BNUMBER:  B-271079.3; B-271079.4; B-271079.5; B-271079.7
DATE:  July 15, 1996
TITLE:  ICF Kaiser Engineers, Inc.

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Matter of:ICF Kaiser Engineers, Inc.

File:     B-271079.3; B-271079.4; B-271079.5; B-271079.7

Date:July 15, 1996

Kenneth B. Weckstein, Esq., and Jose Otero, Esq., Epstein, Becker & 
Green, P.C., for the protester.
Joseph J. Petrillo, Esq., and Karen D. Powell, Esq., Petrillo and 
Associates, for Lockheed Environmental Systems & Technologies Company, 
an intervenor.
L. Carol Roberson, Esq., and Karen J. Carroll, Esq., Environmental 
Protection Agency, for the agency.
Mary G. Curcio, Esq., David A. Ashen, Esq., and John M. Melody, Esq., 
Office of the General Counsel, GAO, participated in the preparation of 
the decision.

DIGEST

Protest against award to offeror whose proposal received a lower 
technical score than protester's is denied where, although 
solicitation stated that technical considerations were more important 
than cost, the agency reasonably determined that the greater technical 
merit of the protester's proposal was not worth its significantly 
higher cost.

DECISION

ICF Kaiser Engineers, Inc. protests the Environmental Protection 
Agency's (EPA) award of a contract to Lockheed Environmental Systems & 
Technologies Company, under request for proposals (RFP) No. D500055R1, 
for Environmental Service Assistance Team (ESAT) support services for 
various EPA programs.  Kaiser challenges the technical and cost 
evaluation.  

We deny the protest.

The solicitation contemplated the award of cost-plus-award-fee or 
cost-plus-fixed-fee, level-of-effort contracts to furnish ESAT support 
services for four separate geographical areas--this protest concerns 
the Western Zone--for a 1-year base period with four 1-year options.  
The statement of work required the contractor to:  establish ESAT work 
teams to collect and analyze chemical and biological test samples, 
review test data to assess quality and completeness, and provide 
logistical and administrative support to field, analytical and quality 
assurance activities.  

The solicitation provided for award to be made to the responsible 
offeror whose conforming proposal was most advantageous to the 
government.  The RFP listed the following technical evaluation 
factors, which were to be point scored:

        I. Management  
          A.  Management Plan 
             1.  Contract Start Up and Mobilization Plan (100  of 
             1,000 available total points) 
             2.  Management Structure (100)
          B.  Management Information System (100)

        II. Personnel  
          A.  ESAT Team Manager and Zone Manager (100)
          B.  ESAT Key Team Personnel (200)

        III.  Corporate Experience (100)

        IV.  Technical
          A.  Quality Assurance Program Plan (100)
          B.  Hazardous Samples and Data Review (100)

        V.  Sample Situation Scenarios (100)

The solicitation further provided that the government would consider 
"other factors, as listed below in descending order of importance, 
secondary to both technical quality and cost or price":  (1) status as 
a small business concern which is also a labor surplus area concern; 
(2) status as a small business concern; (3) status as a labor surplus 
area concern; and (4) "[r]ecord of past performance."  The RFP stated 
that while technical quality was more important than cost in the award 
decision, "as proposals became more equal in their technical merit, 
the evaluated cost or price becomes more important," and "as the 
technical merit and the evaluated cost or price becomes essentially 
equal, other factors may become a determining factor."

Two proposals for the Western Zone, from Kaiser and Lockheed, were 
received.  Both were included in the competitive range; three rounds 
of discussions and best and final offers (BAFO) followed.  Although 
Kaiser's BAFO received the highest technical score (922 points), 103 
points higher than Lockheed's (819 points), the evaluated cost of 
Kaiser's BAFO ($78,255,207) was determined to be at least $12,800,273 
more than Lockheed's ($65,454,934).  (While EPA considered Lockheed's 
proposed costs to be realistic, it considered Kaiser's proposed 
indirect rates to be unsupported and as a result believed that there 
was a risk that Kaiser's costs could be even higher.)  After reviewing 
the technical evaluation panel (TEP) report and performing an analysis 
of the proposals under each major evaluation factor, the source 
evaluation board (SEB) concluded that Kaiser's proposal did "not offer 
technical superiority that was worth its much higher costs"; the SEB 
therefore recommended that award be made to Lockheed based on its much 
lower evaluated cost.  The source selection official (SSO), after 
reviewing the TEP and the SEB reports, as well as other relevant 
documents, agreed with the recommendation and selected Lockheed for 
award.

