SECHQ1-15-R-0017.pdf

SEE ADDENDUMIS CHECKED

CODE 18a. PAYMENT WILL BE MADE BY

CODE

FACILITYCODE

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

OFFEROR

SEC-OA - 03

WASHINGTON DC 20549

100 F STREET NE

MISSION SUPPORT BRANCH

OFFICE OF ACQUISITIONS

SECURITIES AND EXCHANGE COMMISSION

CODE 16. ADMINISTERED BYCODE

X

X

X

541199

SIZE STANDARD:

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

RFPIFB

10. THIS ACQUISITION ISCODE

RFQ

14. METHOD OF SOLICITATION

13b. RATING

NAICS:

SMALL BUSINESS

07/09/2015 1700 ES

06/22/2015

202-551-8719ANGELA TRIMMIER

(No collect calls)

INFORMATION CALL:

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

4. ORDER NUMBER3. AWARD/ 6. SOLICITATION

SECHQ115R0017

5. SOLICITATION NUMBER

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

1 46 OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30

MAIL STOP 4226

TELEPHONE NO.

17a. CONTRACTOR/

15. DELIVER TO

WASHINGTON DC 20549

MAIL STOP 4226

100 F STREET NE

MISSION SUPPORT BRANCH

OFFICE OF ACQUISITIONS

9. ISSUED BY

7.

2. CONTRACT NO.

EFFECTIVE DATE

$11.0

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

ISSUE DATE

DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

11.

SEE SCHEDULE

12. DISCOUNT TERMS

THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13a.

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

8(A)

SECURITIES AND EXCHANGE COMMISSION

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

24.

AMOUNT

23.

UNIT PRICE

22.

UNIT

21.

QUANTITY

20.

SCHEDULE OF SUPPLIES/SERVICES

19.

ITEM NO.

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

00001 Routine Service in accordance with Scope of Work, 550 EA Section C.3.

00002 Rush Service in accordance with Scope of Work, 165 EA Continued ...

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

HEREIN, IS ACCEPTED AS TO ITEMS:

XX

DATED

JULIA MARIA GALLMON

. YOUR OFFER ON SOLICITATION (BLOCK 5),

INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE SET FORTH

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND DELIVER

ARE

ARE

31c. DATE SIGNED

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

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

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

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

SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED.

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

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

OFFER

STANDARD FORM 1449 (REV. 2/2012)

Prescribed by GSA - FAR (48 CFR) 53.212

ARE NOT ATTACHED.

ARE NOT ATTACHED.

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

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

30a. SIGNATURE OF OFFEROR/CONTRACTOR

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN

25. ACCOUNTING AND APPROPRIATION DATA

29. AWARD OF CONTRACT:

REF.

32e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE

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

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

32a. QUANTITY IN COLUMN 21 HAS BEEN

RECEIVED INSPECTED

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

37. CHECK NUMBER

FINALPARTIAL

36. PAYMENT

FINALPARTIAL

35. AMOUNT VERIFIED

CORRECT FOR

34. VOUCHER NUMBER33. SHIP NUMBER

COMPLETE

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

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

42b. RECEIVED AT (Location)

42a. RECEIVED BY (Print)

41c. DATE41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER

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

STANDARD FORM 1449 (REV. 2/2012) BACK

24.

AMOUNT

23.

UNIT PRICE

22.

UNIT

21.

QUANTITY

20.

SCHEDULE OF SUPPLIES/SERVICES

19.

ITEM NO.

Section C.3.

00003 Service Plus in accordance with Scope of Work, 45 EA

Section C.3.

00004 Other Direct Cost - Shall include the amount proposed for travel and any other applicable item.

Total Amount of this CLIN shall not exceed:

$10,000

00005 Option Year 1: Routine Service in accordance 550 EA with Scope of Work, Section C.3.

(Option Line Item)

00006 Option Year 1: Rush Service in accordance with 165 EA

Scope of Work, Section C.3.

(Option Line Item)

00007 Option Year 1: Service Plus in accordance with 45 EA

Scope of Work, Section C.3.

(Option Line Item)

00008 Option Year 1: Other Direct Cost - Shall include the amount proposed for travel and any other applicable item.

Total Amount of this CLIN shall not exceed:

$10,000

Continued ...

32f. TELEPHONE NUMBER OF AUTHORIZED GOVERNMENT REPRESENTATIVE

32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT REPRESENTATIVE

46 2 of

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

NAME OF OFFEROR OR CONTRACTOR

3 46

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

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

SECHQ115R0017

(Option Line Item)

00009 Option Year 2: Routine Service in accordance 550 EA with Scope of Work, Section C.3.

(Option Line Item)

00010 Option Year 2: Rush Service in accordance with 165 EA

Scope of Work, Section C.3.

