For on-site contractor personnel, OFS will provide laptops and access to the local area network
for email and the document management necessary to perform the activities outlined in the task
order. Contractor personnel issued Treasury laptops and/or access to the Treasury network must
comply with Treasury's Federal Information Security Management Act (FISMA). All contractor
personnel must comply with the Privacy Act training requirements. In addition, printer access,
software, support, and facilities will be provided by the government for on-site personnel.
Laptops may be taken between Treasury facilities listed within the place of performance. For
off-site contractor personnel, the issuance of Treasury laptops will be determined on a case by
case basis and would include remote access to the Treasury network as applicable.

The government furnished property (e.g., equipment, badges, etc.) will be provided in
conjunction with required performance under this task order. At the written request of the
Government, the Contractor will inimediately return any property provided by the Government
for the Contractor’s use to complete the assigned tasks under this task order. If not requested, the
Contractor will continue to abide by FAR Part 45 until completion of the task order.

7. GOVERNMENT FURNISHED INFORMATION

Government furnished information (e.g., documents, materials, reports, etc.) may be provided in
conjunction with required performance under this task order as determined by OFS. At the
written request of the Government, the Contractor will immediately return any documents
provided by the Government for the Contractor’s use to complete the assigned tasks under this
task order. If not requested, the Contractor will continue to abide by FAR Part 45 until
completion of the task order.

8. OWNERSHIP OF DATA

OFS will retain ownership of all documents, and any other products or software generated while
performing services under this contract. Any data provided by OFS to the Contractor shall
remain the property of OFS. Any data generated shall become the property of the OFS and may
not be released by the Contractor to any non-OFS office, or to any OFS oversight body without
consent from Office of the Chief Financial Officer (OCFO). A data repository covering the task
order deliverables should be established on Treasury’s LAN (e.g., T: drive and/or SharePoint) to
house, in an easy to retrieve structure, all documents in its original and final formats (e.g., Word,
Excel, PowerPoint, Project, Visio, etc.).

9, PLACE OF PERFORMANCE

The Contractor shall perform the majority of activities at Department of the Treasury’s space
unless otherwise directed. The Treasury office space is located at the Main Treasury Building
(corner of Fifteenth Street and Pennsylvania Avenue NW, Washington DC); Metropolitan
Square (corner of Fourteenth Street and G Street NW, Washington DC); and 1801 L Street NW
(corner of 18th and L Streets). Additional locations may potentially be at the offices of Freddie
Mac, located at 8000 Jones Drive, McLean, VA 22102; and Fannie Mae located at 3900
Wisconsin Avenue, NW, Washington, DC 20016. If the need arises at the request of a business
owner for the Contractor to work at an off-site location, the COR must be notified at least four

TOFS-17-G-0002
Page 20 of 23



substitution at least thirty days in advance of the proposal substitution. Such

notification shall include:

a. An explanation of the circumstances necessitating the substitution;

b. Acomplete resume of the proposed substitute;

c. Any other information requested by the Contracting Officer to enable
judgment of whether or not the Contractor is maintaining the same high
quality of personnel that provided the partial basis for award.

N. Nonpayment for Unauthorized Work

No payments will be made for any unauthorized supplies or services or for any
unauthorized changes to the work specified herein. This includes any services
performed by the Contractor of his own volition or at the request of an individual other
than a warranted Contracting Officer. Only a warranted Contracting Officer is authorized
to change the specifications, terms, or conditions of this contract.

PERFORMANCE WORK STATEMENT
FOR
INTERNAL CONTROLS
& TESTING SUPPORT

1. BACKGROUND

The U.S. Department of the Treasury (Treasury) is responsible for the management and
administration of the Troubled Assets Relief Program (TARP) which was established under the
Emergency Economic Stabilization Act of 2008 (EESA). The EESA provides the Treasury with
the authorities and facilities to restore liquidity and stability to the financial system of the United
States. Treasury uses the EESA authorities to protect home values, college funds, retirement
accounts, and life savings; preserve homeownership and promote jobs and economic growth;
maximize overall returns to the taxpayers of the United States; and provide public accountability
for the exercise of such authority. By acquiring, managing, and orderly liquidating the troubled
assets over time, the Treasury seeks to improve the capital positions of financial institutions,
reduce risk premiums in the market, improve liquidity and credit extension in the financial
system, increase investor confidence, and provide market participants with more price
transparency.

2. OBJECTIVE

Treasury requires expert financial services to support Office of Financial Stability (OFS) and
Treasury financial programs and initiatives. Treasury requirements are summarized in the
following categories:

* Organizational Design and Maintenance
+ Accounting Support

¢ Program Compliance

* Internal Controls

* Testing Support

TOFS-17-G-0002
Page 14 of 23

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Page 6 of 23

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business days in advance and COR approval must be given. Telework at the contractor’s home
office or another location must also be approved in advance by the COR.

Travel may be required under this task order and travel authorization must be provided at least
four (4) business days in advance by the COR. Requests for approval imust include travel cost
estimates, name of traveler, dates, location, etc. The contractor must adhere to all Federal Travel
Regulations and travel will be reimbursed in accordance with the Federal Travel Regulations.
Specific guidelines for how travel will be reimbursed and which receipts are required will be
provided at the task order award kick-off meeting. In addition, the government will not pay for
travel to/from the local place of performance when the Contractor elects to staff the requirements

with an individual outside of the local place of performance.

