Request for Proposals - Legal Services Addendum 1

REQUEST FOR PROPOSAL
LEGAL SERVICES
August 4, 2026

TABLE OF CONTENTS
Contents
I. Introduction ................................................................................................................................ 4
II. Solicitation ................................................................................................................................... 4
III. Scope of Work ............................................................................................................................. 4
IV. Evaluation and Award Criteria .................................................................................................... 7
V. Management ............................................................................................................................... 8
VI. Term of Contract ......................................................................................................................... 8
VIII. Schedule ...................................................................................................................................... 8
IX. Terms and Conditions ................................................................................................................. 8
1. Standards of Performance. ......................................................................................................... 8
2. Use of Documents. ...................................................................................................................... 9
3. Insurance. .................................................................................................................................... 9
4. Suspension and Termination .................................................................................................... 10
5. Controlling Law ......................................................................................................................... 12
6. Successors, Assigns, and Beneficiaries ..................................................................................... 12
7. Dispute Resolution .................................................................................................................... 12
8. Indemnification by Attorney. .................................................................................................... 14
9. Miscellaneous Provisions .......................................................................................................... 14
10. Waiver of Minor Informalities. ................................................................................................. 15
11. Proposals. .................................................................................................................................. 15
12. Records and Retention.............................................................................................................. 15
13. Privacy and Confidentiality. ...................................................................................................... 15
14. Independent Contractor. .......................................................................................................... 16
15. Expenses.................................................................................................................................... 16
16. Disclosure of Potential Conflicts of Interest. ............................................................................ 16
17. Contractor's Representations. .................................................................................................. 16
18. Debarment and Suspension Certification. ................................................................................ 16
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19. Governing Law and Forum. ....................................................................................................... 16
20. Heading. .................................................................................................................................... 17
21. Amendment and Waiver. .......................................................................................................... 17
22. Attachments. ............................................................................................................................. 17
23. Required Documents ................................................................................................................ 17
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I. Introduction
Tanana Chiefs Conference ("TCC"), organized as Dena' Nena' Henash or "Our Land Speaks," is
a sovereign tribal consortium governed by a Board of Directors representing Tribal
communities across Interior Alaska. TCC is an Alaska Native nonprofit corporation serving more
than 18,000 Alaska Native people in Interior Alaska through health, social services, tribal
government support, advocacy, and related programs. TCC's region covers approximately
235,000 square miles, or about 37 percent of the State of Alaska, and includes six subregions:
Yukon Koyukuk, Yukon Tanana, Lower Yukon, Upper Kuskokwim, Yukon Flats, and Upper
Tanana. TCC's main office is located in Fairbanks, Alaska.
II. Solicitation
TCC is soliciting to obtain proposals from qualified and licensed firms to perform legal services
as requested. Proposing firms should be ready and capable of providing staff immediately to
begin. The overall goal of this will be to assist and advise TCC on legal matters as requested on
matters listed in Section III. Scope of Work.
Written Questions
All questions regarding this solicitation shall be submitted in writing to Cortnie Doan
at to cortnie.doan@tananachiefs.org prior to 5:00 P.M. on August 14, 2026.
The final Addendum responding to submitted questions shall be released no later
than August 21, 2026.
Proposal Due
Proposals must be submitted electronically in PDF format by 2:00 PM, Friday
September 4, 2026, to cortnie.doan@tananachiefs.org. Late submissions will not be
considered.
TCC has a file limit of 20 MB size limit for email.
III. Scope of Work
1. The selected firm shall provide legal services as requested and directed by TCC's General
Counsel or designee. Legal services may include, but are not limited to, the following areas:
A. General Legal Counsel
a. General legal advice to TCC leadership, departments, and programs.
b. Review and drafting of legal memoranda, correspondence, policies, procedures,
and agreements.
c. Legal risk assessment and advice on organizational matters.
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B. Contracts and Procurement
a. Review, drafting, and negotiation of contracts, memoranda of agreement,
memoranda of understanding, professional services agreements, leases, grant-
related agreements, and other legal documents.
b. Advice regarding procurement, contracting preferences, federal grant
requirements, and compliance with applicable policies and law.
