) 52.246-6 Inspection of Services-Time-and-Material or Labor-Hour (MAY 2001)

E.2 INSPECTION AND ACCEPTANCE

E.2.1 Inspection and acceptance of all work and services performed under each Task Order will be in accordance with the FAR clauses incorporated at Section E, Inspection and Acceptance Clauses Incorporated by Reference, as applicable.

E.2.2 Inspection and Acceptance of supplies and/or services will be performed at the Task Order (TO) level by the Contractor Officer’s Representative (COR) or designated official, (subject to change for each TO). Inspection and acceptance will be performed at (to be determined at the Task Order Level). Services shall conform to the requirements set forth in the contract.

E.2.3 Final acceptance of all deliverables and or services performed as specified under each Task Order will be made in writing, at destination by the COR, or as detailed in individual Task Orders.

E.3 QUALITY CONTROL

E.3.1 Quality Control: The Contractor shall implement a complete quality control program that identifies potential and actual problem areas in providing requirements of the Contract as specified and results in corrective action throughout the life of the Contract. The Quality Control Plan shall be provided to the CO and COR within 20 days from Contract award. Changes to the plan shall be submitted to the CO and COR not later than 10 calendar days prior to the effective date of the change. The Contractor is responsible for quality control during the performance of this Contract. All methods, procedures, and forms shall support this responsibility. Inspection by the SEC does not relieve the Contractor of its responsibilities. Nothing expressed or implied in this Contract shall be interpreted to limit the Contractor’s responsibility to perform requirements to assure that all work meets the Contract requirements. All work performed under this Contract shall be performed in accordance with the standards given in Section C to this Contract. Work failing to meet these standards shall be rejected, and the Contractor shall be required to perform the work again at no additional cost to the SEC. See Section F.6 for deliverable requirements.

E.3.2 Implementation: To ensure all deliverables conform to Contract specifications, the Contractor shall implement quality control procedures for all tasks as delineated within its proposal. The Contractor shall stress to its Personnel the importance of quality control and quality assurance. The Contractor shall maintain quality control of all work performed, review the condition and appearance of output, check output for accuracy and consistency, ensure completion of all steps, and produce the required number of deliverables as specified in the Task Order.

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E.3.3 Importance: The importance to the SEC of quality work cannot be overstated. The SEC is committed to the production of deliverables that meet the Contract specifications when first presented to the SEC; the SEC will reject work not meeting Contract quality standards and will insist re-work be done at the Contractor's expense. As one example of the importance of quality control, many source documents to be processed are obtained by the SEC from other parties, or are official SEC records from client agencies. Very frequently the SEC obtains them under an agreement to return them complete, undamaged and in the same condition and sequence in which they were received (e.g., all binding and fasteners restored exactly as they were at the time of receipt.) Accordingly, the Contractor must take extreme care to ensure that, unless specified otherwise in a Task Order, source documents are returned to their source in sturdy boxes labeled at both ends with the document number range, matter name, box numbers, and date. All documents within the box must be returned in the exact order in which they were received, and must be bound exactly as when received, unless directed otherwise by the SEC.

(End of Section E)

SECTION F - DELIVERIES OR PERFORMANCE

F.1 DELIVERIES OR PERFORMANCE

CLAUSES INCORPORATED BY REFERENCE

FAR CLAUSE TITLE

52.242-15 Stop-Work Order (AUG 1989)

52.242.17 Government Delay of Work (APR 1984)

52.247-34 F.O.B. Destination (NOV 1991) 52.247-35 F.O.B. Destination, Within Consignee’s Premises (APR 1984)

F.2 (SEC 4004.00) PERIOD OF PERFORMANCE WITH OPTION YEARS (MAR 2009)

The base period of performance under this IDIQ contract shall be from date of award through one (1) year. This contract has four (4) optional periods. At the end of the base period, if exercised, the first option will begin. If all options are exercised, the period of performance will not exceed a total of 5 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.

F.2.1 Option Exercise Periods

F.2.1.1 Option Period 1 (date of effective option exercise through one (1) year): The SEC may exercise its right to exercise the option within the previous period of performance by written notice.

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F.2.1.2 Option Period 2 (date of effective option exercise through one (1) year): The SEC may exercise its right to exercise the option within the previous period of performance by written notice

F.2.1.3 Option Period 3 (date of effective option exercise through one (1) year): The SEC may exercise its right to exercise the option within the previous period of performance by written notice

F.2.1.4 Option Period 4 (date of effective option exercise through one (1) year): The SEC may exercise its right to exercise the option within the previous period of performance by written notice.

