36C10D24Q0027_1.docx

Solicitation: 36C10D24Q0027

PAGE 1 OF

1. REQUISITION NO.

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NO.

5. SOLICITATION NUMBER

6. SOLICITATION ISSUE DATE

a. NAME

b. TELEPHONE NO. (No Collect Calls)

8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY

CODE

10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE:

% FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ

IFB

RFP

15. DELIVER TO

CODE

16. ADMINISTERED BY

CODE

17a. CONTRACTOR/OFFEROR

CODE

FACILITY CODE

18a. PAYMENT WILL BE MADE BY

CODE

TELEPHONE NO.

UEI:

EFT:

PHONE:

FAX:

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN OFFER 18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK BELOW IS CHECKED

SEE ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

(Use Reverse and/or Attach Additional Sheets as Necessary)

25. ACCOUNTING AND APPROPRIATION DATA

26. TOTAL AWARD AMOUNT (For Govt. Use Only) 27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 AND 52.212-5 ARE ATTACHED. ADDENDA

ARE

ARE NOT ATTACHED.

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA

ARE

ARE NOT ATTACHED

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN _______________

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY

(BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER) 30b. NAME AND TITLE OF SIGNER (TYPE OR PRINT) 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER (TYPE OR PRINT) 31c. DATE SIGNED

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. NOV 2021)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30

VA

F36B334-24-0000004 36C10D24Q0027 11-20-2023 Rebecca S. Quilhot 563-424-5874 12-20-2023 9:00

EST

00101 Department of Veterans Affairs Veterans Benefits Administration Acquisition Directorate 1800 G Street NW Washington DC 20006 X X 238210 $19 Million N/A X Department of Veterans Affairs Veterans Benefits Administration Lincoln VA Regional Office 3800 Village Drive Lincoln NE 68516 00101 Department of Veterans Affairs Veterans Benefits Administration Acquisition Directorate 1800 G Street NW Washington DC 20006

All invoices must be submitted via:

TUNGSTEN NETWORK.

See CONTINUATION Page The Contractor shall provide maintenance and repair services for the Uninterrupted Power Supply system at the Lincoln VA Regional Office of the Veterans Benefits Administation pursuant to the terms and conditions contained herein.

For Information prior to November 28, please contact Rebecca Quilhot. For information after November 29, please contact Eric Davidson at eric.davidson@va.gov See CONTINUATION Page

VBA-2024--0151ADD-B3343096-B33403096--VBADFASA----252103

----685014737-00-VBAOVH01----2024------1-1-

X X 1(One) Rebecca S. Quilhot, Contracting Officer

VA-VBA-2020-144ED0C2

Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

1. Contract Administration: All contract administration matters will be handled by the following individuals:

a. CONTRACTOR:

b. GOVERNMENT: Contracting Officer 36C10E Department of Veterans Affairs Veterans Benefits Administration Acquisition Directorate 1800 G Street NW Washington DC 20006

2. CONTRACTOR REMITTANCE ADDRESS: All payments by the Government to the contractor will be made in accordance with:

3. INVOICES: Invoices shall be submitted in arrears:

4. GOVERNMENT INVOICE ADDRESS: All Invoices from the contractor shall be submitted electronically in accordance with VAAR Clause 852.232-72 Electronic Submission of Payment Requests.

Refer to Tungsten Invoice instructions page XX of XX

ACKNOWLEDGMENT OF AMENDMENTS: The offeror acknowledges receipt of amendments to the Solicitation numbered and dated as follows:

Page 1 of Page 1 of

B.2 STATEMENT OF WORK (SOW)

UPS/BATTERIES PURCHASE & MAINTENANCE CONTRACT

US Department of Veterans Affairs Lincoln Regional Office 3800 Village Drive Lincoln NE 68516

A. GENERAL GUIDANCE

· Four (4) Battery cartridges #152 with 2 Year Warranty (APCRBC152). APC Replacement and Installation.

· Forty-Eight (48) Symmetra PX Battery Units (SYBTU1-PLP). Battery Replacement and Installation.

· One (1) Base annual maintenance contract with Semi-annual Preventative Maintenance (PM) for the UPS and batteries, to support functionality.

· APC Smart-UPS SRT 3000VA RM (SRT3000RMXLA) - Serial Numbers:

AS1823191417 o AS1949292379 o AS1823191405 o AS1823191415

· APC SY20KF – Serial Number: o PD0947160129

The battery acquisition is necessary to replace the existing ones that have reached their end-of-life expectancy. Replacing the batteries will keep the Lincoln RO computer network up and running to specifications and will minimize the possibility of unforeseen downtime due to power outages, spikes, and brownouts.