(Option Line Item)

00011 Option Year 2: Service Plus in accordance with 45 EA

Scope of Work, Section C.3.

(Option Line Item)

00012 Option Year 2: Other Direct Cost - Shall include the amount proposed for travel and any other applicable item.

Total Amount of this CLIN shall not exceed:

$10,000

(Option Line Item)

00013 Option Year 3: Routine Service in accordance 550 EA with Scope of Work, Section C.3.

(Option Line Item)

00014 Option Year 3: Rush Service in accordance with 165 EA

Scope of Work, Section C.3.

(Option Line Item)

00015 Option Year 3: Service Plus in accordance with 45 EA

Scope of Work, Section C.3.

(Option Line Item)

00016 Option Year 3: Other Direct Cost - Shall include the amount proposed for travel and any other applicable item.

Total Amount of this CLIN shall not exceed:

$10,000

(Option Line Item)

00017 Option Year 4: Routine Service in accordance 550 EA with Scope of Work, Section C.3.

(Option Line Item)

00018 Option Year 4: Rush Service in accordance with 165 EA

Continued ...

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

Sponsored by GSA

FAR (48 CFR) 53.110

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

NAME OF OFFEROR OR CONTRACTOR

4 46

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

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

SECHQ115R0017

Scope of Work, Section C.3.

(Option Line Item)

00019 Option Year 4: Service Plus in accordance with 45 EA

Scope of Work, Section C.3.

(Option Line Item)

00020 Option Year 4: Other Direct Cost - Shall include the amount proposed for travel and any other applicable item.

Total Amount of this CLIN shall not exceed:

$10,000

(Option Line Item)

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

Sponsored by GSA

FAR (48 CFR) 53.110

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

B.1 General

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

B.2 Minimum and Maximum Amounts

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

(b) The Government will order a minimum amount of $3,000 for every contract awarded. The Government will have the entire term of the contract (to include all options) to fulfill the contract minimum. The specific Contract Line Item Numbers (CLIN) and quantities will be identified in the Technical Instructions issued under each contract. The exercise of the renewal options (see Section F.2) does not re-establish the contract minimum. During the life of this contract, the Government may order items in any quantity up to the maximum dollar amount specified in paragraph (c) below. If the minimum amount has not been ordered then the Government will exercise the option for the next year.

(c) There are no maximum quantities or amounts for each individual CLIN, task order, work order, contract period, or contract. The maximum aggregate amount of all Technical Instructions issued under the Language Services contracts shall not exceed $5,000,000 for the entire term of the contracts, including all options which may be exercised.

B.2 Pricing

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

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

Section C – DESCRIPTIONS/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 Enterprise Process Server contract support for its litigation efforts. The work of the SEC is managed by SEC Government employees who define litigation-related specific requirements and then obtain Contractor-provided support, as needed. Additional information about the SEC is available at http://www.SEC.gov.

C.2 Objective

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

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

Los Angeles Regional Office (LARO) 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 http://www.sec.gov/

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

C.3 Tasks

Routine Service (First attempt within 72 Hours) Rush Service (First attempt within 24 Hours) Service Plus (All of the services included in this requirement plus special services, as determined by the SEC circumstances)

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

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

(b) Serve papers (including subpoenas, summons, complaints, notices to appear and other legal documents) by hand-delivery, or other means specified by SEC staff, upon individual or entity defendants, witnesses or others located throughout the United States in a manner authorized by the Federal Rules of Civil Procedure, or other applicable rules, and as instructed by SEC staff. Perform such service within the time frames directed by SEC staff, and arrange for service to be performed by personnel meeting applicable requirements specified by SEC staff, such as being over 18 years of age and not a party to the case.

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

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

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

(e) Immediately advise the SEC point of contact of the status of any served complaints, orders or other papers. Also immediately advise the SEC point of contact after three (3) failed service attempts, and describe any problems in effecting service (e.g. the individual or entity we intend to serve no longer is located at the address provided). In the event this is a Rush Service or Service Plus request, contact the SEC point of contact immediately following one

(1) failed attempt for further instructions. If a Rush Service has been ordered, the SEC staff may change it to Service Plus;

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

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

(h) Provide administrative assistance relating to the SEC account, including: maintaining accurate records relating to all work performed for the SEC; providing bi-weekly billing and estimated budget reports to the SEC; and providing prompt correspondence, guidance and updates to SEC staff regarding work performed; Service Plus: all of the above plus special circumstances as described by the SEC.

