TITLE: B-297392, Language Services Associates, Inc., January 17, 2006
BNUMBER: B-297392
DATE: January 17, 2006
**************************************************************
B-297392, Language Services Associates, Inc., January 17, 2006

   DOCUMENT FOR PUBLIC RELEASE
   The decision issued on the date below was subject to a GAO Protective
   Order. This redacted version has been approved for public release.

   Decision

   Matter of: Language Services Associates, Inc.

   File: B-297392

   Date: January 17, 2006

   Robert G. Fryling, Esq., and Brian S. Gocial, Esq., Blank Rome LLP, for
   the protester.

   G. Lindsay Simmons, Esq., J. Eric Whytsell, Esq., and April Min, Esq.,
   Jackson Kelly PLLC, for Bowne Global Solutions II, Inc., an intervenor.

   Kevin M. Walker, Esq., Department of Homeland Security, United States
   Citizenship and Immigration Services, for the agency.

   Linda S. Lebowitz, Esq., and Michael R. Golden, Esq., Office of the
   General Counsel, GAO, participated in the preparation of the decision.

   DIGEST

   Protest is denied where the agency reasonably evaluated the selected
   vendor's quotation in accordance with the terms of the solicitation; to
   the extent that there were any flaws in the agency's conduct of the
   procurement, the protester failed to show that it was competitively
   prejudiced.

   DECISION

   Language Services Associates, Inc. (LSA) protests the issuance of a
   blanket purchase agreement (BPA) to Bowne Global Solutions II, Inc. (BGS)
   under request for quotations (RFQ) No. HSSCCG-05-Q-0014, issued by the
   Department of Homeland Security, United States Citizenship and Immigration
   Services, for interpreter services for the agency's asylum program. LSA
   challenges the agency's decision to issue a BPA to BGS, a vendor
   submitting a lower priced quotation.

   We deny the protest.

   BACKGROUND

   The RFQ, issued on July 12, 2005, contemplated the issuance of a BPA on a
   fixed-price basis for a period of 5 years to the "best-value" vendor which
   held a General Services Administration Federal Supply Schedule contract
   for interpretation services under Group 738 II, Special Item Number 382-2.
   As relevant here, the RFQ stated that the agency would require
   interpreters to provide telephonic monitoring or direct interpretation in
   the language of the asylum seeker being interviewed and that there could
   be some cases in which in-person interpreter services would be needed,
   requiring the interpreter's physical presence at the interview site. The
   RFQ listed the 10 most commonly requested languages and included a list of
   other required languages.

   In determining the "best-value" vendor, the RFQ stated that the BPA would
   be issued to the responsible vendor whose quotation, conforming to the
   RFQ, resulted in the most advantageous integration of technical evaluation
   factors (management approach, performance approach, and past performance)
   and price. The RFQ stated that the technical evaluation factors, when
   combined, would be considered significantly more important than price. The
   RFQ explained that the agency was more concerned with obtaining superior
   technical performance rather than the lowest overall price. However, the
   RFQ also explained that the agency would not issue a BPA at a
   significantly higher overall price to achieve only a slightly superior
   technical performance. Finally, the RFQ stated that the agency intended to
   issue the BPA without conducting discussions, except for communications
   conducted for the purpose of clarification. As a result, the RFQ advised a
   vendor to submit its quotation on the most favorable terms.

   On August 3, the agency issued amendment No. 2 to the RFQ. In this
   amendment, the agency provided answers to 38 questions posed by vendors.
   One of these questions requested a percentage breakdown of the required
   services. The agency responded that while it had not calculated exact
   percentages of the work done to date, it estimated that over 90 percent of
   the work has involved telephonic (as opposed to on-site) interpretation
   services. The agency explained that it did not anticipate a significant
   change with respect to using on-site interpreters and that the estimates
   provided were based on historical percentages and were provided for
   pricing purposes only. The agency advised that any variation from these
   percentages during the performance of the BPA requirements would "not be
   [a] basis for an equitable adjustment." RFQ amend. 2, Question and Answer
   No. 6. In addition, one question asked if vendors should provide prices on
   a per-hour basis or on a per-minute basis. The agency responded by
   amending the RFQ price schedule to require that prices be provided on a
   per-minute basis. RFQ amend. 2, Question and Answer No. 13; Revised Price
   Schedule.[1]