C. Tribal Governance, Tribal Law and Child Welfare
a. Advice regarding tribal governance, tribal court matters, tribal jurisdiction, tribal
ordinances, child welfare, resolutions, codes, and intergovernmental agreements.
b. Support related to recognition, enforcement, and implementation of tribal court
orders, where applicable.
D. Health Care, HIPAA, and IHS-Related Matters
a. Advice regarding tribal health programs, Indian Health Service matters,
compacting and contracting under the Indian Self-Determination and Education
Assistance Act, HIPAA, 42 CFR Part 2, Medicaid, Medicare, and other healthcare-
related matters.
b. Support regarding compliance, privacy, confidentiality, and healthcare operations.
E. Litigation and Dispute Resolution
a. Representation or advice regarding litigation, administrative proceedings, appeals,
investigations, enforcement matters, arbitration, mediation, and other dispute
resolution processes.
b. TCC may require separate written authorization or engagement terms before
assigning litigation matters.
F. Employment, Labor, and Personnel Matters
a. Advice regarding employment law, personnel policies, investigations, ethics,
disciplinary matters, workplace compliance, and related risk management issues.
G. Regulatory, Legislative, and Administrative Matters
a. Advice regarding federal, state, and tribal laws, regulations, agency actions,
funding requirements, administrative proceedings, and policy matters affecting
TCC.
b. Support for TCC priorities, including tribal self-governance, public safety,
healthcare funding, infrastructure, natural resources, subsistence, and other
matters identified by TCC.
H. Other Legal Services
a. Other legal services as assigned by TCC and agreed to by the selected firm.
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2. Flat Fee and Contingency Fee Matters. Attorneys may provide legal advice, advocacy, or
representation to TCC regarding matters pending, or that may become pending, before
federal, state, or tribal legislative, regulatory, or administrative bodies.
A. Flat-Fee Matters. For services designated by TCC and Attorneys as flat-fee matters,
compensation shall be paid on a monthly flat-fee basis in the amount agreed to in
writing by the parties. The scope of services covered by the flat fee shall be identified
in advance and may be modified only by mutual written agreement.
B. Contingency-Fee Matters. Any services performed on a contingency-fee basis must be
approved in writing by TCC before work begins. The contingency fee percentage,
method of calculating any recovery, treatment of costs and expenses, and any other
applicable terms shall be set forth in a separate written agreement.
C. Lobbying Compliance. Attorneys shall identify any services that constitute lobbying
activities under applicable federal, state, or tribal law. Attorneys shall be solely
responsible for complying with all registration, reporting, disclosure, and other
requirements applicable to such lobbying activities and shall provide notice to TCC of
any such obligations.
3. Hourly Work: Attorneys shall furnish legal advice and legal services as specifically directed
by TCC's General Counsel or designee with respect to matters concerning health specific
matters, general legal issues and other legal matters TCC shall assign, and Attorneys shall
agree to undertake. Such work shall be undertaken on an hourly basis and shall be known as
Hourly Work.
Hourly Work may be undertaken on a coalition basis, in which the Attorneys perform hourly
work simultaneously for TCC and other clients of the Attorneys having an identical interest
in a particular matter, and where the Attorneys then divide the cost of their services pro rata
among the several clients. TCC recognizes the cost-saving realized through such
arrangements and encourages the Attorneys to organize such coalitions when feasible and
wherever doing so does not produce any conflict of interest between Attorneys' duties to
TCC and Attorneys' duties to other clients.
4. Mutual Agreements: TCC agrees to be completely truthful with the Attorneys, to cooperate,
to keep them fully informed of developments, and to abide by the terms of this Contract.
Although Attorneys will devote their full professional abilities to representing TCC within the
bounds of the law and consistent with Attorneys' ethical responsibilities, Attorneys cannot
guarantee a particular result or outcome in the matter for which Attorneys have been
retained.
Each Proposer shall thoroughly examine the contract documents. Failure or neglect of a
Proposer to receive or examine any contract document, or any part thereof, shall in no way
relieve the Proposer of any obligations with respect to its proposal or any resulting contract.
No claim for additional compensation shall be allowed if based upon a lack of knowledge of any
contract document.
