TBPDBPD13CI0002-000001.pdf

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TBPDBPD13CI0002

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1 copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT

THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

x

Parkersburg WV 26101 200 Third Street

BPD

Avery 5F Administration Branch Division of Procurement Bureau of the Public Debt

Parkersburg WV 26101 Attn: T. Ayers

BPD-TAYERS

200 Third Street Avery 5F Division of Procurement Bureau of the Public Debt

01/10/2013000001

13. THIS ITEM ONLY APPLIES TO MODIFICATION OF CONTRACTS/ORDERS. IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

12. ACCOUNTING AND APPROPRIATION DATA (If required) is not extended.is extended, Items 8 and 15, and returning

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing

The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of Offers

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

FACILITY CODE CODE

10B. DATED (SEE ITEM 13)

10A. MODIFICATION OF CONTRACT/ORDER NO.

9B. DATED (SEE ITEM 11)

9A. AMENDMENT OF SOLICITATION NO.

CODE

8. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State and ZIP Code)

7. ADMINISTERED BY (If other than Item 6)CODE 6. ISSUED BY

PAGE OF PAGES

4. REQUISITION/PURCHASE REQ. NO.3. EFFECTIVE DATE2. AMENDMENT/MODIFICATION NO. 5. PROJECT NO. (If applicable)

1. CONTRACT ID CODE

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

01/04/2013

CHECK ONE A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying office, C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:

D. OTHER (Specify type of modification and authority) appropriation date, etc.) SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43.103(b).

E. IMPORTANT: Contractor is not, is required to sign this document and return __________________ copies to the issuing office.

ORDER NO. IN ITEM 10A.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

The purpose of this amendment is to answer vendors questions, herein, and extend the due date for proposals.

16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print)15A. NAME AND TITLE OF SIGNER (Type or print)

15C. DATE SIGNED 16B. UNITED STATES OF AMERICA 15B. CONTRACTOR/OFFEROR 16C. DATE SIGNED

(Signature of person authorized to sign) (Signature of Contracting Officer)

GEOFFREY BARNES

STANDARD FORM 30 (REV. 10-83)

Prescribed by GSA

FAR (48 CFR) 53.243

NSN 7540-01-152-8070

Previous edition unusable

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

Q&A – Amendment 000001 Department of the Treasury, Bureau of the Public Debt

Division of Procurement

TBPDBPD13CI0002 – OPDA SECURITIES LIQUIDATIONS

1. Will OPDA accept a proposal to supply informational services solely relating to the “Market Research” described in 9.7(C) of the PWS, in exchange for a flat monthly retainer or other such NON-transaction-related compensation?

[Note: the Firm believes that, in practice, such “market, capital, investor, and/or buyer intelligence” and related specialized/customized informational services are sometimes provided separately and distinctly from the broker-dealer function of actually advising on and/or effecting transactions of the type being contemplated. Moreover, the Firm believes that “ring-fencing” (i.e., isolating) this particular aspect of the PWS might be particularly desirable and otherwise value-adding in this situation, given the specialized nature of “Market Research” required (e.g., identifying the market, if any, for “obscure,” privately-held, or other ostensibly illiquid and/or “hard-to-place” securities in order to maximize OPDA’s recovery prospects), which specialized research either may not be in the purview of a typical broker-dealer in the first instance, or may not be a sufficiently profitable activity for those prominent broker-dealers with high-overhead structures to support, given the time-consuming, “hand-intensive,” probabilistically-low-payoff nature of this particular type of work (i.e., trying to find “needles (if any) in a haystack,” so to speak, in terms of specialized buyers and/or buyers with special needs within the broader market)]

Response: No. The Government cannot pay a monthly fee for these services. The only funds available for this requirement are from the proceeds of the sales of securities. Per Section 2.0 of the Performance Work Statement, the contractor will take control of, safe-keep, research, and liquidate the securities for OPDA and is paid by taking their commission and fees from the sale amount and depositing the balance of funds into an OPDA controlled account using the standard industry settlement methods. The entities submitting a proposal in response to this solicitation should include the cost of their anticipated market research into their price proposal for selling securities.

2. Regarding item 7.6 of the Instructions to Offerors (Contractor Qualifications): Are introducing broker-dealers eligible to apply, provided that the requirements of 7.6 are met through a contractual agreement with a clearing broker-dealer?

Responses: No, in accordance with the revised Section 4.0 of the Performance Work Statement the Contractor and their Subcontractors (brokerage firms) must warrant the fulfillment of each of the qualifications listed in Sections 4.1 through 4.7 at all times during the period of the contract.

3. Will the solicitation deadline be extended?

Response: The due date for proposals has been extended until 12:00 pm, EST, Friday, January 25, 2013. Proposals must be sent to PSB3@BPD.TREAS.GOV, with the subject line of "Proposal for TBPDBPD13CI0002, GB/TAYERS" will be accepted and further evaluated.

TBPDBPD13CI0002-000001

52.252-2 -- Clauses Incorporated by Reference.

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es): http://farsite.hill.af.mil/VFFARA.HTM

52.212-4 -- CONTRACT TERMS AND CONDITIONS -- COMMERCIAL ITEMS (FEB 2012)

DTAR 1052.232-7003 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (AUG 2012)

(a) Definitions. As used in this clause—

(1) “Payment request” means a bill, voucher, invoice, or request for contract financing payment with associated supporting documentation. The payment request must comply with the requirements identified in FAR 32.905(b), "Payment documentation and process" and the applicable Payment clause included in this contract.