10. PERIOD OF PERFORMANCE

Base Year: March 15, 2017 — March 14, 2018
Option Year [: March 15, 2018 — March 14, 2019
Option Year 2: March 15, 2019 — March 14, 2020
Option Year 3: March 15, 2020 — March 14, 2021
Option Year 4: March 15, 2021 — March 14, 2022
11. TRANSITION

If services covered in this task order are still needed at the end of the performance period, award
of the follow-on contract is anticipated to occur in time to permit at a minimum a 14-day overlap
in contract performance. A draft transition plan will be due two (2) months before the contract
expires with the final version due one (1) month prior to the end of the period of performance.
During the overlap period and in accordance with the approved transition plan, the incumbent
contractor will provide to the incoming contractor a status update of the tasks being performed
under the contract, and wiil transfer its related knowledge gained and lessons learned while
supporting the activities.

12. DELIVERABLES

Deliverables Tables

Status Report [Electronically COR Every two
« Accomplishments, by weeks; at

Business

individual, of last two least 4

performance weeks hours before
« Expected scheduled

accomplishments, by meeting

individual, of next two

TOFS-17-G-0002
Page 21 of 23



prior to the
end of the
final
performance
period.

COR
Surveillance Plan Electronically {COR Direction | Direction

Performance Table

Status Meeting 1801 L St. [Team Leads Every
¢ Discuss content of Status Teleconference Senior two
Report Management weeks
. 1801 L St |As invi
Senior Assessment Team 8 Covet by ess As needed
Meetings \Teleconference Owner

13. BUSINESS HOURS AND COVERAGE

Work under the task order is anticipated to be performed within the normal business hours of
7AM to 7PM (EST) Monday through Friday. Under special circumstances, the Contractors may
be required to work outside normal business hours, including weekends and government
observed holidays. The COR must approve exceptions to the normal business hour schedule in
advance, Requests for exceptions shall include the anticipated number of hours to be worked;
the projects to be accomplished; and the location where the work will be performed.

14, SURVEILLANCE PLAN

The contractors performance will be monitored by activities/items such as, but not limited to,
conducting status meetings which will require reports showing individual accomplishments for
the period; requiring burn rate and subcontractor utilization reports; maintaining an updated
employee listing showing government furnished property, etc.; requiring supporting
documentation with monthly invoices; making ad hoc requests to review time sheets; and
conducting ad hoe walkthroughs of the work area of the on-site contractor staff.

TOFS-17-G-0002
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Category: Internal Controls

This category involves supporting management and staff with: a) developing and
sustaining a robust internal controls program; b) maintaining/achieving unqualified statements
of assurance of internal control processes; c) responding to internal and external auditor,
reviewer, and oversight bodies; d) providing recommendations specific to enhancing internal
controls; e) developing frameworks and plans to identify, document, test, and amend controls;
f) identifying, managing, and mitigating risks; and g) managing asset- related

activities. Services may include, but are not limited to:

¢ Maintaining and updating governance model for management control activities.

¢ Assisting with and assuring that programmatic and administrative areas of responsibility
adhere to the management and reporting requirements covered in the Office of
Management and Budget (OMB) Circulars, such as, but not limited to, A-123, A-127,
and A-130; Treasury Directives; Executive Orders; General Accountability Office
(GAO), and other internal control requirements,

¢ Documenting and updating process flows; narrative descriptions; and risk and control
matrices.

* Defining roles and responsibilities of business owners responsible for carrying out
control activities.

¢ Documenting and updating control points within technical and operational functi
ons and processes; assessing the effectiveness of internal controls; and providing
recommendations to strengthen and enhance technical and operational activities and
programs.

¢ Identifying, documenting, and addressing control gaps.

« Evaluating program required reports to determine if established controls are sufficient
and make recommendations where deficiencies are identified.

e Evaluating the effectiveness of technical, program, and administrative controls,
including, but not limited to, the valuation models used in performing credit reform
accounting, the asset related activities, etc.

« Providing technical advice on matters and/or internally or externally identified
weaknesses.

Developing and monitoring corrective action and remediation plans.
Assisting management with asset acquisition, management/maintenance, and
disposition activities, including, but not limited to:
o Automating control processes and transitioning to electronic storage media.
o Performing real-time monitoring of transactions, and assembling control
evidence and preparing documents for audit readiness.
o Leveraging process enhancements for future transactions.

Category: Testing Support

This category involves supporting management and staff with: a) responding to internal and
external auditor, reviewer, and oversight bodies; b) providing recommendations specific to
enhancing internal controls; and c) developing frameworks and plans to identify, document, test,
and amend controls; Services may include, but are not limited to:

TOFS-17-G-0002
Page 18 of 23



Okc) Cik2) 2(k:3) Ok4)

1194.24, Video and multimedia products.
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[1 194.26, Desktop and portable computers.
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The standards do not require the installation of specific accessibility-related software or
the attachment of an assistive technology device, but merely require that the EIT be
compatible with such software and devices so that it can be made accessible if so
required by the agency in the future.

The following functional performance criteria (36 CFR 1194.31) apply to this contract.