   Four vendors, including LSA (the incumbent contractor)[2] and BGS,
   submitted quotations (based on per-minute fixed prices as reflected in
   their respective price schedules) by the closing time on August 10. As
   relevant here, the quotations of LSA and BGS were evaluated as follows:

+------------------------------------------------------------------------------+
|                                |         LSA          |         BGS          |
|--------------------------------+----------------------+----------------------|
|Management Approach             |     Outstanding      |     Outstanding      |
|--------------------------------+----------------------+----------------------|
|Performance Approach            |     Outstanding      |     Outstanding      |
|--------------------------------+----------------------+----------------------|
|Past Performance                |     Outstanding      |         Good         |
+------------------------------------------------------------------------------+

   Source Selection Decision Document at 2-3.[3]

   LSA's total evaluated price ($[deleted]) was approximately 82 percent
   higher than BGS's total evaluated price ($[deleted]).[4] As relevant to
   this protest, BGS stated in a note at the end of its price schedule that
   of the estimated amount, "90% was allocated for telephonic interpretation
   and 10% for on-site interpretation." BGS Price Schedule.

   The agency determined that the quotations submitted by LSA and BGS
   contained all of the information required by the RFQ and were considered
   complete. However, by letter dated September 2, the agency asked BGS seven
   questions, characterized as "clarifications/explanations," regarding its
   quotation. Letter from Agency to BGS (Sept. 2, 2005). These questions
   involved aspects of BGS's technical approach (e.g., how quickly BGS could
   provide security clearance packets to the agency in order to ensure that
   the firm could meet the agency's requirements as soon as possible after
   issuance of the BPA) and its price (e.g., in light of the fixed-price
   nature of the BPA, whether BGS expected more money if the agency exceeded
   its estimate of 90 percent for telephonic requirements or 10 percent for
   on-site requirements). By letter dated September 7, BGS responded to the
   agency's questions. With respect to a timeframe for providing security
   clearance packets, BGS elaborated on information contained in its
   quotation, for example, [deleted]. With respect to the agency's estimate
   of telephonic versus on-site requirements, BGS confirmed that it priced
   its quotation based on the estimates provided by the agency (in amendment
   No. 2 to the RFQ). BGS continued by stating that it

   recognizes that the 90%/10% breakdown is an estimation from the [agency]
   and may change. However, BGS would like to reserve the right to negotiate
   with the [agency] an adjustment in pricing if the amount of allotted
   telephonic versus on-site work varies significantly from the 90%/10%
   estimation.

   Letter from BGS to Agency 5 (Sept. 7, 2005).

   The agency concluded that BGS responded satisfactorily to the seven
   clarification/explanation questions.

   The contracting officer, who served as the source selection authority,
   recognized that for the management approach and performance approach
   evaluation factors, the quotations of LSA and BGS both received
   outstanding ratings, while for the past performance evaluation factor,
   LSA's quotation received an outstanding rating and BGS's quotation
   received a good rating. The contracting officer also noted that for the
   5-year performance period, LSA's quotation was approximately $[deleted]
   million higher than BGS's quotation, an amount characterized by the
   contracting officer as "significant." Source Selection Decision Document
   at 3. In addition, the contracting officer noted that of the four vendors
   in this competition, LSA submitted the highest priced quotation. The
   contracting officer concluded that even though BGS's quotation was rated
   slightly lower for past performance than LSA's quotation, it was not in
   the government's interest to pay a significant price premium to LSA in
   order to obtain only a slightly superior technical performance.
   Accordingly, consistent with the terms of the RFQ, which stated that the
   agency would not issue a BPA at a significantly higher overall price to
   achieve only a slightly superior technical performance, the agency issued
   the BPA to BGS. Id. at 3-4.

   ISSUES AND ANALYSIS

   LSA contends that BGS submitted a non-compliant quotation that should not
   have been eligible for the issuance of a BPA; that the agency did not
   reasonably evaluate BGS's past performance; and that the agency held
   improper discussions with BGS.

