BNUMBER:  B-271629.3
DATE:  July 22, 1996
TITLE:  Triple P Services, Inc.

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Matter of:Triple P Services, Inc.

File:     B-271629.3

Date:       July 22, 1996

F. D. Bowden for the protester.
Col. Nicholas P. Retson and Capt. Philip T. McCaffrey, Department of 
the Army, for the agency.
Aldo A. Benejam, Esq., and Christine S. Melody, Esq., Office of the 
General Counsel, GAO, participated in the preparation of the decision.

DIGEST

1.  Provision announcing agency's intent to perform a "cost realism" 
analysis in a request for proposals (RFP) for a fixed-price contract 
is unobjectionable where the RFP states that the analysis is for the 
limited purpose of aiding the agency in measuring the offerors' 
understanding of the RFP's technical requirements, and RFP includes as 
part of the evaluation of technical proposals an assessment of the 
offerors' understanding of the RFP's technical requirements.

2.  Protest that solicitation is ambiguous with respect to the 
agency's intent to conduct discussions with offerors is denied where 
protester's interpretation of solicitation is unreasonable and 
contrary to applicable Federal Acquisition Regulation provision 
relating to the award of contracts without discussions.

3.  Protest that solicitation requires information in unnecessary 
detail and provides the incumbent with an unfair competitive advantage 
is denied where required information is reasonably available to 
non-incumbent offerors. 

DECISION

Triple P Services, Inc. protests the terms of request for proposals 
(RFP) No. DABT10-95-R-0010, issued by the Department of the Army for 
operation of 23 dining facilities located at Fort Benning and Camp 
Merril, Georgia, and Camp Rudder, Florida.  The protester contends 
that the RFP's price evaluation provision is defective, and that the 
RFP is ambiguous with respect to the agency's intent to conduct 
discussions.  Triple P also maintains that the information the RFP 
requires offerors to include in their proposals gives the incumbent an 
unfair competitive advantage.

We deny the protest.

The RFP, issued September 29, 1995, contemplates the award of a firm, 
fixed-price-plus-award-fee contract for a base year, with up to four 
1-year option periods.  Award is to be made to the offeror whose 
proposal is technically acceptable and lowest in total price.  Section 
M of the RFP states that proposals will be evaluated for technical 
acceptability under the following factors:  (1) comprehension of the 
RFP requirements; (2) general management; and (3) past performance.  
The RFP has been amended several times, and as discussed in greater 
detail below, Triple P takes issue with several of the resulting 
changes.

Price Evaluation

Section M of the RFP states as follows:

     "PRICE EVALUATION.  Cost realism will be used as an aid to 
     determine the offeror's comprehension of the requirements of the 
     RFP as well as to assess the validity of the offeror's approach.  
     Proposals will be evaluated to assess the degree to which 
     proposed price accurately reflect[s] proposed performance.  A 
     price which is found to be either unreasonably high or 
     unrealistically low in relation to the proposed work will result 
     in the overall proposal being considered unacceptable, and 
     further evaluation will be discontinued."

The protester argues that this provision is inconsistent with the 
"BASIS FOR AWARD" announced in the RFP, i.e., technically acceptable, 
low price.  Triple P maintains that the effect of this provision is to 
improperly permit the agency to conclude that a low price is an 
indication that an otherwise technically acceptable proposal should be 
rejected solely by virtue of its price being too low, regardless of 
the technical merit of the proposal.

As the protester correctly points out, a determination that an 
offeror's price on a fixed-price contract is too low generally 
concerns the offeror's responsibility (i.e., the offeror's ability and 
capacity to successfully perform the contract at its offered price), 
not technical acceptability.  See Coastal Science and Eng'g, Inc., 69 
Comp. Gen. 66 (1989), 89-2 CPD  para.  436 (a low fixed-price offer cannot 
be downgraded by virtue of its low price absent a finding of 
nonresponsibility); Monopole S.A., Inc., B-254137, Nov. 4, 1993, 93-2 
CPD  para.  268; Video Ventures, Inc., B-240016, Oct. 19, 1990, 90-2 CPD  para.  
317; Ball Technical Prods. Group, B-224394, Oct. 17, 1986, 86-2 CPD  para.  
465.  In other words, the fact that a firm's offer may be an attempted 
buy-in does not render the firm ineligible for award.  This is so 
because below-cost pricing is not prohibited and the government cannot 
withhold an award from a responsible offeror merely because its low 
offer is below cost.  Norden Sys., Inc., B-227106.9, Aug. 11, 1988, 
88-2 CPD  para.  131.