(a) At least one mode of operations and information retrieval that does not require
user vision shall be provided, or support for assistive technology used by people
who are blind or visually impaired shall be provided.

X] (b) At least one mode of operation and information retrieval that does not require
visual acuity greater than 20/70 shall be provided in audio and enlarged print
output working together or independently, or support for assistive technology
used by people who are visually impaired shall be provided.

KX] (c) At least one mode of operation and information retrieval that does not require
user hearing shall be provided, or support for assistive technology used by
people who are deaf or hard of hearing shall be provided.

XX] (d) Where audio information is important for the use of a product, at least one mode
of operation and information retrieval shall be provided in an enhanced auditory
fashion, or support for assistive hearing devices shall be provided.

[XX (e) At least one mode of operation and information retrieval that does not require
speech shall be provided, or support for assistive technology used by people with
disabilities shall be provided.

{X] (f) At least one mode of operation and information retrieval that does not require fine
motor or simultaneous actions and that is operable with limited reach and
strength shall be provided. .

(End of clause)
K, Public-Release Contract Version Requirement
This contract action utilizes TARP funds authorized by 110 P.L. 343. The program

requires a high level of transparency and TARP contract documents are posted publicly
at http:/Avww.financialstability.gov or at another location designated by Treasury.

TOFS-17-G-0002
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(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 detaiis 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.

(End of clause)

F. 52.203-99 Prohibition on Contracting with Entities that Require Certain
Internal Confidentiality Agreements (MAR 2015) (Deviation 2015-00003)

(a) The Contractor shall not require employees or subcontractors seeking to report
fraud, waste, or abuse to sign or comply with internal confidentiality agreements or
statements prohibiting or otherwise restricting such employees or subcontractors
from lawfully reporting such waste, fraud, or abuse to a designated investigative or
law enforcement representative of a Federal department or agency authorized to
receive such information.

(b) The contractor shall notify employees that the prohibitions and restrictions of any
internal confidentiality agreements covered by this clause are no longer in effect.

(c) The prohibition in paragraph (a) of this clause does not contravene requirements
applicable to Standard Form 312, Form 4414, or any other form issued by a

TOFS-17-G-0002
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The total estimated hours for the Base Year and each Option Year S|
hours.

Should FAR 52.217-8 be exercised, the rates effective in the prior period will be
utilized.

B. FAR 52.217-9 Option To Extend the Term of the Contract (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the
Contractor within 15 days; provided that the Government gives the Contractor a
preliminary written notice of its intent to extend at least 30 days before the contract
expires. The preliminary notice does not commit the Government to an extension.

{b) If the Government exercises this option, the extended contract shalt be considered
to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this
clause, shall not exceed 5 years.

(End of clause)
C, FAR 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 within 7 days of the end of contract period.

(End of clause)
D. Option for Travel

The Government may require non-local travel in performance of this contract. The
Optional Travel CLINs will be funded if travel is required and before travel occurs.
Travel will be reimbursed as allowed by the Federal Travel Regulations and in
accordance with FAR Clause 52.232-7, Payments under Time-and-Materials and
Labor-Hour Contracts. The Optional Travel CLINs may be exercised more than
once, but the total obligated value may not exceed the CLIN ceiling of $3,804.00.

E. DTAR 1052.201-70 Contracting Officer's Representative (COR) Appointment
and Authority (APR 2015)

(a) The COR is Denise Pope, denise.pope@treasury.gov.

TOFS-17-G-0002
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¢ Assist in carrying out the internal control testing of processes and functions in
OFS, including utilization of real-time monitoring and sample-based testing
techniques and testing of valuation models used in performing credit reform
accounting.
© Use basic testing techniques to assist management with making a reasonable
assurance that:
o Core financial systems meet applicable requirements to support
management decisions by providing timely and reliable data;
o Proper information security controls are in place that are proportionate
with the risk and potential harm of not having such controls;
o IT general controls are operating effectively in support of a robust IT
environment;
o Operational controls are operating effectively in support of a robust
control environment;
o Accounting controls are operating effectively in support of a robust
control environment;
o Resource use is consistent with laws, regulations, and policies; and that
resources are safeguarded against waste, loss, and misuse;
© Reliable data are obtained, maintained, and disclosed in applicable reports;
and the adequacy of internal controls in OFS programs.

5, INFORMATION COMMON TO ALL TASK AREAS

Alt deliverables must comply with all applicable laws and regulations. Without limiting the
generality of the foregoing, all deliverables hereunder shall fully comply with the terms,
conditions, and requirements of the EESA.

Program Management
Contractors shall provide program management related activities to include:

1. Quality control of services and deliverables.

2. Project planning, implementation, and reporting.

3. Work planning and scheduling.

4, Detailed invoicing with costs broken down by the work stream, subwork stream, and/or
business owner level.

5. Regular meetings with business owner staff and the Contracting Officer Technical
representative (COTR) to discuss contract issues and the status of the work streams and
documentation and minutes of key discussion points/decisions.

6. Maintenance of project management-related documents in a shaved repository.

7. Management of contractor and subcontractor on-boarding and exiting processes based on

Treasury procedures, including any required background investigations.
8. Transition planning.