(b) Except as provided in paragraph (c) of this clause, the Contractor shall submit payment requests electronically using the Internet Payment Platform (IPP). Information regarding IPP is available on the Internet at www.ipp.gov.

Assistance with enrollment can be obtained by contacting the IPP Production Helpdesk via email ippgroup@bos.frb.org or phone (866) 973-3131.

(c) The Contractor may submit payment requests using other than IPP only when the Contracting Officer authorizes alternate procedures in writing.

(d) If alternate payment procedures are authorized, the Contractor shall include a copy of the Contracting Officer’s written authorization with each payment request.

PAYMENT AND INVOICE QUESTIONS

For payment and invoice questions, go to https://www.ipp.gov or contact the Accounting Services Division at (304) 480-8000 option 7 or via email at AccountsPayable@bpd.treas.gov.

OVERPAYMENTS

In accordance with 52.212-4 section (i) 5 Overpayments: Accounts Receivable Conversion of Check Payments to EFT:

If the Contractor sends the Government a check to remedy duplicate contract financing or an overpayment by the government, it will be converted into an electronic funds transfer (EFT). This means the Government will copy the check and use the account information on it to electronically debit the Contractor's account for the amount of the check. The debit from the Contractor's account will usually occur within 24 hours and will be shown on the regular account statement.

The Contractor will not receive the original check back. The Government shall destroy the Contractor's original check, but will keep a copy of it. If the EFT cannot be processed for technical reasons, the Contractor authorizes the Government to process the copy in place of the original check.

MARKING OF SHIPMENTS:

Please ensure that the order number (Block 5) is clearly visible on all shipping/service documents, containers, and invoices.

If Offeror submits a hard copy of the proposals and/or samples, there are two addresses that can be used depending on the method of shipment. Please use the guidance below when shipping proposals:

A. If Offeror is shipping items via USPS, the shipping address must be 200 Third Street, Parkersburg, WV 26106-5312.

B. If Offeror is shipping items via FedEx or UPS, the shipping address must be 257 Bosley Industrial Park Drive – Dock 2, Parkersburg, WV 26101

52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE

ORDERS – COMMERCIAL ITEMS (NOV 2012)

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

(1) 52.222-50, Combating Trafficking in Persons (Feb 2009) (22 U.S.C. 7104(g)).

__Alternate I (Aug 2007) of 52.222-50 (22 U.S.C. 7104(g)).

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

(3) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) (Pub. L. 108-77, 108-78)

(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

_X_ (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (Sept 2006), with Alternate I (Oct 1995)

(41 U.S.C. 253g and 10 U.S.C. 2402).

__ (2) 52.203-13, Contractor Code of Business Ethics and Conduct (Apr 2010) (Pub. L. 110-252, Title VI, Chapter 1

(41 U.S.C. 251 note)).

__ (3) 52.203-15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (June

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

_X_ (4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (FEB 2012) (Pub. L.

109-282) (31 U.S.C. 6101 note).

__ (5) 52.204-11, American Recovery and Reinvestment Act—Reporting Requirements (Jul 2010) (Pub. L. 111-5).

_X_ (6) 52.209-6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (Dec 2010) (31 U.S.C. 6101 note).

__ (7) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (FEB 2012) (41 U.S.C.

2313).

__ (8) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (MAY 2012) (section 738 of

Division C of Pub. L. 112-74, section 740 of Division C of Pub. L. 111-117, section 743 of Division D of Pub. L.

111-8, and section 745 of Division D of Pub. L. 110-161).

__ (9) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (NOV 2011) (15 U.S.C. 657a).

_X_ (10) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (JAN 2011) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

__ (11) [Reserved] __ (12)(i) 52.219-6, Notice of Total Small Business Set-Aside (NOV 2011) (15 U.S.C. 644).

__ (ii) Alternate I (NOV 2011).

__ (iii) Alternate II (NOV 2011).

__ (13)(i) 52.219-7, Notice of Partial Small Business Set-Aside (June 2003) (15 U.S.C. 644).

__ (ii) Alternate I (Oct 1995) of 52.219-7.

__ (iii) Alternate II (Mar 2004) of 52.219-7.

_X_ (14) 52.219-8, Utilization of Small Business Concerns (Jan 2011) (15 U.S.C. 637(d)(2) and (3)).

__ (15)(i) 52.219-9, Small Business Subcontracting Plan (Jan 2011) (15 U.S.C. 637(d)(4)).

__ (ii) Alternate I (Oct 2001) of 52.219-9.

__ (iii) Alternate II (Oct 2001) of 52.219-9.

__ (iv) Alternate III (Jul 2010) of 52.219-9.

__ (16) 52.219-13, Notice of Set-Aside of Orders (NOV 2011)(15 U.S.C. 644(r)).

__ (17) 52.219-14, Limitations on Subcontracting (NOV 2011) (15 U.S.C. 637(a)(14)).

__ (18) 52.219-16, Liquidated Damages—Subcontracting Plan (JAN 1999) (15 U.S.C. 637(d)(4)(F)(i)).

__ (19)(i) 52.219-23, Notice of Price Evaluation Adjustment for Small Disadvantaged Business Concerns

(OCT2008) (10 U.S.C. 2323) (if the offeror elects to waive the adjustment, it shall so indicate in its offer).