C.3.1 Task Reporting

The Contractor shall be responsible for reporting progress on each process service order it is working on. The Contracting Officer’s Representative (COR) may require a variety of daily, weekly, and monthly reports. Examples include progress reports, monthly narratives of accomplishments, and contract funding and expenditures, invoices outstanding, and balance and burn rate status reports. The Contractor should note that specialized reports may be required, particularly on large and complex cases, matters and projects. All reports described in this section are considered part of the company’s overhead costs for overall contract project management and are not separately billable. Costs for copying reports for distribution are not separately billable. Reports may also be required in electronic form, as specified by the SEC. Ad hoc reports must be provided in a timely fashion by the deadlines specified by the SEC.

Meetings with the COR will be required, sometimes with little or no advance notice, to discuss these reports. There will be a quarterly report providing an analysis of subpoena delivery success rate for the quarter and for the contract to date.

SECTION D: PACKAGING AND MARKING

D.1 (SEC 2001.00) Preservation, Packaging, Packing 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.

SECTION E: INSPECTION AND ACCEPTANCE

E.1 (SEC 3001.01) Inspection and Acceptance by the Contracting Officer's Representative (COR) (Aug 2013)

Inspection and Acceptance of supplies and/or services to be furnished under this contract will be performed by the Contracting Officer’s Representative (COR) – (TBD). Inspection and Acceptance will be performed at the:

Securities and Exchange Commission Office of Acquisitions 100 F Street, NE Washington, DC 20549

SECTION F: DELIVERIES OR PERFORMANCE

F.1 (SEC 4001.00) Period of Performance w/Option Years (Mar 2009)

The base period of performance under this contract shall be from date of award through one-year. This contract has Four (4) option 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 Five (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 (SEC 4002.00) Period of Performance

The period of performance for the Base Period is from date of award through one-year.

The period of performance for Option Period 1, if exercised, is from date of exercise through one-year.

The period of performance for Option Period 2, if exercised, is from date of exercise through one-year.

The period of performance for Option Period 3, if exercised, is from date of exercise through one-year.

The period of performance for Option Period 4, if exercised, is from date of exercise through one-year.

F.3 (SEC 4003.00) Place of Delivery – FOB Destination (Jun 2013)

All items to be delivered to the Government shall be sent to the address specified in individual task orders.

F.4 (SEC 4003.01) Schedule of Deliverables (Feb 2012)

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

Section Deliverable Delivery Timeline Deliver To Delivery

Schedule C.3(g) Returns of

Service, etc After every instance of the SEC requiring process server service.

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

POC.

Once after each SEC technical direction to serve papers. Provide to SEC as required by the SEC designated POC, or if not otherwise given a required due date, provide in this time-frame:

Routine Service and Service Plus within 48 Hours.

Rush Service 24 Hours.

C.3(h) Billing and estimated budgeting reports

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

COR Every two weeks, after the contract award date.

C.3(h) Correspond-ence, guidance and updates to SEC staff regarding work

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

COR Every two weeks, after the contract award date.

performed C.3.1 Ad Hoc

Reports The Contractor shall be responsible for reporting progress on each service it has been given technical direction to perform.

Examples include reporting progress, giving narratives of accomplishments, contract funding and expenditures, invoices outstanding, and balance and burn rate status reports.

Numerous additional reports that may be required for individual cases, matters, and projects will vary with the needs of the case, matter, and project. The Contractor shall modify all reports to accommodate the needs of the individual cases, matters, and projects. The Contractor shall also provide specified ad hoc reports and timely written minutes of ad hoc meetings as required by the

COR.

Contracting Officer (CO), Contracting Officer’s Representative

(COR)

As required by either the CO or

COR.

C.3.1 Success Rate Analysis

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

COR Quarterly, after the contract award date.

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:

Securities and Exchange Commission Office of Acquisitions Attn: Angela Trimmier 100 F Street, NE Washington, DC 20549 Email: trimmiera@sec.gov mailto:trimmiera@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.

Invoices shall be paid 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

G.3.1 (SEC 5003.01) Invoice Scheduling (Mar 2009)

The contractor shall invoice for all Technical Instructions placed on a monthly basis.

G.3.2 (SEC 5003.03) Option Period Invoicing (Mar 2009)

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

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

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

G.4 (SEC 5004.00) Appointment of Contracting Officer's Representative (COR) (Nov 2012)

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

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

only the CO has this authority.

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

d. Only the Contracting Officer 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.4 (SEC 5005.00) Contract Options (Mar 2009)

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

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

G.5 Ordering

5006.01 General

(A.) Services to be furnished under the Enterprise Process Server Service contract shall be ordered or confirmed by issuance of Technical Instructions as set forth in this Section. Such Technical Instructions may be issued anytime during the term of this contract (see Section F.2).