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IV. Evaluation and Award Criteria
TCC is not awarding this contract based on price alone. Proposals will be evaluated based on
the Offeror's demonstrated ability to successfully perform the Scope of Work and provide
high-quality legal services to TCC. A total of 100 points is available. The selection criteria will
include all of the following:
1. Relevant Experience and Qualifications: (35 Points). The Offeror shall
demonstrate the qualifications, experience, and expertise of the attorneys and
other personnel proposed to perform the services. Particular consideration will
be given to experience representing Tribal governments, Tribal organizations,
Alaska Native entities, health organizations, and other governmental or
nonprofit entities, as well as experience in the practice areas identified in the
Scope of Work. The Offeror shall provide resumes, biographies, and descriptions
of relevant experience for all key personnel proposed to perform services under
the contract. Total Available Points: 35.
2. Understanding of the Scope of Work and Tribal Legal Issues (20 Points). The
Offeror shall demonstrate a clear understanding of the Scope of Work, TCC's
operational environment, and the legal issues commonly affecting Tribal
organizations and Alaska Native entities. Evaluation will consider the Offeror's
understanding of the legal, regulatory, governance, compliance, and operational
matters relevant to the requested services. Total Available Points: 20.
3. Technical Approach and Service Delivery Methodology (15 Points). The Offeror
shall describe its approach for providing timely, responsive, and effective legal
services. The proposal should explain how the firm will assess legal issues, gather
relevant information, communicate with TCC personnel, manage projects and
deadlines, and deliver practical legal advice and work product. Evaluation will
consider the firm's ability to provide efficient, high-quality legal representation
and counsel across the range of services contemplated by the Scope of Work.
Total Available Points: 15.
4. Staffing and Management Plan (15 Points). The Offeror shall describe the firm's
organizational structure, supervisory responsibilities, and assignment of
personnel. The proposal should identify the lead attorney(s), supporting
attorneys, and other staff who will provide services and explain how work will be
staffed and supervised. Evaluation will consider whether the proposed staffing
and management structure demonstrates adequate resources, clear lines of
communication, accountability, continuity of service, and the capacity to meet
TCC's legal service needs. Total Available Points: 15
5. Cost Proposal (15 Points). The Offeror shall submit proposed hourly rates and
any alternative fee arrangements, including flat-fee or contingency-fee services,
where applicable. Cost proposals will be evaluated for reasonableness,
competitiveness, and overall value to TCC. For evaluation purposes only, the
evaluated cost of eligible Alaska Native/American Indian-owned businesses will
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be reduced by ten percent (10%). This preference will not affect the actual
contract amount or rates paid under any resulting contract. To receive the
preference, Offerors must complete and submit Appendix A. Total Available
Points: 15
V. Management
Robin Brown, General Counsel with the TCC Legal Department will manage this contract for
TCC. If a party changes its contract manager, then the party will notify the other in writing of
this change.
VI. Term of Contract
Subject to Section IX.4. Suspension and Termination in the Terms and Conditions, the Services
shall start upon receiving a fully signed agreement October 1, 2026, and shall end September
30, 2031.
VII. Payment
Contractor shall submit a properly prepared invoices. Payment shall be made no later than
thirty (30) days after TCC determines that the Scope of Services agreed upon is being adhered
to, satisfactory progress made, and Contractor has furnished TCC with Contractors Tax ID
number and all required documents.
VIII. Schedule
The anticipated schedule is as follows.
Question Deadline August 14, 2026
Addendum Issued August 21, 2026
Proposal Due September 4, 2026 (2:00pm)
Issue Notice of Intent to Award (NOITA) September 16, 2026
Execute Contract /Notice to Proceed October 1, 2026
Contract End Date September 30, 2031
All dates are approximate and contingent upon the completion of previous activities.
IX. Terms and Conditions
1. Standards of Performance.
A. The standard of care for all professional services performed or furnished by Attorneys
under this Agreement will be the care and skill ordinarily used by Attorneys licensed and
practicing under similar circumstances, at the same time, and in the State of Alaska.
B. TCC shall not be responsible for discovering deficiencies in the technical accuracy of
Attorney's services. Attorney shall correct any such deficiencies in technical accuracy
without additional compensation, except to the extent such corrective action is directly
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and solely attributable to deficiencies in TCC-furnished information.
C. Attorneys and TCC shall comply with applicable State, Federal, and Tribal Laws and
Regulations, and TCC-mandated standards that TCC provides to Attorney.