__ (ii) Alternate I (JUNE 2003) of 52.219-23.

__ (20) 52.219-25, Small Disadvantaged Business Participation Program—Disadvantaged Status and Reporting (DEC 2010) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

__ (21) 52.219-26, Small Disadvantaged Business Participation Program— Incentive Subcontracting (OCT 2000) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

__ (22) 52.219-27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (NOV 2011) (15 U.S.C.

657(f).

_X_ (23) 52.219-28, Post Award Small Business Program Rerepresentation (APR 2012) (15 U.S.C. 632(a)(2)).

__ (24) 52.219-29, Notice of Set-Aside for Economically Disadvantaged Women-Owned Small Business (EDWOSB)

Concerns (APR 2012) (15 U.S.C. 637(m)).

__ (25) 52.219-30, Notice of Set-Aside for Women-Owned Small Business (WOSB) Concerns Eligible Under the

WOSB Program (APR 2012) (15 U.S.C. 637(m)).

_X_ (26) 52.222-3, Convict Labor (JUNE 2003) (E.O. 11755).

__ (27) 52.222-19, Child Labor—Cooperation with Authorities and Remedies (MAR 2012) (E.O. 13126).

_X_ (28) 52.222-21, Prohibition of Segregated Facilities (FEB 1999).

_X_ (29) 52.222-26, Equal Opportunity (MAR 2007) (E.O. 11246).

_X_ (30) 52.222-35, Equal Opportunity for Veterans (SEP 2010)(38 U.S.C. 4212).

_X_ (31) 52.222-36, Affirmative Action for Workers with Disabilities (OCT 2010) (29 U.S.C. 793).

_X_ (32) 52.222-37, Employment Reports on Veterans (SEP 2010) (38 U.S.C. 4212).

_X_ (33) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (DEC 2010) (E.O.

13496).

_X_ (34) 52.222-54, Employment Eligibility Verification (JUL 2012). (Executive Order 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.)

__ (35)(i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA–Designated Items (MAY 2008) (42 U.S.C. 6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

__ (ii) Alternate I (MAY 2008) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

__ (36) 52.223-15, Energy Efficiency in Energy-Consuming Products (DEC 2007) (42 U.S.C. 8259b).

__ (37)(i) 52.223-16, IEEE 1680 Standard for the Environmental Assessment of Personal Computer Products(DEC

2007) (E.O. 13423).

__ (ii) Alternate I (DEC 2007) of 52.223-16.

_X_ (38) 52.223-18, Encouraging Contractor Policies to Ban Text Messaging While Driving (AUG 2011)

(E.O.13513).

__ (39) 52.225-1, Buy American Act—Supplies (FEB 2009) (41 U.S.C. 10a-10d).

__ (40)(i) 52.225-3, Buy American Act—Free Trade Agreements—Israeli Trade Act (NOV 2012) (41 U.S.C. chapter

83, 19 U.S.C. 3301 note, 19 U.S.C. 2112 note, 19 U.S.C. 3805 note, 19 U.S.C. 4001 note, Pub. L. 103-182, 108-77, 108-78, 108-286, 108-302, 109-53, 109-169, 109-283, 110-138, 112-41, 112-42, and 112-43).

__ (ii) Alternate I (MAR 2012) of 52.225-3.

__ (iii) Alternate II (MAR 2012) of 52.225-3.

__ (iv) Alternate III (NOV 2012) of 52.225-3.

__ (41) 52.225-5, Trade Agreements (NOV 2012) (19 U.S.C. 2501, et seq., 19 U.S.C. 3301 note).

_X_ (42) 52.225-13, Restrictions on Certain Foreign Purchases (JUNE 2008) (E.O.’s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury).

__ (43) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (NOV 2007) (42 U.S.C. 5150).

__ (44) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (NOV 2007) (42 U.S.C.

5150).

__ (45) 52.232-29, Terms for Financing of Purchases of Commercial Items (FEB 2002) (41 U.S.C. 255(f),10 U.S.C.

2307(f)).

__ (46) 52.232-30, Installment Payments for Commercial Items (OCT 1995) (41 U.S.C. 255(f), 10 U.S.C. 2307(f)).

_X_ (47) 52.232-33, Payment by Electronic Funds Transfer—Central Contractor Registration (OCT 2003)(31 U.S.C.

3332).

__ (48) 52.232-34, Payment by Electronic Funds Transfer—Other than Central Contractor Registration(MAY 1999)

(31 U.S.C. 3332).