This does not mean, however, that an agency may never assess price 
reasonableness within the context of evaluating technical proposals 
under a solicitation that contemplates awarding a fixed-price 
contract.  In this regard, as part of the technical evaluation, an 
agency may properly assess the reasonableness of a low price to 
evaluate an offeror's understanding of the solicitation requirements, 
so long as the RFP provides for evaluation of the offerors' 
understanding of the requirements as part of the technical evaluation.  
See PHP Healthcare Corp., B-251933, May 13, 1993, 93-1 CPD  para.  381; 
Family Realty, B-247772, July 6, 1992, 92-2 CPD  para.  6; Binghamton 
Simulator Co., Inc., B-244839, Nov. 5, 1991, 91-2 CPD  para.  429.

Here, section M of the solicitation clearly includes as part of the 
evaluation of the technical acceptability of proposals an assessment 
of the offerors' "comprehension of the RFP requirements."  
Accordingly, we see nothing improper with the agency providing, as it 
does here, for the use of "cost realism" analysis.[1]  See Simmonds 
Precision Prods., Inc., B-244559.3, June 23, 1993, 93-1 CPD  para.  483.

Discussions

As originally issued, the RFP contained inconsistent language 
concerning the agency's intent to hold discussions.  The RFP stated 
that the agency intended to request best and final offers (BAFO), but 
also incorporated by reference the Federal Acquisition Regulation 
(FAR) clause found at  sec.  52.215-16, Alternate II, which states in part 
that the government intends to award a contract without discussions.

The agency states that since it intends to conduct discussions, it 
decided to clarify its intent by deleting the inconsistent language 
from the RFP.  Accordingly, on April 24, soon after this protest was 
filed in our Office, the agency issued amendment No. 0009, which, 
among other things, substituted the basic contract award clause at FAR  sec.  
52.215-16, for Alternate II.

Regarding discussions, FAR  sec.  52.215-16(c), which is now incorporated 
into the RFP, states:

     "The [g]overnment intends to evaluate proposals and award a 
     contract after conducting written or oral discussions with all 
     responsible offerors whose proposals have been determined to be 
     within the competitive range.  However, each initial offer should 
     contain the offeror's best terms from a cost or price and 
     technical standpoint."

In addition, section M of the RFP contains the following provision:

     "d.  DISCUSSION OR NEGOTIATIONS.  Discussions may be held with 
     all offerors within the competitive range for the purpose of 
     identifying deficiencies in proposals and obtaining 
     clarification.  Should discussions be held, [BAFOs] may be 
     requested at which time the offerors may submit revisions to 
     their proposals by an established cut-off date.  [BAFOs] will be 
     evaluated against the same factors as were the initial offers.  
     All revisions must assess the impact on all elements of cost."

According to Triple P, it is unclear from this provision whether the 
agency intends to conduct discussions.  The protester argues that the 
agency is apparently attempting to reserve the right to make award 
based on initial proposals without conducting discussions.  Triple P 
argues that the agency's approach is improper because the solicitation 
fails to notify offerors that it intends to make award without 
discussions in contravention of FAR  sec.  15.610.  The protester maintains 
that since amendment No. 0009 deleted the applicable notice to 
offerors contained in  sec.  52.215-16, Alternate II, the agency does not 
have the discretion it seeks to award a contract based on initial 
proposals.

Where a dispute exists as to the actual meaning of a solicitation, we 
will resolve the matter by reading the solicitation as a whole and in 
a manner that gives effect to all provisions of the solicitation.  
Honeywell Regelsysteme GmbH, B-237248, Feb. 2, 1990, 90-1 CPD  para.  149.  
To be reasonable, an interpretation must be consistent with the 
solicitation when read as a whole and in a reasonable manner.  Aerojet 
Ordnance Co., B-235178, July 19, 1989, 89-2 CPD  para.  62.  The mere 
allegation that a solicitation is ambiguous does not make it so.  RMS 
Indus., B-247465; B-247467, June 10, 1992, 92-1 CPD  para.  506.  Here, we 
conclude that Triple P's interpretation of the RFP, with respect to 
the agency's intent to conduct discussions, is unreasonable.