2. Use of Documents.
A. A party may rely on data or information set forth on paper (also known as hard copies)
that the party receives from the other party by mail, hand delivery, or facsimile. Files in
electronic media format of text, data, graphics, or other types that are furnished by one
party to the other are furnished only for convenience, not reliance by the receiving party.
If there is a discrepancy between the electronic files and the hard copies, the hard copies
shall govern.
B. When transferring Documents in electronic media format, the transferring party makes no
representations as to long-term compatibility, usability, or readability of such Documents
resulting from the use of software application packages, operating systems, or computer
hardware differing from those used by the Documents' creator. For this reason, Attorneys
shall provide TCC with hard copies of all Documents required to complete the services
required under this Agreement.
3. Insurance.
A. Attorney shall procure and maintain insurance as set forth in this Section during the term
of this Agreement. Attorney shall cause TCC to be listed as an additional insured on any
applicable general liability insurance policy carried by Attorney during the term of this
Agreement. All insurance coverages required under this Agreement shall be on a "per
occurrence" basis. Attorney shall deliver to TCC certificates of insurance evidencing the
coverages indicated below and, upon request by TCC, shall provide copies of the insurance
policy carried by Attorney for TCC's review. Such certificates shall be furnished prior to
commencement of Attorney services and at renewal periods thereafter during the term of
the Agreement. The Attorney may achieve the required limits and coverage for
Commercial General Liability and Automobile Liability through a combination of primary
and excess or umbrella liability insurance, provided such primary and excess or umbrella
liability insurance policies result in the same or greater coverage as the coverages required
under this Section 3.B, and in no event shall any excess or umbrella liability insurance
provide narrower coverage than the primary policy. The excess policy shall not require the
exhaustion of the underlying limits only through the actual payment by the underlying
insurer.
B. Contractor waives all rights against Owner and its agents, officers, directors and
employees for recovery of damages to the extent these damages are covered by the
general liability, auto liability, workers compensation and employers liability or
commercial umbrella liability insurance obtained by Contractor pursuant to this
agreement. Contractor, pursuant to this agreement, shall obtain an endorsement to all
policies to affect this waiver.
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C. Attorney shall, at its sole cost and expense, maintain the following insurance coverages
until the termination of this Agreement:
1. Commercial General Liability with policy limits of not less than One Million Dollars
($1,000,000) for each occurrence, Two Million Dollars ($2,000,000) in the aggregate
for bodily injury and property damage.
2. Automobile Liability covering vehicles owned, and non-owned vehicles used, by the
Attorney with policy limits of not less than One Million Dollars ($1,000,000) per
accident for bodily injury, death of any person, and property damage arising out of
the TCC ship, maintenance, and use of those motor vehicles, along with any other
statutorily required automobile coverage.
3. Workers' Compensation at statutory limits.
4. Employers' Liability with policy limits not less than One Million Dollars (1,000,000)
Each accident; One Million Dollars ($1,000,000) by disease policy limit; One Million
Dollars ($1,000,000) by disease each employee.
5. Professional Liability covering negligent acts, errors, and omissions in the
performance of professional services with policy limits of not less than Two Million
Dollars ($2,000,000) each occurrence, Two Million Dollars ($2,000,000) in the
aggregate. The Contractor warrants that any retroactive date applicable to coverage
under the policy precedes the effective date of this contract; and that continuous
coverage will be maintained or an extended discovery period will be exercised for a
period of 2 years beginning from the time that work under the contract is completed.
6. Umbrella Insurance Policy If Contractor maintains Umbrella or Excess Liability
insurance, such coverage shall be maintained throughout the term of the Agreement
at the full limits carried by Contractor.
D. At any time, TCC may request that Attorney, at TCC's sole expense, provide additional
insurance coverage, increased limits, or revised deductibles that are more protective than
those specified in this Section. If so, requested by TCC, and if commercially available,
Attorney shall obtain such additional insurance coverage, different limits, or revised
deductibles for such periods of time as requested by TCC, and this Section will be
supplemented to incorporate these requirements.
4. Suspension and Termination
A. Suspension. TCC reserves the right to suspend the services upon seven (7) days written
notice to Attorney.
B. Termination. The obligation to provide further services under this Agreement may be
terminated:
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