__ (49) 52.232-36, Payment by Third Party (FEB 2010) (31 U.S.C. 3332).

__ (50) 52.239-1, Privacy or Security Safeguards (AUG 1996) (5 U.S.C. 552a).

__ (51)(i) 52.247-64, Preference for Privately Owned __ (ii) Alternate I (Apr 2003) of 52.247-64.

(c) The Contractor shall comply with the FAR clauses in this paragraph (c), applicable to commercial services, that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

__ (1) 52.222-41, Service Contract Act of 1965, (Nov 2007) (41 U.S.C. 351, et seq.).

__ (2) 52.222-42, Statement of Equivalent Rates for Federal Hires (May 1989) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

__ (3) 52.222-43, Fair Labor Standards Act and Service Contract Act—Price Adjustment (Multiple Year and Option

Contracts) (Sep 2009) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

__ (4) 52.222-44, Fair Labor Standards Act and Service Contract Act—Price Adjustment (Sep 2009)(29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

__ (5) 52.222-51, Exemption from Application of the Service Contract Act to Contracts for Maintenance, Calibration, or Repair of Certain Equipment—Requirements (Nov 2007) (41 U.S.C. 351, et seq.).

__ (6) 52.222-53, Exemption from Application of the Service Contract Act to Contracts for Certain

Services—Requirements (Feb 2009) (41 U.S.C. 351, et seq.).

__ (7) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (Mar 2009) (Pub. L. 110-247).

__ (8) 52.237-11, Accepting and Dispensing of $1 Coin (Sept 2008) (31 U.S.C. 5112(p)(1)).

(d) Comptroller General Examination of Record. The Contractor shall comply with the provisions of this paragraph (d) if this contract was awarded using other than sealed bid, is in excess of the simplified acquisition threshold, and does not contain the clause at 52.215-2, Audit and Records—Negotiation.

(1) The Comptroller General of the United States, or an authorized representative of the Comptroller General, shall have access to and right to examine any of the Contractor’s directly pertinent records involving transactions related to this contract.

(2) The Contractor shall make available at its offices at all reasonable times the records, materials, and other evidence for examination, audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in FAR Subpart 4.7, Contractor Records Retention, of the other clauses of this contract.

If this contract is completely or partially terminated, the records relating to the work terminated shall be made available for 3 years after any resulting final termination settlement. Records relating to appeals under the disputes clause or to litigation or the settlement of claims arising under or relating to this contract shall be made available until such appeals, litigation, or claims are finally resolved.

(3) As used in this clause, records include books, documents, accounting procedures and practices, and other data, regardless of type and regardless of form. This does not require the Contractor to create or maintain any record that the Contractor does not maintain in the ordinary course of business or pursuant to a provision of law.

(e) (1) Notwithstanding the requirements of the clauses in paragraphs (a), (b), (c), and (d) of this clause, the Contractor is not required to flow down any FAR clause, other than those in paragraphs (e)(1)(i) through (xi) of this paragraph in a subcontract for commercial items. Unless otherwise indicated below, the extent of the flow down shall be as required by the clause—

((i) 52.203-13, Contractor Code of Business Ethics and Conduct (Apr 2010) (Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note)).

(ii) 52.219-8, Utilization of Small Business Concerns (Dec 2010) (15 U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further subcontracting opportunities. If the subcontract (except subcontracts to small business concerns) exceeds $650,000 ($1.5 million for construction of any public facility), the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities.

(iii) [Reserved]

(iv) 52.222-26, Equal Opportunity (Mar 2007) (E.O. 11246).

(v) 52.222-35, Equal Opportunity for Veterans (Sep 2010) (38 U.S.C. 4212).

(vi) 52.222-36, Affirmative Action for Workers with Disabilities (Oct 2010) (29 U.S.C. 793).

(vii) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O.

13496). Flow down required in accordance with paragraph (f) of FAR clause 52.222-40.

(viii) 52.222-41, Service Contract Act of 1965 (Nov 2007) (41 U.S.C. 351, et seq.).

(ix) 52.222-50, Combating Trafficking in Persons (Feb 2009) (22 U.S.C. 7104(g)).

___Alternate I (Aug 2007) of 52.222-50 (22 U.S.C. 7104(g)).

(x) 52.222-51, Exemption from Application of the Service Contract Act to Contracts for Maintenance, Calibration, or Repair of Certain Equipment-Requirements (Nov 2007) (41 U.S.C. 351, et seq.).

(xi) 52.222-53, Exemption from Application of the Service Contract Act to Contracts for Certain

Services-Requirements (Feb 2009) (41 U.S.C. 351, et seq.).

(xii) 52.222-54, Employment Eligibility Verification (JUL 2012).

(xiii) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (Mar 2009) (Pub. L. 110-247). Flow down required in accordance with paragraph (e) of FAR clause 52.226-6.

(xiv) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (Feb 2006) (46 U.S.C.Appx.

1241(b) and 10 U.S.C. 2631). Flow down required in accordance with paragraph (d) of FAR clause 52.247-64.

(2) While not required, the contractor may include in its subcontracts for commercial items a minimal number of additional clauses necessary to satisfy its contractual obligations.

52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor before the contract expiration date.

1052.201-70 CONTRACTING OFFICER’S REPRESENTATIVE (COR) APPOINTMENT AND AUTHORITY (JUN 2012)

(a) The CORs will be listed in page 2 of the Standard Form (SF) 1449 upon award.

(b) Performance of work under this contract is subject to the technical direction of the COR identified above, or a representative designated in writing. The term “technical direction” includes, without limitation, direction to the contractor that directs or redirects the labor effort, shifts the work between work areas or locations, and/or fills in details and otherwise serves to ensure that tasks outlined in the work statement are accomplished satisfactorily.