   In the context of an RFQ, when an agency chooses to employ competitive
   procedures similar to those used in a Federal Acquisition Regulation (FAR)
   Part 15 negotiated procurement, and when a protest is filed challenging
   the outcome of the competition, we will review the record to ensure that
   the agency's evaluation of the vendors' submissions was reasonable and
   consistent with the terms of the RFQ. Computer Assocs. Int'l,
   Inc.--Recon., B-292077.6, May 5, 2004, 2004 CPD para. 110 at 3; COMARK
   Fed. Sys., B-278343, B-278343.2, Jan. 20, 1998, 98-1 CPD para. 34 at 4-5.
   While the provisions of FAR Part 15 do not directly apply here, we will
   analyze LSA's contentions by the standards applied to negotiated
   procurements. Labat-Anderson, Inc., B-287081 et al., Apr. 16, 2001, 2001
   CPD para. 79 at 5-6; Digital Sys. Group, Inc., B-286931, B-286931.2, Mar.
   7, 2001, 2001 CPD para. 50 at 6.

   BGS's Alleged Non-Compliant Quotation

   LSA argues in its comments on the agency report that BGS's quotation is
   non-compliant because BGS failed to acknowledge amendment No. 2 to the
   RFQ. However, LSA's position is not supported by the record.

   The record shows, and the agency does not dispute, that it did not include
   a copy of BGS's acknowledgment of amendment No. 2 to the RFQ in its report
   responding to LSA's protest. In its supplemental report responding to
   LSA's allegation, as raised in the protester's comments, the agency
   explained that it received from counsel for BGS during the pendency of
   this protest a copy of the referenced amendment showing that it was signed
   on August 4, 2005 by BGS's Director of Federal Language Services and a
   copy of an August 4 e-mail from this same BGS corporate official
   referencing that BGS had received amendment No. 2 with the answers to its
   questions and with the additional information attached, i.e., the revised
   price schedule requiring prices to be submitted on a per-minute basis, as
   opposed to on a per-hour basis, and stating that, as requested, a signed
   copy of the amendment was attached to the e-mail. Supplemental Agency
   Report, attachs. 1, 2. The agency could not verify when these documents,
   which apparently had been saved under the contracting specialists' user
   profile in an archive folder, were received due to the loss of data during
   a scheduled information technology system upgrade. The agency stated that
   attempts to recover the missing documents were not successful.
   Supplemental Agency Report at 3, 7 n.9.

   The agency nevertheless maintains that even assuming, arguendo, that BGS
   did not actually acknowledge amendment No. 2 to the RFQ, BGS
   constructively acknowledged this amendment when it submitted prices on a
   per-minute basis, as required by the amendment, and when it referenced in
   its quotation the agency's estimate that 90 percent of the requirements
   were for telephonic interpretation and 10 percent of the requirements were
   for on-site interpretation.

   As a general rule, a vendor's failure to acknowledge a material amendment
   renders the quotation unacceptable and such quotation may not form the
   basis for the issuance of a BPA. However, an amendment may be
   constructively acknowledged where the quotation itself includes one of the
   essential items appearing only in the amendment. See, e.g., Avalotis
   Painting Co., Inc., B-261481, Aug. 24, 1995, 95-2 CPD para. 84 at 2-3;
   Childrey Contract Servs., Inc.; Orkin Exterminating Co., B-258653,
   B-258653.2, Feb. 9, 1995, 95-1 CPD para. 60 at 6 (discussion of
   constructive acknowledgment of an amendment in the context of sealed bid
   procurements).

   We agree with the agency that when BGS priced its quotation on a
   per-minute basis, as required by amendment No. 2 to the RFQ, and when BGS
   referenced in its quotation the agency's numerical estimates of the
   telephonic and on-site requirements, as reflected in the amendment, BGS
   did, in fact, constructively acknowledge amendment No. 2.[5] We also point
   out that in pricing its quotation on a per-minute basis and in referencing
   the agency's estimates in its quotation, BGS submitted a quotation that
   complied with the material requirements of amendment No. 2. On this
   record, we have no basis to question the reasonableness of the agency's
   position that BGS submitted a quotation that was in accordance with the
   terms of the RFQ.