As the protester correctly points out, FAR  sec.  15.610(a) requires that 
the solicitation notify all offerors where the agency intends to award 
a contract without discussions.  Since the RFP does not specifically 
advise offerors that the agency intends to award a contract on the 
basis of initial proposals without discussions, the agency could not 
properly award a contract on the basis of initial proposals.  Although 
section M of the RFP quoted above states that "[d]iscussions may be 
held with all offerors . . . ," the gist of this provision is clearly 
to describe the purpose of the discussions (i.e., "for the purpose of 
identifying deficiencies in proposals and obtaining clarification"); 
to explain that offerors would be permitted to "submit revisions to 
their proposals . . . "; and to describe how BAFOs will be evaluated.  
The protester's contention that the agency improperly intends to award 
a contract without conducting discussions is not only an unreasonable 
reading of the RFP, but is contrary to the applicable FAR provisions 
relating to the award of contracts on the basis of initial proposals; 
we will not assume that the agency will act in contravention to the 
applicable regulation.[2]

RFP Requirements

Triple P argues that the solicitation calls for information that only 
the incumbent can provide, thus giving that firm an unfair competitive 
advantage in the procurement.  We have considered all of the 
protester's allegations in this regard and, based on our review of the 
record, including the agency's explanations, conclude that Triple P 
has failed to show that the information requested by the RFP is 
unreasonable or gives the incumbent an unfair competitive advantage.

Attachment E to the RFP contains specific instructions to offerors on 
proposal format and content.  One section of that attachment with 
which Triple P takes issue is paragraph No. 5.1.3, which states as 
follows:

     "The offeror's proposal must show that the offeror recognizes the 
     scope of services required under the proposed contract.  The 
     offeror shall explain work control methods and intent to meet all 
     requirements in the solicitation while satisfying the quality 
     control requirements.  The offeror shall specifically address any 
     unique approaches toward meeting staffing and solicitation 
     requirements and shall address the benefits of both to the 
     offeror in terms of contract compliance and to the [g]overnment 
     for benefits received.  The offeror shall discuss the percentage 
     of the incumbent's workforce (excluding managers) to be hired, 
     projected turnover ratio, and whether a learning curve is 
     utilized (if so, explain learning curve percentage and how it was 
     derived) in preparation of proposal.  Since it is common practice 
     to retain a large percentage of incumbent service contract 
     employees, the offeror shall explain if their proposed workforce 
     would be particularly more skilled or efficient than another 
     offeror's workforce.  General statements (such as, past 
     experience) will not be accepted without supporting rationale.  
     Supporting rationale may include completed training courses, 
     exceptional personnel resumes and recognized performance awards."

The protester generally questions the need for the level of detail of 
the information required by this provision.  In addition, according to 
Triple P, no offeror can provide this type of information except the 
incumbent.  In particular, the protester objects that only the 
incumbent can meaningfully discuss the percentage of the incumbent's 
work force to be hired; accurately project personnel turnover ratio; 
or provide information concerning the use of a learning curve to 
predict contract performance.  The protester also argues that only the 
incumbent can provide detailed information concerning employee 
training.

Attachment E contains specific instructions on the level of 
information required so as to allow the agency to evaluate offerors' 
understanding of the RFP's technical requirements.  To this end, 
offerors must propose appropriate staffing levels, adequate personnel 
mix, and methodology to be used in performing the required tasks.  
Given the nature of the services required (operation and support of 23 
different military dining facilities), we see nothing improper in 
requiring all offerors, particularly non-incumbents, to indicate in 
their proposals whether they intend to hire incumbent personnel; to 
provide an estimated or expected personnel turnover ratio; and to 
provide some explanation of the expected learning curve for 
inexperienced personnel.  Regarding personnel experience and training, 
the protester's arguments overlook the fact that the proposed key 
employees themselves should be able to provide the required 
information concerning their backgrounds, training, and experience.  
We fail to see why other offerors, besides the incumbent, could not 
obtain this type of information from their proposed employees and 
include it in their proposals.

In short, we see nothing improper with the requirement for the 
requested information and no basis for concluding that the requirement 
unfairly favors the incumbent.  We think that the information required 
by the quoted provision is neither unusual nor burdensome and is 
reasonably available to non-incumbents.

The protest is denied.

Comptroller General
of the United States

1. To the extent that Triple P contends that the agency will apply the 
RFP's price evaluation provision improperly or in a manner 
inconsistent with the basis for award, these allegations, which merely 
anticipate improper agency action, are premature and, therefore, too 
speculative for our consideration at this time.  See General Elec. 
Canada, Inc., B-230584, June 1, 1988, 88-1 CPD  para.  512.

2. Triple P also contends that the agency failed to adequately respond 
to its pre-proposal question concerning extended meal services.  We 
have reviewed the protester's question and the agency's response 
thereto and conclude that the solicitation provides offerors with 
sufficient detail to enable them to compete intelligently and on an 
equal basis.  In any event, there is no requirement that an agency 
draft solicitations in such detail as to eliminate any risk or remove 
every uncertainty from the mind of every prospective offeror.  A&C 
Bldg. and Indus. Maintenance Corp., B-230270, May 12, 1988, 88-1 CPD  para.  
451.