(c) Technical direction must be within the scope of the contract specification(s)/work statement. The COR does not have authority to issue technical direction that:

(1) Constitutes a change of assignment or additional work outside the contract specification(s)/work statement;

(2) Constitutes a change as defined in the clause entitled “Changes”;

(3) In any manner causes an increase or decrease in the contract price, or the time required for contract performance;

(4) Changes any of the terms, conditions, or specification(s)/work statement of the contract;

(5) Interferes with the contractor's right to perform under the terms and conditions of the contract; or

(6) Directs, supervises or otherwise controls the actions of the contractor's employees.

(d) Technical direction may be oral or in writing. The COR must confirm oral direction in writing within five workdays, with a copy to the Contracting Officer.

(e) The Contractor shall proceed promptly with performance resulting from the technical direction issued by the COR. If, in the opinion of the contractor, any direction of the COR or the designated representative falls within the limitations of (c) above, the contractor shall immediately notify the Contracting Officer no later than the beginning of the next Government work day.

(f) Failure of the Contractor and the Contracting Officer to agree that technical direction is within the scope of the contract shall be subject to the terms of the clause entitled “Disputes.”

DTAR 1052.210-70 CONTRACTOR PUBLICITY (AUG 2011)

The Contractor, or any entity or representative acting on behalf of the Contractor, shall not refer to the equipment or services furnished pursuant to the provisions of this contract in any news release or commercial advertising, or in connection with any news release or commercial advertising, without first obtaining explicit written consent to do so from the Contracting Officer. Should any reference to such equipment or services appear in any news release or commercial advertising issued by or on behalf of the Contractor without the required consent, the Government shall consider institution of all remedies available under applicable law, including 31 U.S.C. 333, and this contract. Further, any violation of this provision may be considered during the evaluation of past performance in future competitively negotiated acquisitions.

PERFORMANCE EVALUATION

This contract is subject to a performance evaluation via The Contractor Performance Reporting System (CPARS) at www.cpars.csd.disa.mil. Following the end of each contract period and at contract completion, a completed Government evaluation shall be forwarded to the Contractor. The Contractor may submit written comments, if any, within the time period specified in the evaluation transmittal. The Contractor’s comments shall be considered in the issuance of the final evaluation document. Any disagreement between the parties regarding the evaluation shall be forwarded to the Bureau Chief Procurement Officer (BCPO). The final evaluation of the Contractor’s performance is the decision of the BCPO. A copy of the final performance evaluation report will be sent to the Contractor and to the Government’s past performance database at www.ppirs.gov.

SECURITIES LIQUIDATION

DEPARTMENT OF THE TREASURY, BUREAU OF PUBLIC DEBT (BPD)

PERFORMANCE WORK STATEMENT (PWS)

1.0 BACKGROUND

The mission of the Bureau of Public Debt (BPD) is to borrow the money needed to operate the federal government, account for the resulting debt, and provide reimbursable support services to federal agencies.

When obligations are acquired by the Secretary of the Treasury for the Federal Government or delivered by an executive agency, it is the responsibility of the Secretary to liquidate those items pursuant to 31 U.S.C. § 324.

Obligations are usually the result of debt or liability collection efforts. Once executive agencies acquire these obligations, they are forwarded to BPD, Office of Public Debt Accounting (OPDA), Division of Accounting Operations for processing and transaction. For example, many obligations are seized and forfeited by the Internal Revenue Service (IRS) in collection efforts under 26 CFR Part 403. First, IRS will attempt to liquidate the obligations in an administrative sale. However, if an acceptable minimum bid is not received, the obligations are forwarded to OPDA for transaction. Once OPDA receives the obligations, a qualified broker/dealer (herein referred to as Contractor) may be asked to sell or liquidate the obligations.

2.0 SCOPE

The Bureau of Public Debt’s Office of Public Debt Accounting (OPDA) has an ongoing requirement for a Contractor to provide services in liquidating a variety of securities; domestic or foreign, that is held at several locations within Treasury. Locations are, but not limited, to Washington D.C., Parkersburg WV, Hyattsville MD, Kansas City MO, Philadelphia PA, Austin TX and Birmingham AL. OPDA takes control of securities on behalf of other government agencies and is required to liquidate the security in a timely manner with the use of a qualified security broker/dealer. The contractor takes control of, safe-keeps, researches, and liquidates the securities for OPDA and is paid by taking their commission and fees from the sale amount and depositing the balance of funds into an OPDA controlled account using the standard industry settlement methods. Proceeds from pending sales are to be held in a non-interest bearing account in the name of OPDA until the transaction is completed on the books of the Contractor. OPDA will notify the agency of the date and amount of the sale and ensure that the proper financial reporting has taken place.

3.0 DEFINITIONS

3.1 Security. Any note, stock, treasury stock, security future, bond, debenture, certificate of interest or participation in any profit-sharing agreement or in any oil, gas, or other mineral royalty or lease, any collateral-trust certificate, pre-organization certificate or subscription, transferable share, investment contract, voting-trust certificate, certificate of deposit for a security, any put, call, straddle, option, and privilege on any security, certificate of deposit, or group or index of securities (including any interest therein or based on the value thereof), or any put, straddle, option, or privilege entered into on a national securities exchange relating to foreign currency, or in general, any instrument commonly known as a “security”; or any certificate of interest or participation in, temporary or interim certificate for, receipt for, or warrant or right to subscribe to or purchase, any of the foregoing; but shall not include currency or any note, draft, bill of exchange, or banker’s acceptance which has a maturity at the time of issuance or not exceeding nine months, exclusive of days of grace, or any renewal thereof the maturity of which is likewise limited.