All Technical Instructions will be issued electronically. All Technical Instructions are subject to the terms and conditions of this contract. In the event of a conflict between the Technical Instructions and this contract, the contract shall control.

G.5.1 Technical Direction

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

(2) Specify tasks to be accomplished.

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

(4) Specify number of man hours to accomplish task within limits established in the

Technical Instruction.

(5) Specify deliverables.

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

(7)

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

(i.) Date of TI;

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

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

(iv.) Signature of COR.

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

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

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

(e) Amendments to a TI shall be in writing and shall include the information set forth in paragraph (b) above. A TI may be amended orally only by the COR or ACOR in emergencies; oral amendments shall be confirmed in writing within two (2) working days from the time of the oral communication amending the TI by a TI modification.

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

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

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

(D) Funds for services to be provided under this contract will be obligated by each task order in a not-to-exceed (NTE) amount. The Government shall not be obligated to pay the Contractor any amount in excess of the NTE amount identified in the task order, and the Contractor shall not be obligated to continue performance if to do so would exceed the NTE amount unless and until the

Contracting Officer shall have notified the Contractor in writing that the task order amount has been increased and shall have specified in the notice a revised NTE amount.

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

G.6 (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 (SEC 6001.00) SEC Non-Disclosure Requirements and Agreements (Jul 2012)

1. The attached non-disclosure agreements (NDAs) are required and must be completed, signed, and returned to the Contracting Officer before starting performance under this contract.

2. The provisions of 17 C.F.R. § 200.735-3(b)(1) & (b)(2) expressly prohibit unauthorized disclosure and improper use of confidential or non-public information or documents. The Contractor, and its employees, agents, subcontractors, and subcontractor personnel who may have access to confidential or non-public information or documents in the performance of this contract, agree to be bound by the provisions of 17 C.F.R. § 200.735-3(b)(1) & (b)(2) and the terms set forth in the attached NDAs.

3. The SEC updates these agreements periodically and the most recent version supersedes all previous versions on new contracts or modifications to existing contracts. The SEC may incorporate the revised NDAs by a unilateral modification.

4. An officer or executive authorized to bind the company shall execute the NDA for the Contractor on behalf of the company 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 employee NDA on behalf of himself or herself and submit it to the Contracting Officer before commencing work on the contract.

5. 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, including protecting from unauthorized disclosure all confidential or non-public information. Failure to adhere to this clause or the terms of the NDAs, including assignment of staff to this contract who have not executed required NDAs, shall result in action by the

Contracting Officer, as deemed appropriate. Violation of this clause or the attached NDAs by the Contractor, its employees, agents, subcontractors, or subcontractor personnel may result in default of the contract and/or liability to the Government for any and all rights and remedies provided by law.

H.1.1 (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.2 (SEC 6002.00) Type of Contract (Mar 2009)

This is a Firm Fixed Price, Indefinite Delivery Indefinite Quantity contract.

H.3 (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.4 (SEC 6006.00) Conflicts of Interest (Mar 2009)

(a) 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 organization conflicts of interest.

(b) 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. Such conflicts may arise in situations including, but not limited to: a Contractor’s participation, as a Quoter or representative of a Quoter, in a procurement in which it has provided assistance in the preparation of the Government’s requirements and specifications; a Contractor’s providing advisory assistance to the Government in a procurement in which the Contractor’s firm or one which the Contractor represents is an actual or potential

Quoter; and a Contractor’s participation, as a Quoter or representative of a Quoter, in a procurement where the Contractor has obtained confidential or proprietary information relating to competing Quoters as a result of the Contractor’s work on prior task orders.

(c) Definition. 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 consultants or subcontractors at any tier; and employees thereof.

(d) Restrictions. The Contractor agrees:

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

(2) Prior to beginning work on a task order, to execute such Confidentiality Agreements, Statements of Non-Disclosure or other documents which 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.

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

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

(5) Prior to the acceptance of a task order request, to immediately notify the Contracting Officer of any potential conflict of interest which would prevent or limit the Contractor’s ability to perform the work requested.

(6) To immediately notify the Contracting Officer of any conflict of interest discovered during Contractor’s performance of work pursuant to a Government issued task order; 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 of interest at issue, to terminate the Contractor’s performance of work under the task order at no cost to the Government.

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

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

(9) To include this Conflict of Interest 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.

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

H.5 (SEC 6007.00) Compliance with Regulations (Mar 2009)

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

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

H.6 (SEC 6011.00) Status of Proposal in Awarded Contracts (Mar 2009)

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

(a) The Schedule.