Kaiser argues that, given Lockheed's lower technical score, EPA could 
not reasonably determine that there was only a slight difference in 
the technical merit of the two proposals and that, as a result, the 
award decision was improperly based on Lockheed's lower cost.[1]
   
There is no dispute that Kaiser's proposal was technically superior to 
Lockheed's.  The issue here is whether the technical superiority of 
Kaiser's proposal was worth its substantially higher cost.  In 
concluding that it was not, the SEB noted that while Kaiser's proposal 
offered "a few more superior features" than Lockheed's, Kaiser's 
proposal possessed "only a slight technical advantage" and there was 
"not a substantial difference in the quality of the technical 
proposals"; it considered both proposals to be "superior overall," 
offering "superior technical capabilities [with] no significant 
weaknesses identified in either proposal that would present a risk to 
successful contract performance."  According to the SEB, "[s]election 
of either of the offerors would permit an effective and efficient 
working plan to be quickly implemented and full productivity to be 
quickly achieved and maintained."   

Turning to some of the specifics of the evaluation, the SEB found 
that, while Kaiser's approach to mobilization offered more superior 
features, any advantage offered would dissipate within 60 days after 
award.  The SEB also found that, while Kaiser's proposal demonstrated 
a "slightly greater depth" of experience in managing similar-sized and 
related-subject contracts, the learning curve for either offeror was 
likely to be "very short," inasmuch as both had sufficient "embedded" 
corporate experience to be able to overcome contract start-up problems 
quickly and manage the contract.  Likewise, while the SEB recognized 
that Kaiser's proposed team managers had more direct bench and 
relevant managerial experience and that its key team personnel had a 
"slightly greater depth of relevant experience," it found that this 
did not translate into a significant advantage.  This is because 
Lockheed's proposed managers exceeded the solicitation requirements 
and were entitled to a rating of 4--on a scale of 1 to 5--and its 
other proposed key personnel met or exceeded the solicitation 
requirements, were well qualified to handle the required level and 
complexity of tasks, and likewise were rated 4 on a scale of 1 to 5.  
In addition, the SEB found neither proposal to be superior under the 
management information system or quality assurance/hazardous samples 
subfactors.

While the agency believed that Lockheed's proposal contained 
weaknesses relative to Kaiser's proposal--for example with respect to 
the offerors' approach to management structure--it is clear that 
neither the TEP nor the SEB considered the relative weaknesses to be 
significant; according to the TEP, the "weaknesses are not felt likely 
to adversely affect the successful operation of the contract."

At the same time, the agency evaluated Lockheed's proposal as superior 
to Kaiser's in several respects.  For example, the SEB found that both 
Lockheed's proposed zone and deputy zone managers had more direct 
bench and relevant managerial experience with contracts of similar 
scope, size, and complexity than Kaiser's zone manager.  In addition, 
the SEB found Lockheed's approach to two of the four sample scenarios 
to be technically superior to Kaiser's, specifically criticized 
Kaiser's proposed approach to one sample problem as characterized by 
"throwing [level-of-effort] hours" at the problem and its approach to 
another as one which "lacks significant insight," and concluded that, 
overall, Lockheed's solutions to the sample problems were more 
relevant and efficient.