F.3 TASK ORDERS PERFORMANCE PERIOD AND PRICING

Task Orders (TOs) may be issued at any time during the period of performance. Any TO issued hereunder may have a period of performance that continues up to twelve months beyond the period of performance (base and/or option period). The performance period will be specified in the TO and may include option periods. TO periods of performance may vary in duration.

Time-and-Materials TOs shall be priced using the rates provided in Section B, Supplies or Services and Price/Costs, that will be applicable to the TO’s anticipated period of performance.

Note: Contractors are highly encouraged to propose discounted rates to the Labor Rates in the contract.

F.4 DELIVERY

The services required under each individual TO shall be delivered and received as specified in each TO.

F.5 PLACE OF PERFORMANCE

Place of performance shall be set forth in individual TOs. The work may be performed at an SEC location within the United States, or at a Contractor’s site, or as specified in the individual

TO.

F.6 DELIVERABLES

The following table provides a list of required deliverables.

Section Deliverable Delivery Timeline Deliver To Delivery Schedule B.6.1 Task

Reporting After tasks are assigned Contracting

Officer (CO), Contracting Officer’s Representati ve (COR)

Weekly

B.6.1 & Ad Hoc The Contractor shall be CO, COR As required by

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B.6.2 Reports responsible for reporting progress on each task and subtask for each case and project it is working on.

Examples include data processing status reports, task reports, progress reports, monthly narratives of accomplishments, Task Order funding and expenditures, invoices outstanding, balance and burn rate status reports, and Contractor Personnel information such as labor categories, tasks assigned, dates on-board at the SEC and dates departed from the SEC.

Reports 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 should note that numerous specialized reports may be required, particularly on large and complex 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.

either the CO or

COR.

E.3.1 Quality Control (QC) Plan

20 days after Task Order award 10 days prior to updates

CO, COR Once after award Once after each update to the QC Plan.

F.11 Contractor Personnel Telework Report

During any time in which teleworking is authorized by the SEC, the Contractor shall submit a monthly telework report naming the Contractor Personnel performing telework, dates and times of telework, and

COR Weekly

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G.11.1 Summary Report: Single Projects

The Contractor shall submit a summary report for single projects containing a history of the project(s), important statistics for each project, operational lessons learned from the project(s), and recommendations for improving its own contribution to future projects.

COR At the completion of a project, a Task Order, or a series of Task Orders.

G.11.1 Summary Report: Long- Term Projects

The Contractor shall submit a summary report containing a history of the project(s), important statistics for each project, operational lessons learned from the project(s), and recommendations for improving its own contribution to future projects. In addition, a more detailed project evaluation report shall be provided when requested by the COR.

COR As required by the

COR.

H.2 Non- Disclosure Agreement

Prior to Contractor Personnel work on SEC projects.

COR At time of Task Order award or when Contractor Personnel is identified.

H.7 Contractor Employee Conflict of Interest

The Contractor shall notify the SEC of potential conflicts of interests such as the Contractor Personnel or their family and friends currently or formerly working with opposing counsel.

Prior to assigning work to a Contractor Personnel, the Contractor will ensure no Conflicts of Interest are involved.

CO, COR As conflicts of interest arise.

H.27.1(3) & H.32.4

Personnel Security Clearance Packages

By 30 days of Task Order award and within 3 business days of Contractor Personnel identification.

SEC

Personnel Security Office

As required.

H.27.1 (6) Reports Relating to

During Task Order performance.

COR 5 business days after COR’s

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Funding request.

H.27.1 (7)

Reports Relating to Government Furnished Property

During Task Order performance.

COR Monthly

H.27.2 Notice of Contractor Initiated Personnel Reassignment

At least 30 days prior to reassignment.

COR Before each incident of Contractor Personnel reassignment

H.29 Written Appointment of Contractor Program Management and Alternate Contractor Program Management

Within 5 business days of IDIQ/Task Order award and changes to the Program Manager/Alternate Program Manager.

CO, COR At IDIQ award and for each Task Order award.

Five business days in advance of personnel changes.

H.30.8 SEC Form

No later than close-of-business on the Contractor Personnel’s last day in SEC spaces.

SEC Office of Records Management, COR

After each incident of Contractor Personnel’s departing.

H.31.3 Annual SEC Information Technology Training

Collected automatically by SEC’s Office of Information Technology.

As designated by SEC’s Office of Information Technology

Annually

H.31.3 SEC

Information Technology “Rules of the Road”

Prior to Contractor Personnel start performance on SEC projects.