   Evaluation of BGS's Past Performance

   LSA challenges the agency's assignment of a "good" rating to BGS's
   quotation for the past performance evaluation factor, contending that the
   agency failed to reasonably assess whether BGS's past performance was for
   services similar in size, scope, and complexity to the current
   requirements. The essence of LSA's argument is that since BGS's record of
   past performance primarily involves on-site, as opposed to telephonic,
   interpretation services, which is the opposite of the requirements of this
   procurement, the agency assigned an unreasonably high rating to BGS's
   quotation in the area of past performance.

   The RFQ required a vendor to provide a list of references to establish
   previous relevant experience in performing technical projects similar in
   size, scope, and complexity to the current requirements.[6] The RFQ
   required a vendor to cite not fewer than three, but not more than five,
   projects performed as a prime contractor within the last 5 years, with a
   minimum of one project being with the federal government. Past performance
   questionnaires were to be completed by a vendor's project references. The
   RFQ stated that under the past performance evaluation factor, the
   relevance of the vendor's experience (i.e., the degree of relevance to the
   requirements of the RFQ based on similarity in size, scope, complexity,
   technical difficulty, contract type, and period of performance) and the
   quality of a vendor's past performance (i.e., the vendor's record of
   providing high quality services of a similar nature in a manner that
   ensured maximum quality, cost effectiveness, timeliness of performance,
   project management, and overall client satisfaction) would be considered.
   RFQ para. 5.5.1.4. As relevant here, the RFQ defined a "good" rating as
   assigned to a vendor's quotation for the past performance evaluation
   factor as indicating that the vendor's performance fully exceeded many of
   the contract requirements and resulted in a high level of efficiency,
   productivity, and quality, and that there was very little risk anticipated
   with performance or in terms of a lack of customer satisfaction. RFQ para.
   5.5.1.4.1.

   BGS submitted past performance information for six contracts, all of which
   were performed within the last 5 years. The two primary contracts
   evaluated by the agency involved BGS's work for the Department of Justice,
   Executive Office for Immigration Review (EOIR).[7] Past performance
   questionnaires were completed for these EOIR contracts by the same EOIR
   contracting official.

   Under the first EOIR contract, awarded in May 2004 and with a total value
   of approximately $89 million, BGS reported that it provides on-site
   interpretation services for the immigration courts. (BGS has been the
   incumbent contractor for these EOIR requirements since 1986.) BGS has
   provided linguists in over 360 languages, many of which are reported to be
   rare or rarely spoken in the United States. In terms of relevance to the
   current requirements, BGS stated that because it maintains a large,
   qualified interpreter pool for this EOIR contract, it would have qualified
   interpreters ready to perform the current requirements. The reference for
   this EOIR contract reported that BGS provided on-site and telephonic
   interpreter services for the immigration courts and described these
   requirements as "difficult" (as opposed to "routine"). In 13 survey
   question areas involving quality of service, project management,
   timeliness of performance, and cost effectiveness, the reference assigned
   eight "outstanding" and five "good" ratings to BGS. The reference stated
   that BGS had an effective and cooperative management team and that there
   were no major weaknesses in BGS's performance, commenting that
   interpreters not showing up or being late made up only a small percentage
   of the thousands of orders placed each year for interpreter services. The
   EOIR reference also commented that one of the biggest challenges for BGS
   has been the [deleted]. The reference reported that EOIR would award
   another contract to BGS, noting that this contract is very demanding in
   that BGS must provide a qualified court interpreter for any language at
   any location nationwide when ordered by the government and that BGS does a
   "great" job of meeting EOIR's requirements. First EOIR Reference for BGS's
   On-Site Interpretation Services Contract.