6. GOVERNMENT FURNISHED PROPERTY

TOFS-17-G-0002
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I. 1R1052.239-9008 Section 508 Information, Documentation and Support (SEP
2006)

In accordance with 36 CFR 1194, Subpart D, the electronic information technology (EIT)
products and product support services furnished in performance of this contract shaii be
documented to indicate the current conformance level with Section 508 of the
Rehabilitation Act of 1973, per the 1998 Amendments, and the Architectural and
Transportation Barriers Compliance Board’s Electronic and information Technology
Accessibility Standards. At no time during the performance of the award shall the level
of conformance go below the level of conformance in place at the time of award. At no
additional cost, the contractor shall provide information, documentation, and support
relative to the supplies and services as described in the PWS. The contractor shall
maintain this detailed listing of compliant products for the full contract term, including
forms of extensions, and shall ensure that it is current within five calendar days after
award and within three calendar days of changes in products being utilized as follows:

a) Product support documentation provided to end-users shall be made available in
alternate formats upon request, at no additional charge.

b) End-users shall have access to a description of the accessibility and compatibility
features of products in alternate formats or alternate methods upon request, at
no additional charge.

c) Support services for products shall accommodate the communication needs of
end-users with disabilities.

(End of clause)
J. 1R1052.239-9010 Section 508 Services (SEP 2006)

All contracts, solicitations, purchase orders, delivery orders and interagency
agreements that contain a requirement of services which will result in the delivery of a
new or updated electronic and information technology (EIT) item/product must conform
to the applicable provisions of the appropriate technical standards in 36 CFR 1194,
Subpart B, and functional performance criteria in 36 CFR 1194.31, Subpart C, unless an
agency exception to this requirement exists.

The following technicai standards and provisions have been determined to be
applicable to this contract:

1194.21, Software applications and operating systems.
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1194.22, Web-based intranet and internet information and applications.
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1194.23, Telecommunications products.

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TOFS-17-G-0002
Page 9 of 23

F
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ORDER FOR SUPPLIES OR SERVICES PAGE OF PAGES
IMPORTANT: Mark all packages and papers with contract and/or order numbers 1 23
1.DATEOF ORDER |2. CONTRAGT NO (if any) 6, SHIP TO:
GSTOFOO62R
03/09/2017 a, NAME OF CONSIGNEE
3. ORDER NO. 4, REQUISITIONREFERENCE NO. ors
TOFS-17-G-0002 17PR-OFS-0016
5, ISSUING OFFICE (Address comaspandence fo) b. STREETADDRESS
IRS non-IT (OTPS) 1500 PENNSYLVANIA AVE., N.W.
Internal Revenue Service
OS: PR:T
5000 Ellin Road
Lanham MD 20706 <cny Jd. STATE | e. ZIP CODE
WASHINGTON pe bba220
7.70: 1. SHIP VIA i
2. NAME OF CONTRACTOR
ASR ANALYTICS LLC @ TYPE OF ORDER
b. COMPANY NAME (Je. purchase {] ». peuvery
©. STREET ADDRESS REFERENCE YOUR:
1389 CANTERBURY WAY Except for billing instructions on the
reverse, this delivery order is
subject to instructions contained on
this side only of this form and is
Please furnish the following on the terms issued subject to the terms and L
‘and conditions specified on both sides of -conkitions of the above-numbered q
ony © STATE | 1. ZIPCODE this order and on the attached shest, if contract.
POTOMAC MD 20854-6103 _ | anv. includina delivery as indicated.
‘9. ACCOUNTING AND APPROPRIATION DATA 10. REQUISITIONING OFFICE
See Schedule OFS
11, BUSINESS CLASSIFICATION (Chock appropriate box(es)) 12.0.8. PONT
. SMALL b, OTHER THAN SMALL r eas
Oe Oo Cc oisapvantaceo — [_]. WOMEN-OWNED Ole ttuszone pestination
1 9. WOMEN-OWNED SMALL BUSINESS (WOSB) —[] , EowosB
SERVICE-DISABLED ELIGIBLE UNDER THE WOSB PROGRAM
18, PLACE OF 14. GOVERNMENT 8”. NO. 15. DELIVER TO F.0.B. POINT 16. DISCOUNT TERMS
ON OR BEFORE (Date)
a INSPECTION b. ACCEPTANCE
Destination Destination
17, SCHEDULE (See roverse for Rejections)
: jquanrrry| UNIT QUANTITY
ITEM NO. ‘SUPPLIES OR SERVICES JORDERED [UNIT PRICE AMOUNT ACCEPTED
(a) (b) fe) @ fe) 0) Q)
INTERNAL CONTROLS & TESTING SUPPORT
Continued ...
18. SHIPPING POINT 19. GROSS SHIPPING WEIGHT 20. INVOICE NO. aa A
Cont.
21. MAIL INVOICE TO: _
2. NAME ARC/ASD/APB $1, 815,843.54 <4
SEE BLUNG
usTRucTIONS | b. STREET ADDRESS: ARC/ASD/APB, AVERY 3G
OnREvERSE | (or P.O. Box) PO BOX 1328 170
ACCOUNTSPAYABLE@FISCAL . TREASURY . GOV oe
©. Cn STATE | € ZIPCODE $1,815,843, 54
PARKERSBURG WV 26106-1328
22, UNITED STATES OF Digitally signed by aeta). bask = aE (Pea)
‘ igitally signed by AletaJ.Dus} = ALETA DUST
AMERICA BY (Signature) 58
> A | eta J . D U st ao 703.09 17:58:50 ‘TITLE: CONTRACTING/ORDERING OFFICER.
"AUTHORIZED FOR LOGAL REPRODUCTION “OPTIONAL FORM 347 (aor 27010