3.2 Transaction Fee. This is a flat fee to be assessed for each transaction processed for the various services provided in the contract.

3.3 Safekeeping Fee. A flat fee charged to the government for storing securities.

4.0 CONTRACTOR QUALIFICATIONS

The following contractor qualifications must be met so that securities assumed by OPDA can be transferred to the contractor for liquidation and the appropriate financial reporting can occur. The contractor and their subcontractors (brokerage firms) must warrant the fulfillment of each of the following qualifications at all times during the period of the contract and must notify the government immediately of changes/additions in their subcontractors (brokerage firms) and if the contractor or their subcontractors (brokerage firms) become non-compliant. BPD/OPDA reserves the right to approve or disapprove subcontractors used to perform services under this contract.

4.1 Be registered and in compliance with all applicable federal, state, and foreign securities laws and regulations for in which contract services will be performed.

4.2 Be registered with each of the following:

(i) Securities and Exchange Commission (SEC) under the Securities Exchange Act of 1934

(ii) A Self-Regulatory Organization (SRO)

(iii) Applicable State Securities Commission(s)

4.3 Be in good standing with its SRO (i.e., not the subject of any enforcement action for violations of federal or state or foreign securities laws or regulations).

4.4 Certify that all securities professionals associated with the contractor (including branch managers and salespersons) are properly registered with the National Association of Securities Dealers (NASD), applicable SRO, and all applicable State Securities Commission(s) and Foreign Securities Commission(s), and have at least 10 years of securities experience to perform the work under this contract.

4.5 Have the regulatory authority under federal, state, and foreign securities laws to conduct transactions and safe keep a wide range of instruments, including but not limited to, government securities, equities, warrants, corporate bonds, municipal securities, and Rule 144a securities.

4.6 Be a member of the NYSE, Inc. Medallion Signature Guarantee Program or Securities Transfer Agents

Medallion Program (STAMP) with a surety coverage limit of at least $10 million. Contractor must also be willing and capable of insuring and processing transactions in excess of $10 million, which could include transactions up to $100 million.

4.7 Have 10 years or more of experience in the industry. The contractor must be well established in the financial services industry and have extensive contacts in different industries that issue securities.

5.0 TASKS/DELIVERABLES

The contractor shall provide all tasks and deliverables, as outlined in this PWS:

5.1 The contractor must be available for customer service between the hours of 8:30 am and 4:00 pm EST, Monday through Friday. The contractor need not be available on recognized federal holidays or when the U.S. stock markets are closed.

5.2 The contractor shall establish and maintain a non-interest-bearing customer account subject to the provisions of 17 CFR § 240.15c3-3 in the name of the “Office of Public Debt Accounting, the Bureau of the Public Debt, 200 3rd Street, 119, Parkersburg, WV 26106-1328”.

5.3 The contractor shall sign a Trading Authorization Letter, which will identify the contractor representatives(s) authorized to accept requests and handle physical securities. OPDA will also sign a separate Letter of Trading Authorization, which will identify the OPDA employee(s) with delegated authority to maintain the account.

5.4 The contractor shall establish and maintain a same day turnaround assurance plan to handle cases where OPDA needs to liquidate a small or large volume of securities as soon as possible. An example would be if the stock prices fall when OPDA receives the securities and OPDA needs to liquidate the securities as soon as possible to reduce the amount of extraordinary loss in proceeds.

5.5 The contractor shall establish and maintain a Risk Mitigation Plan for liquidating securities in cases where the offeror has a direct tie to the securities causing an Organizational Conflict of Interest.

5.6 The contractor shall provide a customer statement of account within 5 business days or less (i.e. urgent congressional request) after the close of each month and by request from OPDA. Timeliness of this statement is critical to address congressional inquiries. The statement of account shall include, but not be limited to, information pertaining to all sales, charges, debits, credits, dividend payments, transfer activity, securities receipts or deliveries, wire activity, safekeeping services, and/or journal entries relating to securities or funds in the possession or control of the broker-dealer. The contractor shall prepare and maintain books and records in accordance with 17 CFR § 240.17a-3.

5.7 Contractor shall submit the following documentation upon request:

(i) Most recent Financial and Operational Combined Uniform Single (FOCUS) report

(ii) Most recent audited annual report

(iii) Copies of all commission schedules, mark-up policy, and schedule listing all other fees (i.e., account maintenance fees, safekeeping fees, transfer fees, and any other fees related to the transaction services.

6.0 PERIOD OF PERFORMANCE

The period of performance shall be for 60 months starting on the effective date of the award.

7.0 CONTRACT TYPE

The government anticipates awarding a single 5-Year Blanket Purchase Agreement with firm fixed commission rates to be applied per order.