   Under the second EOIR contract, awarded in September 2004 and valued at
   approximately $187,000 per year, BGS reported that it provides telephonic
   interpretation services for immigration hearings in any language. Again,
   in terms of relevance to the current requirements, BGS stated that because
   it maintains a large, qualified interpreter pool for this EOIR contract,
   it would have qualified interpreters ready to perform the current
   requirements. The reference for this EOIR contract described these
   telephonic interpreter services provided by BGS for the immigration courts
   as "difficult," and for the same 13 survey questions in the areas listed
   above, the reference assigned 11 "outstanding" and 2 "good" ratings to
   BGS. The reference reported that immigration courts on the West Coast had
   experienced some technical difficulties after BGS's normal working hours,
   which were based on Eastern Standard Time. The reference stated that EOIR
   would award another contract to BGS, noting that BGS has a "great" network
   of interpreters and that its [deleted] system [deleted] is very effective;
   the reference also stated that BGS's management team is very responsive.
   Second EOIR Reference for BGS's Telephonic Interpretation Services
   Contract.

   The contemporaneous evaluation record shows that in terms of the relevance
   of BGS's past performance, the agency noted that the past performance
   references completed for BGS were all based on immigration-related work.
   The agency determined that the requirements of BGS's larger dollar value
   EOIR contract, as discussed above, were "very similar" to the current
   requirements with respect to the size, duration, complexity, and technical
   language requirements. However, the agency also recognized that BGS's
   larger dollar value EOIR contract was mainly for on-site interpretation
   services, with telephonic interpretation being a much smaller need under
   that contract. The agency noted that the current requirements are the
   reverse, with the primary need being for telephonic interpretation and
   only occasional on-site interpretation. In addition, the agency recognized
   that BGS's EOIR contract for telephonic interpretation services was much
   smaller in scope than the current requirements. As a result, the agency
   concluded that there was some risk of unsuccessful performance by BGS if
   the infrastructure to provide large-scale telephonic interpretation was
   not in place to meet the agency's needs. In terms of the quality of BGS's
   past performance, the agency pointed out that the EOIR reference (again,
   the same individual completed both past performance questionnaires for
   BGS's EOIR contracts) rated BGS positively for its network of interpreters
   and its system [deleted]; that the EOIR reference noted that BGS's timing
   was effective and its management was responsive; and that the EOIR
   reference gave BGS high praise for meeting the requirements for on-site
   interpretation. The agency noted that the EOIR reference reported
   experiencing some technical difficulties in its West Coast courts when
   services were required from BGS after the firm's normal working hours,
   which were based on Eastern Standard Time, and that BGS had some
   difficulties in providing [deleted]. BGS's Past Performance Evaluation,
   Technical Evaluation Team Report, Aug. 26, 2005, at 11-12.

   Although LSA challenges the agency's evaluation of BGS's quotation in the
   area of past performance, the contemporaneous evaluation record shows that
   despite the large number of "outstanding" past performance survey ratings
   received from BGS's references, the agency nevertheless downgraded BGS's
   quotation under the past performance evaluation factor by assigning the
   quotation a "good," not an "outstanding," rating due to the differences
   between BGS's other contract requirements and the requirements being
   competed here, as discussed above. While LSA argues that in these
   circumstances BGS's quotation should have been downgraded even further to
   an "acceptable" rating for the past performance evaluation factor, we
   conclude that the agency reasonably exercised its discretion in evaluating
   BGS's quotation after giving meaningful consideration, as reflected above,
   to the past performance information provided by BGS in its quotation and
   to the information reported by BGS's past performance references in terms
   of the relevance and quality of BGS's past performance. On this record, we
   conclude that the agency reasonably evaluated BGS's record of past
   performance in accordance with the terms of the RFQ.

   Price Assumptions[8]

   LSA complains about the price assumptions in BGS's quotation and contends
   that had it been aware of the price assumptions used by BGS, it would have
   prepared its quotation using these same assumptions and it could have
   lowered its price.[9] In this regard, LSA submitted a declaration from its
   executive vice president and general counsel. LSA states that it prepared
   its quotation on the assumption that the 90 percent/10 percent estimated
   split between telephonic and on-site interpretation services was an
   estimate only, as represented in amendment No. 2 to the RFQ, and that LSA
   would bear the risk of the estimate being inaccurate. LSA states that had
   it known that it would be entitled to seek an equitable adjustment for
   costs associated with on-site interpretation services being greater than
   the agency's estimate of 10 percent,[10] "the cost assumptions underlying
   our quote would have changed and LSA would have submitted a lower-cost
   quote." LSA then states that it prepared its quotation on the assumption
   that prices were to be based on a per-minute basis, and had it known that
   it could base its prices on a [deleted],[11] "the cost assumptions
   underlying our quote would have been significantly changed and LSA would
   have submitted a lower-cost quote." Declaration of LSA's Executive Vice
   President and General Counsel, Nov. 17, 2005, paras. 3-7.