PREVIOUS EDITION NOT USABLE serbyy GSAFAR 4B CFR 23213.)



e Information concerning all other business or financial interests of the Contractor,
its related entities, or its proposed or actual subcontractors or consultants that
could conflict with the Contractor's obligations under this award;

« Adescription of all organizational conflicts of interest and potential conflicts of
interest;

¢ Avwritten detailed plan to mitigate all organizational conflicts of interest, along
with supporting documents; and

¢ Avwritten detailed plan to mitigate all personal conflicts of interest, along with
supporting documents; and

¢ A certification that the information provided to the Treasury in response to the
above items is complete and accurate in all materials respects. Only after
receiving this information will the Treasury determine whether organizational
conflicts of interest prevent the Contractor from supporting the Treasury in the
specific matter.

. Failure to make full and timely disclosure of actual or potential conflicts of interest, or
matters that may present the appearance of a conflict, as well as failure to comply
with 31 C.F.R. Part 31 or Treasury conflicts of interest policies and procedures are
extremely serious matters. Such failures may subject the Contractor to corrective
action including but not limited to: (i) refusal to waive a conflict; (ii) termination for
default; (iii) debarment of the contractor from federal contracting; (iv) referral to the
appropriate state licensing authorities; and/or in appropriate cases (v) civil or
criminal actions.

. It is solely within the discretion of the Treasury to determine whether or not a conflict
of interest exists and whether any mitigation plan submitted by the Contractor avoids
or mitigates a conflict. Even the appearance of a conflict may result in the denial of
a waiver or other appropriate actions. In the event that matters are transferred to
another contractor or entity pursuant to the corrective actions listed above, the
Contractor is expected to follow Treasury policies and procedures and to cooperate
fully in the orderly transfer of such matters.

. In addition to complying with 31 C.F.R. Part 31 and any other applicable restrictions,
the Contractor will: (1) not represent or advise any parties against the United States
in any matter that is the subject of or related to this work during the term of the
contract and after the end of performance; and (2) have all professional staff
assigned to work under this contract receive conflicts training in consultation with the
OFS Compliance Office. Individuals assigned to work under this contract shall not
provide any services related to the Troubled Asset Relief Program (TARP) to any
party during the time the individual is performing work for Treasury.

. No later than 10 business days after the effective date of this award or any revision
to this statement of work, the Contractor shail (i) obtain and review the submissions
required by 31 C.F.R. §31.212 for personal conflicts of interest, and (ii) certify in

TOFS-17-G-0002
Page 12 of 23

E



The Contractor agrees to submit to the CO and COR, within ten business (10) days
from the date of award (exclusive of Saturdays, Sundays, and federal holidays), a .pdf
file of the fully executed contract, blanket purchase agreement, or Order with all
proposed necessary redactions, inciuding redactions of any trade secrets or any
commercial or financial information that it believes to be privileged or confidential
business information, for the purpose of public disclosure at the sole discretion of the
Treasury. The .pdf file must have searchable text and generally be compliant with the
accessibility requirements in Section 508 of the Rehabilitation Act, 29 U.S.C. § 794(d).
The Contractor agrees to provide a detailed written statement specifying the basis for
each of its proposed redactions, including the applicable exemption under the Freedom
of Information Act (FOIA), 5 U.S.C. § 552, and, in the case of FOIA Exemption 4, 5
U.S.C. § 552(b)(4), shall demonstrate why the information is considered to be a trade
secret or commercial or financial information that is privileged or confidential.
Information provided by the Contractor in response to this requirement may itself be
subject to disclosure under the FOIA.

The Treasury will carefully consider the entire Contractor's proposed redactions and
associated grounds for nondisclosure prior to making a final determination as to what
information in the fully executed contract document may be properly withheld.

L. Conflicts of Interest

1. The Treasury HAS NOT WAIVED any potential conflicts of interest as defined by the
Federal Acquisition Regulation (FAR) or 31 C.F.R. Part 31. Further, the Contractor
agrees that its future relationship with the Treasury will be governed by the FAR, 31
C.F.R. Part 31, and this contract. The Contractor agrees to negotiate in good faith
concerning the inclusion of any different or additional conflict of interest policies and
procedures that may be issued by the Treasury pursuant to Section 108(b) of the
Emergency Economic Stabilization Act (EESA) of 2008.