8.0 QUALITY ASSURANCE SURVEILLANCE PLAN

8.1 The Contracting Officer's Representative (COR) will summarize and document the Contractor’s performance in the three categories listed below

A. Quality of Service

B. Business Relations

C. Timeliness of Performance

8.2 Surveillance method (Random Evaluation). This method employs a “spot check” style of evaluation and may be adjusted, based on quality trends. The Government retains the right to inspect all requirements of the BPA. Unacceptable performance will be recorded and the Contractor shall be required to correct the unacceptable condition within a 24-hour time period. If the Contractor does not correct the unacceptable condition within 24-hours, the COR will notify the Administrative Contracting Officer (ACO) who will take appropriate administrative action for unacceptable performance. When an observation indicates defective performance, the COR will require the Contractor to annotate the observation. The annotation of the observation does not constitute concurrence with the observation;

it only indicates acknowledgement that the Contractor has been made aware of a potentially defective performance.

9.0 ORDERING PROCEDURES UNDER THE BLANKET PURCHASE AGREEMENT (BPA)

9.1 Order of Precedence - All BPA Orders are subject to the terms and conditions of the BPA. In the event of a conflict between a BPA Order and the BPA, the BPA will take precedence.

9.2 Ordering Officials - Only the individuals listed on the Letter of Trading Authorization may place orders under this BPA.

9.3 Single BPA Orders – BPA orders will not be synopsized.

9.4 Fee Limitations – The order/fee limit and BPA/fee limit will be determined at the time of award.

9.5 BPA Order and Commencement of Work/Notice to Proceed - No work under this BPA shall commence until a BPA Order is issued, which will be considered the official Notice to Proceed. BPA order(s) shall be executed by a written instruction from an Ordering Official (Section 10.2). The written instructions shall include:

a. The agency/owner of the obligation(s)

b. Location of the obligation

c. Description of the obligation and supporting legal documentation

d. The urgency level for liquidating the obligation(s)

e. Any constraints on the price and method of order execution

f. The agency location code and a tracer message for the wire transfer

g. Any other pertinent information deemed necessary by OPDA.

When the instructions to sell are received by the contractor from OPDA, the contractor shall be authorized to sell the obligations and shall confirm acceptance of the BPA Order within two business days of receipt of the BPA Order.

9.6 BPA Order Issuance Procedures – when a security/obligations needs liquidated:

A. Obligations shall be transferred to the contractor in three different ways:

1. Usually, an executive agency will initiate the transfer of obligations to the contractor in electronic form. The executive agency will follow the instructions given on OPDA's website at http://www.treasurydirect.gov/govt/apps/slp/slp.htm , to complete the transfer correctly.

2. Occasionally, the executive agency will forward a physical obligation to the contractor, which can be liquidated according to the agreed upon procedures.

3. Sometimes, OPDA receives the physical obligations because the executive agency has failed to follow the instructions on the website. In this case, an OPDA employee will create three signed certificates of authorization to go along with the physical obligations. If the physical obligations are received by the contractor or if they are received first by OPDA, the contractor shall record, segregate, and store the obligations in a vault upon receiving the physical obligations. The contractor shall provide OPDA a signed receipt of securities immediately upon receiving the physical obligations.

B. OPDA shall review the offers/quotes from potential buyers and provide a written consent to the contractor before the contractor can sell or transfer the obligations to a buyer at the offered price.

In some cases, OPDA has the authority to omit the requirement for three (3) quotations on any given obligation(s).

C. In all instances, OPDA reserves the right to contact other sources to ascertain a market price.

D. After the completed sale of the obligation(s), OPDA will notify the agency/owner of the date and amount of the sale of their obligation(s).

9.7 Contractor

A. Taking Possession of Obligations - The contractor shall be responsible for the security upon transfer and must take every precaution to protect the security. The contractor must be able to provide for safekeeping of obligations, and will act as custodian. The obligations must be kept separate from any other accounts maintained by the contractor and shall be subject to no right, charge, securities interest, lien, claim, or encumbrance of any kind in favor of the contractor, or its creditors. Upon transfer of the obligations the contractor shall provide a written receipt for the obligations received and will examine the incoming physical deliveries to verify negotiability. The safekeeping receipt will conform to applicable federal and state securities laws and regulations.

Immediately upon delivery, the contractor shall certify that the obligations have been properly endorsed and that all legal documentation is attached. Alternatively, the contractor shall notify OPDA if the obligations are non-negotiable, and provide written instructions so that OPDA can acquire the required documentation.

B. Physical Securities - The contractor must provide verbal notice to one of the OPDA employees listed in PWS Section 9.2 before transferring physical securities into book-entry or electronic form.

C. Market Research - The contractor may have to perform extensive research for liquidating privately-held obligations that are not listed on any stock exchange. In the past, several securities liquidations have been performed of obscure instruments that were transferred into OPDA's account. OPDA has obtained securities that are not publicly traded, securities that are privately-held, and securities that have been held by an agency beyond their expiration date. The contractor is required to find a buyer and liquidate the securities as soon as possible or validate why they are not able to be sold.

D. Required Offers/Quotes - The contractor shall use an acceptable industry source, and comply with 17 CFR § 240.11Ac1-1 and 4, when providing quotation information on equity instruments to OPDA. The broker-dealer must provide three (3) quotations for all other instruments. The failure or omission of OPDA to insist on strict performance with the aforementioned three (3) quotation provision shall not be deemed as a waiver or relinquishment of OPDA’s right to require future compliance with the provision.