Thus, although Kaiser submitted a stronger technical proposal, the 
record indicates that Lockheed submitted a proposal that was superior 
to Kaiser's in some areas and overall was not viewed as substantially 
weaker.  The record also establishes that EPA fully considered those 
relative strengths in Kaiser's proposal, but also measured those 
strengths against Kaiser's substantially higher cost.  Nothing in the 
record establishes that EPA could not reasonably conclude that the 
advantages of Kaiser's proposal did not translate into technical 
superiority sufficient to warrant incurring Kaiser's significantly 
higher cost.  See Blue Cross Blue Shield of Texas, Inc., B-261316.4, 
Nov. 9, 1995, 95-2 CPD  para.  248; Northern Virginia Serv. Corp., 
B-258036.2; B-258036.3, Jan. 23, 1995, 95-1 CPD  para.  36.  Accordingly, we 
find no basis to object to the technical evaluation or the ensuing 
source selection.

Kaiser also argues, however, that EPA did not have a reasonable basis 
to conclude that Lockheed's proposal was less costly than Kaiser's 
because Lockheed's proposal was based on noncompliance with several 
solicitation requirements.  We find that even after accounting for any 
advantage Lockheed gained from noncompliance with the solicitation 
requirements, the cost of Lockheed's proposal remained sufficiently 
lower than Kaiser's so that the award decision would have remained the 
same.   

Kaiser argues that Lockheed's proposal was based on noncompliance with 
the  solicitation provisions regarding the estimated level of effort.  
As noted by Kaiser,  the solicitation required offerors to prepare 
their proposals based on a specified level of effort; Lockheed's 
approach departed from this requirement and resulted in a total level 
of effort (1,906,331 manhours) lower than the number of manhours 
specified in the solicitation (2,027,300 manhours).[2]  However, 
although the SEB did not revise the evaluated cost of performance 
under Lockheed's proposal ($65,454,934 based on the lower level of 
effort), it did specifically consider that raising Lockheed's level of 
effort would increase the cost of Lockheed's proposal (by up to 
$4,158,866) when determining that Lockheed's proposal represented the 
best value to the government.[3]

Kaiser argues that Lockheed's evaluated cost advantage also resulted 
from noncompliance with the solicitation requirement regarding the 
substitution of key personnel.  The solicitation generally prohibited 
offerors from substituting key personnel for 365 days after award.  
Although Lockheed's proposal included resumes and letters of intent 
for its proposed key personnel, it indicated that, if awarded the 
contract, Lockheed planned to hire qualified staff of the incumbent 
contractor (Kaiser) to fill key non-managerial positions.  (Kaiser had 
required its employees to agree not to permit another offeror to 
submit their names for this procurement, which prevented Lockheed from 
proposing these individuals in the first place.)  During discussions 
with Lockheed, EPA agreed to exclude from the 365-day no-substitution 
rule certain non-managerial positions in order that Lockheed could 
pursue incumbent personnel for these positions.  Kaiser was not 
advised of this revision to the key personnel clause.  (After award, 
Lockheed did request permission to substitute incumbent staff for 21 
of 22 non-managerial positions specified in the revised key 
personnel--"Additional Key Personnel"--clause.)  Kaiser claims that it 
could have lowered its proposed cost substantially had it been 
permitted to replace its higher cost incumbent personnel with lower 
cost personnel after award.[4]

While the change in the no-substitution clause technically was 
inconsistent with the  language of the solicitation, the change had no 
effect on the competition.  The change served the limited purpose of 
permitting Lockheed to replace certain proposed employees with 
incumbent personnel, which would give the agency the benefit of these 
technically superior personnel (Kaiser's incumbent staff was rated 
higher than Lockheed's proposed staff) if Lockheed were selected for 
award.  Since Kaiser's proposal already was based on its own incumbent 
personnel, it was not in a position to benefit from the change in the 
clause, even if it had been advised of the change.  Specifically, the 
change in the no-substitution clause would not have permitted Kaiser 
to propose the replacement of its higher cost incumbent personnel with 
unidentified lower cost personnel after award;[5] again, the change 
was intended only to enable Lockheed to add certain of Kaiser's 
higher-rated incumbent personnel to its staff if it received the 
award.[6]  

We conclude that the record supports EPA's determination that 
Lockheed's proposed cost was substantially lower than Kaiser's--the 
cost of Kaiser's proposal remained at least $8,641,407 higher than 
Lockheed's when evaluated on a comparable basis.[7]  

The protest is denied.