2. Prior to award, the Contractor shall prepare a detailed written explanation of all
actual conflicts, potential conflicts, or matters that may present the appearance of a
conflict under the FAR or 31 C.F.R. Part 31, and shall provide a detailed written plan
explaining any and all steps the Contractor will undertake to avoid or mitigate such
conflicts. The Contractor's disclosure submission shall include but is not limited to
the information specified in 31 C.F.R. §31.211(b)(1) — (b)(6), and shall include at a
minimum the following:

« The Contractor and any proposed or actual subcontractor’s or consultant's
relationship to any related entities as such term is defined in 31 C.F.R. §31.201;

« The categories of troubled assets owned or controlled by the Contractor, its
related entities, or its proposed or actual subcontractors or consultants if the
arrangement relates to the acquisition, valuation, disposition, or management of
troubled assets;

TOFS-17-G-0002
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Federal department or agency governing the nondisclosure of classified
information.

(d) (1) In accordance with section 743 of Division E, Title Vil, of the Consolidated and
Further Continuing Resolution Appropriations Act, 2015 (Pub. L. 113-235), use
of funds appropriated (or otherwise made available) under that or any other Act
may be prohibited, if the Government determines that the Contractor is not in
compliance with the provisions of this clause.

(2) The Government may seek any available remedies in the event the contractor
fails to comply with the provisions of this clause.

(End of clause)
G. DTAR 1052.210-70 Contractor Publicity (APR 2015)

The Contractor, or any entity or representative acting on behalf of the Contractor, shall
not refer to the supplies 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 supplies 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 clause may be considered as part of the evaluation of past performance.

(End of clause)
H. DTAR 1052.232-7003 Electronic Submission of Payment Requests (APR 2015)

(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), “Content
of Invoices” 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 Invoice Processing Platform (IPP).
Information regarding IPP, including IPP Customer Support contact information, is
available at www.ipp.gov or any successor site.

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

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

(End of clause)

TOFS-17-G-0002
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i



performance weeks

«Issues and
mitigation/resolution

Employee Listing Electronically {Shared Drive | Update as
* Individual Employee, changes
Labor Category and occur
Status
¢ GFP
¢ Security Status and
Record
* Training
« Additional Information
Related to Personnel
Invoices Electronically [COR is"
¢ = Workstream and . . calendar
Financial
subworkstream/ p, day per
. ayment
business owner level month
iOffice
breakdown
¢ Individual
Accomplishments
Conflict of Interest Reports Electronically ICOR 20"
« Status of Waiver calendar
Requests day per
© Open Issues month
Subcontractor Data Reports Electronically (COR 20"
calendar
day per
month
Burn Rate Reports Electronically [COR 20"
calendar
day per
month
Transition Plan/Close-Out Electronically (COR Draft: (2)
Report [Business months
Contents discussed at a status Owners prior to the
meeting end of the
final
performance
period
Final: one
(1) month

TOFS-17-G-0002
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Task Order Terms and Conditions

In addition to the clauses included in GSA Schedule [number to be included upon
award], the terms, conditions and Department of the Treasury Acquisition Regulation
{DTAR) clauses provided below apply. The word “contract” in this section refers to the

task order.
A. Type of Contract

1. This is a time and material type contract.

2. Ceiling prices specified for each option shall apply separately and independently
to that option. The Contractor shall not exceed the ceiling prices of this contract.

PeRiop

CEILING PRICE

Base Year

$1,815,843.54

Optional Travel Estimate for Base Year

$3,804
Option Year? $1,848,880.50
Optional Travel Estimate for Option
| Year 1 $3,804
Option Year 2 | ____| $1,882,561.39 |
Optional Travel Estimate for Option
Year 2 $3,604

Option Year3

$1,916,873.94

Optional Travel Estimate for Option

3. The following rates will be utilized during the life of this task order:

Year 3 $3,804

Option Year 4 $1,951,799.92
Optional Travel Estimate for Option

Year 4 $3,804

Total 7 $9,434,979.29

TOFS-17-G.0002
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3. SCOPE

The Contractor will assist OFS management with areas such as, but not limited to, designing,
implementing, and maintaining an internal control environment within a large enterprise which
includes housing reiated programs and special authority to enter into financiai agency
agreements. Expertise is needed in this area to establish the disciplines and fulfill the
requirements necessary for OFS to provide unqualified statements of assurance for the Federal
Managers’ Financial Integrity Act (FMFIA) and Appendix A of OMB Circular A 123, and a
statement of substantial compliance with the Federal Financial Management Improvement Act
(FFMIA); and, for credit reform accounting, expert knowledge is needed of the Statement of
Federal Financial Accounting Standards No. 2: Accounting for Direct Loans and Loan
Guarantees,

The Contractor shall provide staff with expertise in designing and implementing an internal
control environment within a large enterprise, including relevant experience servicing housing-
related programs and financial agent agreements, and supporting organizations operating under
the Fair Credit Reform Act.

