Corporate Governance, Non-Profit and Tax Legal Services RFP Q&A

Q: Section 5, Questions and Contact Information, mentions a website where answers to questions will be posted. Please provide the website address. Will answers to all questions be shared with all bidders?
A: We are responding to all questions received and will post to our website as appropriate. We will include a link to such questions and answers where the RFPs are posted (Climate United | Calvert Impact Capital).

Q: We understand that compliance with the applicable provisions of Appendix II to 2 CFR Part 200 and Appendix A to 40 CFR Part 33 is mandatory and required by Federal grant regulations. We are concerned, however, that the “Federal Compliance” clause of Attachment A goes far beyond these mandatory provisions and requires compliance with “all 2 CFR 200 requirements,” as well as other, unspecified requirements of various Federal grant programs. See Solicitation, at 10. See also Solicitation, at 2 (stating that legal fees would be “in compliance with any terms” of an NCIF grant award). We do not believe these broad requirements are mandated by law or would likely be relevant to the provision of legal services. Accordingly, to promote competition, can you please consider modifying the RFP to clarify that (1) only compliance with the applicable provisions of Appendix II to 2 CFR Part 200 and Appendix A to 40 CFR Part 33 is mandatory, and (2) compliance with other 2 CFR 200 requirements, or other requirements of Federal grant programs, is not mandatory but would be evaluated and resolved by the parties on a case-by-case basis during contract performance?
A: Legal service providers would only be expected to comply with applicable federal laws, rules and requirements. The language is intentionally broad in the RFP, as we have not yet entered into an award agreement with EPA and therefore the terms of the award are unknown. Specific terms will be negotiated in the Master Services Agreement with selected legal service provider(s).

Q: Please provide a brief explanation of the relationship between Climate United Fund (CUF) and Calvert Impact, Inc. and how the control of CUF would impact CUF’s day-to-day operations. Please also provide an operational organization chart between CUF and Calvert Impact Inc. and the other two coalition partners, Community Preservation Corporation, and Self Help to understand the working relationship if any of the entities and impact on CUF’s operations.
A: Calvert Impact, Inc., a Delaware charitable nonstock corporation (“CI”), is the sole member of Climate United Fund, a Delaware charitable nonstock corporation (“CUF”). CI will appoint directors to the CUF board and have general oversight of CUF (in its capacity as sole member), but is not expected to manage the day-to-day operations of CUF. CPC and Self-Help are independent organizations that will be sub-awardees of CUF.

See legal entity chart below:

Legal Entity Structure Diagram

Q: Please confirm where the 501(c)(3) is incorporated, and whether they have any existing compliance programs in place.
A: Climate United Fund is a Delaware charitable nonstock corporation. As part of the NCIF application process, CUF prepared draft compliance policies for review by EPA, which will be adopted and implemented by CUF upon notice of an NCIF award (subject to any feedback from EPA).

Q: We are submitting our response to this RFP based on the understanding that (1) none of the work encompassed by this RFP comprises a federally assisted construction contract and Executive Order 11246 and 41 CFR Chapter 60 (and any related regulations) therefore do not apply; and (2) that Climate United Fund does not otherwise intend to make any of the work awarded under this RFP subject to Executive Order 11246 and 41 CFR Chapter 60 (and/or any related regulations). Please confirm our understanding.
A: None of the work comprises a federally assisted construction contract. We will await guidance from EPA to determine whether Executive Order 11246 and 41 CFR Chapter 60 (and any related regulations) will be applicable to our procurement contracts.

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