Comptroller General
of the United States

1. Kaiser also argues that the SSO did not adequately document his 
decision in his one-paragraph source selection document.  The source 
selection document, however, clearly indicates that the SSO based the 
award decision on information set forth in the SEB and TEP reports, 
the competitive range determination and the negotiation memorandum.  
The SSO's reliance on these documents and incorporation of them into 
his decision document provides adequate documentation for the award 
decision.  See generally TRW, Inc., B-260788.2, Aug. 2, 1995, 96-1 CPD  para.  
11.

2. Kaiser also argues that EPA's consideration of Lockheed's proposal 
to combine the Western Zone office with the Eastern Zone office (the 
contract for which had been recently awarded to Lockheed) was 
inconsistent with the solicitation requirement to submit "complete 
separate proposals for each acquisition," the solicitation statement 
that "combined proposals will not be considered," and the estimated 
level of effort offerors were to use in preparing their proposals.  
Nothing in those provisions, however, precluded an offeror from taking 
advantage of the award of a contract for another zone by proposing a 
cost-saving consolidation of zone offices.  To the extent that 
Lockheed proposed fewer manhours for the Western Zone office than 
specified in the solicitation, this has already been accounted for in 
Kaiser's calculation of the advantage Lockheed gained from proposing 
an overall level of effort lower than specified in the solicitation 
(as discussed above).

3. The SEB, noting that both firms generally were proposing to provide 
the same number and mix of full time personnel to staff the ESAT 
teams, also concluded that the lesser number of productive hours 
proposed by Lockheed would not impact performance.   

4. In its submission dated July 12, 1996, Kaiser for the first time 
argues that had it been advised of the change in the 365-day 
no-substitution rule,  it would have compensated for the loss of the 
competitive advantage it had obtained from requiring its employees to 
agree not to permit another offeror to submit their names for this 
procurement by proposing to cap its costs in other areas.  Since 
Kaiser did not raise this argument until more than 6 weeks after it 
filed its protest against the relaxation of the  no-substitution rule, 
this argument is untimely.  4 C.F.R.  sec.  21.2(a)(2) (1996).  

5. Moreover, had Kaiser proposed to replace its incumbent personnel 
with unidentified individuals of unknown qualifications and 
experience, Kaiser's high technical score in this area would have been 
at risk.  There is no reason to assume that Kaiser would have been 
willing to accept this risk; had Kaiser been inclined to replace the 
incumbent personnel for cost savings, it could have simply proposed to 
do so in its proposal.

6. Kaiser also argues that EPA improperly failed to consider past 
performance in the award decision.  Even if Kaiser is correct--and it 
is unclear that the agency acted improperly--Kaiser was not prejudiced 
by EPA's approach to the evaluation in this regard since the 
solicitation accorded past importance only minimal weight in the 
overall evaluation scheme.

7. Moreover, as noted by the SEB, the actual cost of Kaiser's proposal 
could be even higher than the cost used for evaluation purposes.  
Noting that Kaiser had changed its cost accounting practices and rate 
structure over the past 3 years and was planning major organizational 
changes that would result in cost-accounting changes, an agency 
auditor had recommended that indirect rate ceilings be established.  
Kaiser, however, proposed what the agency considered to be floating 
rate ceilings that afforded "only minimal protection" to the 
government.  (EPA found that, in contrast, Lockheed had proposed firm 
limits on its indirect rates.)  Since the auditor also found the 
back-up submitted by Kaiser in support of its proposed preliminary 
indirect rates to be "minimal," he was unable to determine the 
reasonableness of the proposed indirect rates.  As a result, while EPA 
generally used the proposed rates for the evaluation, the agency 
determined that there was a risk that Kaiser's cost to perform could 
exceed the cost used for evaluation purposes.