(b) Representations and other instructions.

(c) Contract clauses.

(d) Other documents, exhibits, and attachments.

(e) The specifications.

(f) The proposal.

H.7 (SEC 6012.01) Compliance with Security Regulations, Policies, and Procedures

(Mar 2012)

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

H.7.1 (SEC 6012.02) SEC 508 Requirements (March 2011)

Pursuant to Section 508 of the Rehabilitation Act of 1973 (29 U.S.C. 794d), as amended by the Workforce Investment Act of 1998, all electronic and information technology (EIT) products and services developed, acquired, maintained, and/or used under this contract/order must comply with the Electronic and Information Technology Accessibility Provisions set forth by the Architectural and Transportation Barriers Compliance Board (also referred to as the, Access Board) in FAR 39.2.The complete text of Section 508 Final Provisions can be accessed at http://www.access-board.gov/guidelines-and-standards/communications-and-it/about-the-section-508-standards/section-508-standards

All EIT products must comply with the following standards. Descriptions of the standards are viewable at the link Section 508 Standards.

• 36 CFR 1194 Section 21-Software applications and operating systems

• 36 CFR 1194 Section 22-Web-based Intranet and Internet Information and Applications

• 36 CFR 1194 Section 23-Telecommunication Products

• 36 CFR 1194 Section 24-Video and Multimedia Products

• 36 CFR 1194 Section 25-Self-contained, closed products

• 36 CFR 1194 Section 26-Desktop and Portable Computers

• 36 CFR 1194 Section 31-Functional Performance Criteria

• 36 CFR 1194 Section 41-Information, documentation, and support

Offerors that fail to demonstrate compliance with the above standards, or provide equivalent salient characteristics, may be eliminated from further consideration for award.

The Contractor shall indicate for each line item in the schedule whether each product or service is compliant or non-compliant with the accessibility standards at 36 CFR 1194 using a Voluntary Product Accessibility Template (VPAT). Further, the quote must indicate where full details of compliance can be found (e.g., vendor’s website or other exact location). The offeror further represents that all EIT products and services that are less than fully compliant have been reviewed and plans to correct are in place.

Respondents to this solicitation must provide any additional detailed information necessary for determining applicable Section 508 standards conformance, as well as for documenting EIT products and/or services that are incidental to the project, which would constitute an exception to Section 508 requirements. If a vendor claims its products and/or services, including EIT deliverables such as electronic documents and reports, meet applicable Section 508 standards, and it is later determined by the Government, i.e., after award of a contract/order, that products and/or services delivered do not conform to the described accessibility, remediation of the products and/or services to the level of conformance specified in the contract will be the responsibility of the Contractor at its expense.

H.7.2 (SEC 6012.02 *A.01) Electronic and Information Technology (Mar 2009)

In accordance with Section 508 of the Rehabilitation Act of 1973 (29 U.S.C. 794d), all EIT supplies or services provided under this contract must comply with the applicable accessibility standards issued by the Architectural and Transportation Barriers Compliance Board at 36 CFR Part 1194 (see FAR Subpart 39.2). Electronic and information technology (EIT) is defined at

FAR 2.101.

H.7.3 (SEC 6012.04) Electronic and Information Technology Accessibility (Mar 2011)

Each Electronic and Information Technology (EIT) product or service furnished under this contract shall comply with the Electronic and Information Technology Accessibility Standards (36 CFR 1194). If the Contracting Officer determines any furnished product or service is not in compliance with the contract, the Contracting Officer will promptly inform the Contractor in writing. The Contractor shall, without charge to the Government, repair or replace the non-compliant products or services within the period of time to be specified by the Government in writing. If such repair or replacement is not completed within the time specified, the Government shall have the following recourses:

The right to Termination of the contract, delivery or task order, purchase or line item without termination liabilities pursuant to the contract termination clauses; or

In the case of custom Electronic and Information Technology (EIT) being developed for the Government, the Government shall have the right to have any necessary changes made or repairs performed by itself or by another firm and the contractor shall reimburse the Government for any expenses incurred thereby.

For every EIT product or service accepted under this contract by the Government that does not comply with 36 CFR 1194, the contractor shall, at the discretion of the Government, make every effort to replace or upgrade it with a compliant equivalent product or service, if commercially available and cost neutral, on either the planned refresh cycle of the product or service, or on the contract renewal date, whichever shall occur first.

In the event of a modification(s) to this contract/order, which adds new EIT products and services or revises the type of, or specifications for, products and services the Contractor is to provide, including EIT deliverables such as electronic documents and reports, the Contracting Officer may require that the contractor provide an update of information provided in the solicitation to identify EIT compliance.