E. Consent to Sell - The contractor shall obtain OPDA’s consent before selling or transferring the obligations to a buyer at the offered price. If OPDA disapproves the transaction, then the contractor shall continue to seek a buyer. The contractor shall promptly notify OPDA if an issue is not readily marketable and the availability of price quotations is limited.

F. Reporting Sales of Obligations - The contractor shall provide verbal notice to one of the OPDA employees listed on the Trading Authorization Letter on the day a trade is executed. After the trade is processed, the contractor shall provide OPDA a written confirmation within forty-eight (48) hours of the time sale is executed. The confirmation must comply with 17 CFR § 240.10b-10 and must, at a minimum, include the following:

i. Description of the trade (quantity, security name, execution price, settlement money, accrued interest (for debt instruments), transaction fees, and net deposit amount.

ii. Trade date

iii. Settlement date

iv. Place of execution

v. OPDA’s business address and account number to which the trade has been booked

vi. Securities professional’s identification number.

G. Payment of Contractor’s Fees & Proceeds to Agencies - The contractor shall not be required to submit invoices for payment of contractor’s fees, as the industry standard will be followed by the contractor by automatically deducting the agreed upon fees from the proceeds of the liquidation(s) and depositing the balance of the funds into the appropriate agency’s government controlled account identifying the agency’s location code using the standard industry settlement method within three business days of the completed sale of the obligation(s). In a case where the agency’s account number is not correct and payment is rejected for this reason or any other reason, then the contractor shall immediately deposit the balance of the funds electronically into OPDA's account and report the incident immediately to OPDA. A wire transfer notification shall also be sent to OPDA within the same time frame. If the associated contractor’s fees are more than the actual amount of proceeds from the sale, then the contractor shall submit an invoice for the total amount of the fees and payment shall be made by an electronic funds transfer to the banking information recorded under the applicable DUNS number in SAM’s out of other funds budgeted for this purpose.

9.8 Cancellation Policy – OPDA reserves the right to cancel the selling of a security(ies)/obligation(s) when warranted by the government agency at no cost to the government.

10.0 BPA ANNUAL REVIEW

Although there will be no option periods included in this BPA, there will be an annual review of the BPA by the Administrative Contracting Officer. The purpose of the review is to determine whether the BPA still represents the best value (considering price, special qualifications, market conditions, etc.) to the Government.

52.212-1 -- INSTRUCTIONS TO OFFERORS -- COMMERCIAL ITEMS (FEB 2012)

ADDENDUM TO 52.212-1, INSTRUCTIONS TO OFFERORS -- COMMERCIAL ITEMS (FEB 2012)

Notice to Firms Debarred, Suspended, or Proposed for Debarment

In accordance with FAR 9.405, offers are not solicited from firms debarred, suspended, or proposed for debarment.

Ineligible firms shall consider this an informational copy only

Failure to submit any of the requested information or follow any of the stated guidelines may result in the proposal being determined non-responsive. Non-responsive proposals will not be eligible for award.

Questions received by 2:30 pm, EST, on Wednesday, January 9, 2013 at PSB3@BPD.TREAS.GOV, with the subject line of "Questions for TBPDBPD13CI0002, GB/TAYERS" will be answered as amended. Questions received after the deadline may not be answered. Any questions and/or comments received are not considered proprietary and will not be protected by the Government. Offerors are prohibited from communicating directly with BPD personnel about this procurement action.

Responsive proposals received by 12:00 pm, EST, on Friday, January 25, 2013 at PSB3@BPD.TREAS.GOV, with the subject line of "Proposal for TBPDBPD13CI0002, GB/TAYERS" will be accepted and further evaluated.

The government anticipates making award without discussions but reserves the right to hold discussions should the need arise. Offerors should submit their best and final offer initially.

Offerors shall submit a complete proposal package in the following Volumes as separate attachments with as little duplication of information as possible:

Ø Volume 1 – Contractor Qualifications (shall consist of the Proposal Sections 1-7 below) Ø Volume 2 – Technical & Past Performance (shall consist of the Proposal Sections 8 & 9 below) Ø Volume 3 – Price (shall consist of the Proposal Section 10)

The Offeror assumes full responsibility for ensuring all electronic materials and attachments submitted are formatted in accordance with the Bureau of the Public Debt Security Requirements. The following file extensions are not allowable and application materials/data submitted with these extensions cannot be considered:

.bat, .cmd, .com, .exe, .pif, .rar, .scr, .vbs, .hta, .cpl, and .zip files

Microsoft Office compatible documents are acceptable. If the Offeror determines that other formats are necessary, it is the Offeror’s responsibility to verify with BPD that those formats are acceptable. Proposal materials with unacceptable or unreadable formats may be found non-responsive.

Files may by “zipped,” however, the file must be renamed, as .zip extensions will be quarantined by BPD Security and we cannot guarantee that they will be delivered by the due date for proposals.

PROPOSAL

1.0 Cover Page – Including the following information at minimum.

1.1 Company Name as it appears in the System For Award Management (SAM) and a list of any subcontractors that may be used under the contract (the prime contractor must be actively registered in SAM at the time of award)

1.2 Company DUNS Number

1.3 Company Point of Contact (POC) for this acquisition including name, title, phone number, and email.

2.0 Signed Stand Form (SF) 1449 – To indicate acceptance of all solicitation provisions and contract…