The UPS System and Batteries maintenance contract is intended to provide complete full preventive maintenance, repair, modification, and installation services for the components of the UPS system and batteries within the Lincoln VARO. The Contractor shall provide all supervision, labor, administrative support, materials, tools, parts, supplies, equipment, software, hardware, freight, lodging, transportation costs (rental car, air fare, …etc.), PERDIEM, and transportation to and from work site necessary to fulfill all the requirements of this Statement of Work (SOW) effectively and efficiently.

The scope of services includes routine and preventive maintenance (PM) to the UPS system and batteries to be procured in this SOW.

New and or additional UPS system and battery components repaired and/or installed during the duration of the contract will be maintained under this maintenance contract. The Contractor will coordinate with the Contracting Officer Representative (COR) on any new and additional component implementation to ensure that any project related warranty and contractual service on new hardware remains in force.

Replacement services shall be performed during normal hours, Monday-Friday between the hours of 8:00 am and 3:00 pm.

A.3 Maintenance Contract Duration. The term of this requirement consists of a one (1) year base period with four (4) one (1) year option periods. Semi-annual Inspections will take place with the first inspection starting the 6th month after installation.

B. GOVERNMENT FURNISHED ITEMS

C. CONTRACTOR FURNISHED ITEMS AND REQUIREMENTS

Unless specifically approved by the Contracting Officer, all material and equipment installed to the existing system shall be new and shall be the products of the manufacturers regularly engaged in the production of such equipment. In addition, they shall be the manufacturer’s latest field proven standard designs available at the time of delivery, except for such modifications from the manufacturers standard as may be required, to conform to these requirements. Where two or more units of the same class equipment are required, such units shall be the standard products of a single manufacturer. Manufacturers shall be so established in the industry that prompt, continuing service, and delivery of replacement parts may be assured.

D. SECURITY

The contractor and other personnel (e.g., trainers, repair personnel) shall: Contact SSD’s Support Services Supervisor (Kip Shestak kip.shestak@va.gov) and VA IT Operations Manager (Jeff Broughton jeff.broughton@va.gov) with the name of the technician who will be performing services at the Lincoln RO. Local VA Management will be contacted to schedule appointments prior to arriving at the site for site surveys, installation, repairs, etc.

The Contractor is required to enter and exit the Lincoln through the front entrance and will always be escorted. Upon entering the building, the contractor and/or contractor employees will be required to show proof of identity (must have a valid photo ID) as well as pass through a security screening. The contractor will be always escorted while inside the Regional Office.

E. SAFETY

Equipment - The Contractor shall provide all safety equipment/devices, MSDS, personal protective equipment and clothing as required for its employees. Copies of all MSDS shall be provided to the COR.

E.2.1 The Contractor shall adhere to the NFPA AND ANSI standards as they pertain to electrical equipment maintenance.

E.2.2 The Contractor, at its own expense and in its own name, must provide and keep in force during the term of this Agreement, the following insurance coverages, provided by a company(s) licensed to conduct business in the State of Nebraska:

a) Worker’s Compensation Insurance, including Employer’s Liability Insurance, complying with the laws of the State of Nebraska.

b) Comprehensive General Liability Insurance, including Contractual Liability and Products Completed Operations Liability as well as coverage on all Contractor’s equipment owned, hired, or used in performance of this contract.

F. DESCRIPTION OF SERVICES

The following services shall be provided by the Contractor:

F.1 Scheduled Maintenance. Semi-annual Inspections will take place with the first inspection starting the 6th month after installation. Contractor will provide all parts, labor, and expertise necessary to complete required maintenance tasks. Additionally, semi-annual Preventive Maintenance (PM) for the UPS/battery system inspections shall also include, but are not limited to the following:

a) Check the integrity of the Battery/Rack cabinet. Check unit tops for cleanliness. Visually inspect for cleanliness, leakage, corrosion, gas/vapor leaks, voltage levels, charging current, ohmic readings, float voltage of cells…etc. Ensure all batteries and UPS System are functioning per manufactures specifications.

b) Check the general appearance and cleanliness of the batteries and system. Visual inspection of units for cracks, leaks, and excessive bulging of containers.

c) Check for any evidence of corrosion at the terminals and connectors. Perform Infrared Scan verifying tightness of circuit breakers and panel board(s) branch circuits, high and low voltage junction box terminals, transformer, terminal block, and ground/neutral bus bar connections. Verify continuity of fuses, grounding electrode conductor (all isolated grounds).

d) Inspection for loose or damaged parts. Check power capacitors, vent caps, voltage and current meter readings, harmonic trap filter currents, breakers, fuses, connections, wiring, contacts, cables…etc.

e) Record ambient battery room temperature.

f) Check and record phase-to-phase input voltage and currents, record low voltage power supply levels, check for evidence of heat discoloration, check inverter and rectifier snubbers for signs of damage. Measure and record AC ripple voltages and current being applied to the battery/UPS system. Ensure all batteries and UPS System are functioning per manufactures specifications.

g) Provide a written report noting any deficiencies along with a plan for corrective action. Documentation shall provide necessary date for the manufacturer’s warranty requirements.