   We will not sustain a protest absent a showing of competitive prejudice,
   that is, unless the protester demonstrates that, but for the agency's
   actions, it would have a substantial chance of receiving award.
   McDonald-Bradley, B-270126, Feb. 8, 1996, 96-1 CPD para. 54 at 3; see
   Statistica, Inc. v. Christopher, 102 F.3d 1577, 1581 (Fed. Cir. 1996).
   Here, LSA, which submitted a quotation that was priced approximately
   82 percent higher than BGS's quotation over the 5-year performance period,
   has failed to establish that it was competitively prejudiced. LSA has
   provided no more than bare statements that if it had been aware of the
   price assumptions used by BGS, it would have lowered its price. LSA does
   not provide any specific explanation about how it could have reduced the
   substantial monetary differential between its quotation and BGS's
   quotation such that the agency could have determined that LSA's quotation
   represented the "best value" to the government. See, e.g., MCI
   Constructors, Inc., B-274347, B-274347.2, Dec. 3, 1996, 96-2 CPD para. 210
   at 6.

   In this respect, the record shows that all parties to this protest--LSA,
   BGS, and the agency--believed that it was acceptable for vendors to
   include, as described in the assumptions and constraints portion of their
   respective quotations, supplemental charges and fees above their quoted
   fixed unit prices. (The prices as evaluated under the RFQ apparently did
   not include those extra charges and fees.) Although LSA focuses on the
   assumptions made by BGS, the agency points out the assumptions included in
   LSA's quotation. For example, LSA stated that there would be an extra
   charge of $[deleted] per minute if third-party calls went above 25 percent
   of the total call traffic in a given period, with history showing that
   this happens approximately 10 percent of the time, and a charge of an
   additional 25 percent for high risk assignments. In our view, it is not
   clear what effect the assumptions made by either of these vendors would
   have on the price ultimately paid by the government based on actual
   performance.[12] In these circumstances, the cost of performance to the
   government will vary depending on the actual task orders issued and, in
   large measure, the selected vendor's efficiency in performing the
   resulting tasks. Geo-Centers, Inc., B-276033, May 5, 1997, 97-1 CPD para.
   182 at 11.

   On this record, where both BGS and LSA appear to have been treated equally
   in that they were permitted to quote pricing structures that deviated from
   the RFQ's per-minute framework, and in light of the significant price
   differential between the two quotations (that is, LSA's prices being
   approximately 82 percent higher than BGS's prices), and in the absence of
   a persuasive explanation of how LSA would have substantially narrowed that
   price differential were it to have been made aware that a pricing
   structure such as BGS's was permitted, we conclude that, even if there
   were flaws in the agency's conduct of the procurement, LSA has failed to
   show that it was competitively prejudiced.

   The protest is denied.[13]

   Anthony H. Gamboa
   General Counsel

   ------------------------

   [1] The revised price schedule included estimated minutes for each line
   item, for which a vendor was to insert a fixed unit price and extended
   price.

   [2] LSA has been the incumbent contractor since 2002. The agency explained
   that with LSA's graduation from the Small Business Administration's 8(a)
   program and with an increase in the scope of interpreter services for
   asylum interviews, the agency decided to conduct a competitive procurement
   in order to obtain the "best value" for the current requirements. The
   agency stated that this acquisition strategy was approved by the small
   business specialist. Price Negotiation Memorandum at 6.

   [3] For the non-price evaluation factors, quotations could be rated as
   outstanding, good, acceptable, or unacceptable. For the past performance
   evaluation factor, quotations also could receive a neutral rating.