Treasury’s overarching requirements for this contract include:

I. Supporting activities related to achieving/maintaining an unqualified audit opinion of
financial statements and statement of assurance of internal control processes;

2. Researching and providing recommendations related to best practices, industry standards,

and/or national benchmarks;

Ensuring compliance with laws and regulations;

Enhancing control activities;

5. Assisting with responses to internal and external inquiries and findings, including
gathering of supporting documentation and performing analysis;

6. Supporting and/or performing testing and/or an independent verification and validation of

functions/activities;

Training;

Preparing user support materials and other supporting documentation;

Preparing documentation and information for decision and/or final approval; and

0. Developing project plans and workflow analyses.

FY

Bren

4, FINANCIAL SERVICES
Contractor shall perform Financial Services for the Treasury. The financial services shall
include, but are not limited to, the following subject areas:

Category: Organizational Design and Maintenance

This category involves the design, development, maintenance, and socialization of

organizational and operational models and structures; job descriptions and core competencies;
* and, policies and procedures. This includes making recommendations based on research and

knowledge of best practices and assisting management with documenting, maintaining,

encompassing and socializing business processes, information technology upgrades, and

TOFS-17-G-0002
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dealers, commercial banks, credit unions, thrifts, insurance companies, etc.) of
their ownership of a variety of potential types of troubled assets.

o Implications of a wide variety of troubled assets on the capital position of selling
financial institutions, as well as the capital impacts on financial institutions who
do not participate in the sale and the broader market.

o Approaches to mitigating unintended consequences on participating financial
institutions and non-participating third parties.

o Aspects of repurchasing investments made by the Treasury.

Category: Program Compliance

This category involves supporting management in the areas of designing, implementing,
maintaining, and executing a robust compliance management regime in support Treasury
programs and processes. Contractor shall provide overall support to ensure compliance with
applicable laws, regulations, legal agreements, and business documents, Services may include,
but are not limited to:

1. Advising, designing, developing, and/or enhancing:
a. Approaches, methodologies, tools (e.g., forensics), techniques, and reporting.
b. Approaches to identifying and monitoring program regulatory requirements and
mitigating program risks - including fraud, waste, and abuse.
c. Manual and automated processes and controls associated with agreed upon
approaches and methodologies, and providing recommendations to enhance activities.
d. Business and functional system specifications for identified automated processes and
controls.
e, System applications, algorithms, models (including but not limited to trading and
financial), and databases.
2. Implementing, executing, and performing compliance activities in support of approaches and
regimes for program recipients, agents, contractors, or other identified third parties including:
a. Risk assessments to alleviate fraud, waste, and abuse and otherwise improve
processes.
Internal control reviews and assessments, and identification of improvements
Audit and/or review services (e.g., financial and information technology).
Forensic analysis.
Program guidelines assessments.
Process and controls assessments.
Information technology and model evaluations.
Collecting data from multiple constituents as needed by program regimes or in
support of other compliance activities.
i. Running algorithms, models, and analyzing data.
j. Performing surveillance activities.
k. Providing data, data extracts, reconciliations, analysis, and reporting as required.
3. Advising, designing, developing, executing, monitoring, assessing, and reporting on internal
governance and processes including:
a. Internal reviews.
b. Risk assessments.
c. Resolutions of findings and recommendations.

Pe me aos

TOFS-17-G-0002
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ORDER FOR SUPPLIES OR SERVICES PAGE NO

SCHEDULE - CONTINUATION 3
IMPORTANT: Mark ail packagas and papers with contract and/or order numbers.
DATE OF ORDER [CONTRACT NO. ORDER NO.
03/10/2017 |GS10F0062R TOFS-17-G-0002
ITEM NO. SUPPLIESISERVICES QUANTIY}UNIT| UNIT AMOUNT QUANTITY
ORDERED PRICE ACCEPTED
(@) {o) () {) fe) iW] @)
0008 Irravel Option in Support of Line Item 0007 0.00
Amount: $3,804.00(Option Line Item)
03/15/2020
0009 Option Year 4 0.00
Amount: $1,951,799,92 (Option Line
Ttem)
03/15/2021
0010 Travel Option in Support of Line Ttem 0009 : 0.00
lAmount: $3,804.00(Option Line Ttem)
(03/15/2021
The total amount of award: $9,434,979.29.
The obligation for this award is shown in
box 17(i).
TOTAL CARRIED FORWARD TO 4ST PAGE (ITEM 17(H)) $0.00
"AUTHORIZED FOR LOCAL REPODUCTION “OPTIONAL FORM 348 (Rev 0708)

PREVIOUS EDITION NOT USABLE Preserbedry GSAFAR (03.CFR) 5321541



ORDER FOR SUPPLIES OR SERVICES

SCHEDULE - CONTINUATION

2

PAGE NO

IMPORTANT: Mark all packages and papers with contract andior order numbers.

DATE OF ORDER —|CONTRACT NO.
03/10/2017 jGS10F0062R

ORDER NO.
TOFS-17-G-0002

ITEM NO.

(a)

SUPPLIESISERVICES.
(b)

QUANTITY
ORDERED!
(oj

unit |

@

UNIT
PRICE
(e)

AMOUNT
tu)

QUANTITY
ACCEPTED
)

0001

0002

0003

0004

0005

0006

0007

Admin Office:
IRS non-IT (OTPS)
Internal Revenue Service
OS:PR:T
5000 Ellin Road
Lanham MD 20706

JAccounting Info:
lOFS0128DB1717XX~-2017-61000001~-251001-OFSADOO}
1000000-OFS1231120-XXXXKXXXXKKX-OFS0001-XXXX!
IMXXX-KXXX~XXKXXXXXKKKX-XKKKAKKKKKKK-KKXRKKKY|
IX-XXXXKKXXK

Period of Performance: 03/15/2017 to
03/14/2022

Base Year

Irravel Option in Support of Line Item 0001
Amount: $3,804.00(Option Line Item)
03/15/2017

Option Year 1
Amount: $1,848,880.50(Option Line
Item)

03/15/2018

Travel Option in Support of Line Item 0003
JAmount: $3,804.00(Option Line Item)
03/15/2018

loption Year 2
Amount: $1,882,561.39(Option Line
tem)

03/15/2019

lrravel Option in Support of Line Item 0005
Amount: $3,804.00(Option Line Item)
03/15/2019

lOoption Year 3

Amount: $1, 916,873.94 (Option Line
Item)

03/15/2020

Continued ...