As designated by SEC’s Office of Information Technology

As required by the SEC’s Office of Information Technology.

H.32.6 Return of SEC Badges

No later than close-of-business on the Contractor Personnel’s last day in SEC spaces.

SEC

Personnel Security Office

After each incident of Contractor Personnel’s departing.

H.32.7 Reports Relating to Personnel Security

By 30 days of Task Order award.

COR Monthly

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Except for contract-level deliverables, all applicable TO deliverables, required delivery dates, destination of delivery, and schedule for completion of work to be performed will be specified in each TO issued under this contract, as applicable.

Each contract-level and TO-level deliverable shall be accompanied by a cover letter from the Contractor on its company letterhead. Multiple deliverables may be delivered with a single cover letter describing the contents of the package.

In the event the Contractor anticipates difficulty in complying with any contract-level or TO-level deliverable, the Contractor shall immediately provide written notice to the CO and the COR. The notification shall give pertinent details, including the date by which the Contractor expects to make delivery; provided, that this data shall be informational only in character and that receipt thereof shall not be construed as a waiver by the Government of any contract delivery schedule, or any rights or remedies provided by law or under this contract.

In the event that a Contractor is non-compliant in the submission of deliverables, the Government will reflect the non-compliance in the Contractor’s past performance report.

The following table provides a summary of the reporting requirements (only applicable to non-small business concerns):

Section Task Report Description Due Date Section F.6.1.1

Individual Subcontracting Report

As specified in Section F.6.1.1

As specified in Section F.6.1.1

Section F.6.1.2

Summary Subcontract Report

As specified in Section F.6.1.2

As specified in Section F.6.1.2

F.6.1 SUBCONTRACTING PLAN REPORTS

Large Businesses shall submit periodic reports which show compliance with their subcontracting plan. The Contractor shall submit its report via the electronic Subcontracting Reporting System (eSRS) in accordance with the instructions on the website. The Contractor shall ensure that their Subcontractors agree to submit its report via the eSRS when applicable. The Individual Subcontracting Report (ISR) and the Summary Subcontracting Report (SSR) are available online at http://www.esrs.gov.

The work of the small businesses identified in the Subcontracting Plan shall be tracked against the Prime’s proposed goals. Creation and maintenance of any such report is not separately billable.

http://www.esrs.gov./

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F.6.1.1 INDIVIDUAL SUBCONTRACTING REPORT (ISR)

The Contractor shall submit the Individual Subcontracting Report (ISR) electronically via the eSRS within thirty (30) calendar days after the close of each calendar period as follows: (1) April 30th, for the period October 1st, through March 31st; and (2) October 30th, for the period April 1st, through September 30th. Each semi-annual ISR reflects cumulative task order subcontracting accomplishments from the inception of the contract through the relevant ISR reporting period.

One (1) ISR is required at the contract level for all subcontract awards accomplished, (which is a roll-up of all task order awards) and submitted to the CO via eSRS for review and acceptance. When failing to meet the goals of the small business subcontracting plan of the contract, the Contractor shall state in the report (either remarks field or separate letter) what good faith effort has been made to meet the goals; and/or future plan on how to improve small business opportunities for future task orders.

No separate ISR submission at the task order level is required via eSRS. However, when the TO CO determines that the subcontracting status report is necessary to measure the extent of compliance by the Contractor, the Contractor shall manually submit periodic subcontracting status reports (SF-294) to the TO CO based on mutual agreement by both parties.

F.6.1.2 SUMMARY SUBCONTRACT REPORT (SSR)

The Contractor shall submit the SSR electronically via the eSRS. The report is due October 30th for the calendar period October 1 through September 30.

F.7 (SEC 4003.00 ) PLACE OF DELIVERY - FOB DESTINATION (JUN 20013)

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

All IDIQ deliverables are expected to be paperless. However, if there’s a need to submit a paper deliverable it shall be submitted to the address below:

(To be determined)

F.7.1 (SEC 4004.00) DOCUMENTING, INSPECTING, AND ACCEPTING CONTRACT

DELIVERABLES

The contractor shall submit all deliverables requiring a transmittal sheet with either the attached Deliverable Transmittal sheet or an alternative transmittal sheet that contains substantially the same information.

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F.9 CONTRACTOR DUTY HOURS

Contractor working hours shall coincide with the SEC official business hours, unless otherwise approved by the COR. Overtime hours must be preapproved by the COR. The SEC’s official business hours are Monday through Friday, except for recognized holidays shown in Section F.13, as follows:

• Washington, DC, Atlanta, Boston, Miami, New York, Philadelphia:…