   [4] Of the four vendors submitting quotations, BGS submitted the lowest
   price, while LSA submitted the highest price. The total evaluated prices
   of the two other vendors ranged from approximately $[deleted] million to
   approximately $[deleted] million. In addition, for context, we note that
   LSA quoted a fixed unit price of $[deleted] per minute for both telephonic
   and on-site requirements, while BGS quoted a fixed unit price of
   $[deleted] per minute for both of these requirements. LSA's unit price is
   thus also approximately 82 percent higher than BGS's unit price.

   [5] We note that in its supplemental comments on the supplemental agency
   report, LSA does not address or otherwise rebut the agency's position that
   BGS constructively acknowledged the referenced amendment. Protester's
   Supplemental Comments at 8-9.

   [6] The government estimate for this procurement was $31.6 million. RFQ
   para. 2.3.

   [7] BGS also provided information for three other contracts under which it
   provided telephonic interpretation services; these contracts were valued,
   on a yearly basis, at $500 (Department of Homeland Security, Asylum
   Office), $1,000 (Department of Homeland Security, Bureau of Customs and
   Border Patrol), and $43,000 (American Airlines). For two short-term
   contracts, the asylum office reference rated BGS's performance in seven
   relevant survey question areas (six areas were considered "not
   applicable") as "outstanding," noting that BGS identified and made
   available on short notice (when four other interpretation services firms
   could not) a qualified Fijian interpreter. (In its past performance
   evaluation, the agency here noted that, based on the asylum office
   reference, BGS fully met the requirements of the asylum office's
   short-term contracts.) The customs and border patrol reference rated BGS's
   performance as "outstanding" in all 13 survey question areas, although it
   commented that BGS needed to respond sooner when called upon to provide
   interpretation services. BGS also provided information for one contract,
   with no monetary value listed, for document translation services for the
   Defense Intelligence Agency.

   [8] The RFQ required a vendor to provide a comprehensive narrative
   discussion of all of the assumptions and constraints used in developing
   its quotation, including a complete explanation of all proposed prices.
   RFQ para. 4.9.6.

   [9] Despite the agency's characterization of the questions posed to BGS as
   "clarifications," LSA maintains that the agency conducted improper
   discussions with BGS which afforded only this vendor an opportunity to
   provide supplemental information to the agency to establish the
   acceptability of its quotation. LSA argues that it was improperly denied
   the same opportunity. However, we have long held that the "acid test" for
   deciding whether discussions have been held is whether it can be said that
   a vendor or an offeror was provided the opportunity to revise or modify
   its quotation or proposal. National Beef Packing Co., B-296534, Sept. 1,
   2005, 2005 CPD para. 168 at 11. In this case, the communications that took
   place between BGS and the agency do not appear to have led to a material
   revision of the vendor's quotation; in any event, these communications had
   no effect on the acceptability of BGS's quotation and BGS's competitive
   position remained the same.

   [10] LSA also contends that BGS's quotation is non-compliant with the
   terms of the RFQ because BGS, in response to one of the agency's
   clarification/explanation questions, reserved the right to negotiate an
   equitable adjustment which, according to LSA, was prohibited by the
   language of amendment No. 2 to the RFQ, as set forth above. We disagree
   with LSA's contention because the mere reservation of the right to ask for
   an adjustment--a request that the agency, consistent with the terms of
   amendment No. 2 to the RFQ, could decline--is not equivalent to the
   reservation of the right to receive an adjustment. Jantec, Inc., B-292668,
   B-292668.2, Nov. 6, 2003, 2003 CPD para. 222 at 9-10. Accordingly, in
   these circumstances, we conclude that BGS's reservation is not legally
   objectionable.

   [11] In the assumptions and constraints portion of its quotation (which
   was not part of its price schedule), BGS explained that billings for
   "on-site" interviews (not telephonic interviews) would be charged at a
   [deleted]. The charges associated with these on-site time increments would
   apply to only 10 percent of the agency's requirements.

   [12] Under the BPA, "calls," i.e., task orders, will be placed against the
   BPA; funding will be provided through individual calls and delivery
   destination and schedule will be specified in each call. BPA paras. 2.4,
   2.7-2.8.

   [13] LSA has raised a number of collateral issues that we have considered
   and find to be without merit; these collateral issues do not warrant
   detailed analysis or discussion.