1,815, 843.54

0.00

0.00

TOTAL CARRIED FORWARD TO 1ST PAGE (ITEM 17(H))

$1,815,843.54

"AUTHORIZED FOR LOCAL REPODUCTION
PREVIOUS EDITION NOT USABLE

‘OPTIONAL FORM 348 (kev. 47030)
Presecbnd by GEAFAR US CFR) 83.2129



writing to the Treasury that all such individuals have no personal conflicts of interest,
or are subject to a mitigation plan or waiver approved by the Treasury. The
Contractor agrees not to permit any such individual to perform work under this
contract with respect to any institution or related entities of such institution with
which such individual has disclosed a personal conflict of interest pursuant to 31
C.F.R. §31.212, absent obtaining the Treasury's prior consent. In making this
determination, the Contractor may rely on the information obtained pursuant to 31
C.F.R. §31.212(b), unless the Contractor knows or should have known that the
information provided is false or inaccurate.

. The Contractor agrees to provide to Treasury the initial certifications required
pursuant to 31 C.F.R. §31.211(d), 31.216(b) and 31.217(c)(5) prior to executing an
arrangement, and the initial certification pursuant to 31 C.F.R §31.212(d) within ten
(10) days of executing the arrangement.

. The Contractor shall include this clause in all subcontracts, consultant agreements,
and lower tier subcontractors unless a waiver is requested from, and granted by, the
co.

. Ifthe Treasury issues additional regulations or guidelines on conflicts of interest
under the TARP Conflicts of interest Finat Rule, the Contractor and the Treasury will
negotiate in good faith to include appropriate provisions in Contractor's Amended
COI Mitigation Plan to address those additional regulations or guidelines.

. Key Personnel

1._The following individuals are designated as ke

2. The Contractor agrees that a partial basis for award of this contract is the list of
key personnel proposed. Accordingly, the Contractor agrees to assign to this
contract those key persons whose resumes were submitted with the proposal
necessary to fulfill the requirements of the contract. No substitution shall be
made without prior notification to and concurrence of the Contracting Officer.
During the first ninety days of performance, the Contractor shall make no
substitutions of key personnel unless the substitution is necessitated by illness,
death, or termination of employment.

3. All proposed substitutes shall meet to exceed the qualifications of the person to
be replaced. The Contracting Officer shall be notified in writing of any proposed

TOFS-17-G-0002
Page 13 of 23

|
|
|

I
|
i
i



implementation of new systems to support organizational re-engineering. Services may include,
but are not limited to:

¢ Developing new policies and procedures and supporting narratives and job aids,
including circulating documents for comments, finalizing drafts, and validating
documents with business process owners,

¢ Maintaining existing policies and procedures and supporting narratives and jobs aids
pertaining to programs, business support functions, and governance.

© Initiating and facilitating discussions with business process owners and other
stakeholders,

e Reviewing the efficiency and effectiveness of current operations.

¢ Reviewing, analyzing, and making recommendations on improving organizational
structure and staffing within an appropriately sized organization, utilizing metrics for
staffing and sizing of similar financial service organizations.

e Reviewing, analyzing, and making recommendations that result in substantial
improvements in the cost, effectiveness, and efficiency of operations.

¢ Performing analysis and evaluation based on recommendations made on the most
efficient structure of administrative and business functions currently provided by the
Treasury. :

¢ Developing and integrating continuity of operations and disaster recovery plans and
related documentation.

Category: Accounting Support

This category involves supporting management and staff in recording, reconciling, and reporting
financial transactions in conformance with generally accepted accounting principles. The
requirements address the provisions of providing accounting support and assistance to achieve
and maintain an unqualified financial statement audit opinion surrounding activities such as: a)
credit reform accounting and modeling; b) budgeting; ¢) internal accounting controls; and d)
accounting considerations for financial institutions. Services may include, but are not limited to:

« Enhancing Treasury’s credit reform accounting approach (e.g. definition of cohorts, risk
categories, etc.),

¢ Identifying prototype accounting entries for categories of credit reform accounting (e.g.
equities) for transactions, both at origination and on an ongoing basis.

¢ Providing guidance regarding the accounting for Treasury investments in mortgage
backed securities, whole loans, and other assets acquired by the Treasury.

¢ Identifying and performing transaction level and summary level reconciliations between
the general ledger (both proprietary and budgetary accounts), and related subsidiary
systems and funding processes, including risk weighted assets, cash, preferred stock,
warrants, strike price, etc.

¢ Training staff on accounting practices/activities.

« Analyzing and reviewing accounting journal entries.

« Assisting with issues related to the:

o Pronouncements of related accounting activities and the application regarding the
impact to the accounting treatment by financial institutions (including broker-

TOFS-17-G-0002
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