F.2 Unscheduled maintenance. Emergency requests will be responded to within 8 hours or less, 24hrs/day, 7 days/week. Inoperable UPS battery components will be repaired or replaced within 24 hours.

Parts include those items that must be replaced due to fair wear and tear. The cost for parts and labor for maintenance or damage resulting from operator negligence may be submitted through the Contracting Officer for consideration of payment.

If parts are required, a verbal estimate of all costs must be pre-approved by the IT Operations Manager. All parts are to be readily available and provided by the contractor.

F.3 UPS battery spare parts inventory. The contractors will maintain a spare parts inventory sufficient for specified maintenance and repair requirements to keep the UPS systems and batteries components continuously operating. Contractor shall at the end of the contract purchase and install new replacement batteries as part of the close out.

G. HAZARDOUS WASTE DISPOSAL

The contractor will remove, recycle/dispose existing UPS/Batteries and dunnage to an offsite location in accordance with EPA guidelines.

H. SPECIFIC MANDATORY TASKS AND ASSOCIATED DELIVERABLES

Without additional expense to the Government, competent equipment manufacturer or personnel or an authorized representative shall:

H.5 Provide helpdesk points of contact/ telephone numbers of individuals that can be reached in the event of equipment malfunction or questions.

I. SPECIAL CONDITIONS

I.1 The Contractor shall coordinate all on site work effort with the local management for installation, access to worksite, escort requirements in sensitive areas, acceptable location of contractor’s equipment/supplies, daily clean-up efforts, contractor’s employee company identification, etc.

J. SCHEDULE FOR DELIVERABLES

The Contractor shall coordinate daily work hours with the Program Manager (PM). Any technical questions regarding the installation of the system or its technical operation shall also be directed to the PM.

K. CHANGES TO THE STATEMENT OF WORK

L. TRAVEL/LABOR/EXPENSES

Maintenance labor, travel labor, and travel expenses will be the responsibility of the Contractor.

M. WARRANTY

M.1 The Contractor shall warrant to the government, all parts, components, and devices comprising the working system beginning on the date of acceptance by the government. Additionally, it is required that the Contractor provide the government with a list of the devices/component’s manufacturer warranties.

N. GOVERNMENT RESPONSIBILITIES

N.1 Acceptance by the Government will be given after the satisfactory completion of the installation of the system, training, and performance and reliability testing. Receipt by the Government of all required drawings and documents must also have been verified by the PM and/or local VA Management Staff.

N.2 Acceptance by the government for this project will occur when all components and devices are properly installed and tested to the satisfaction of the VA and/or PM.

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

Uninterrupted Power Supply Preventative Maintenance Agreement. All services to be performed under this contract will be in accordance with the Statement of Work.

Contract Period: Base POP Begin: 03-01-2024 POP End: 02-28-2025 PRINCIPAL NAICS CODE: 238210 - Electrical Contractors and Other Wiring Installation Contractors PRODUCT/SERVICE CODE: J061 - Maintenance, Repair, and Rebuilding of Equipment - Electric Wire and Power Distribution Equipment Contractor shall furnish all services, equipment, tools, personnel, facilities and transportation in accordance with the Statement of Work

(APCRBC152). Battery cartridges #152 with 2 Year Warranty APC Replacement and Installation.

POP Begin: 03-01-2024 POP End: 02-28-2025 PRINCIPAL NAICS CODE: 238210 - Electrical Contractors and Other Wiring Installation Contractors PRODUCT/SERVICE CODE: J061 - Maintenance, Repair, and Rebuilding of Equipment - Electric Wire and Power Distribution Equipment Contractor to purchase and install battery cartridge's during the 1st Preventative Maintenance Check

Symmetra PX Battery Units (SYBTU1-PLP). Battery Replacement and Installation.

POP Begin: 03-01-2024 POP End: 02-28-2025 PRINCIPAL NAICS CODE: 238210 - Electrical Contractors and Other Wiring Installation Contractors PRODUCT/SERVICE CODE: J061 - Maintenance, Repair, and Rebuilding of Equipment - Electric Wire and Power Distribution Equipment Contractor to purchase and install all 48 batteries during the 1st Preventative Maintenance Check

Uninterrupted Power Supply Preventative Maintenance Agreement. All services to be performed under this contract will be in accordance with the Statement of Work.

Contract Period: Option 1 POP Begin: 03-01-2025 POP End: 02-28-2026 PRINCIPAL NAICS CODE: 238210 - Electrical Contractors and Other Wiring Installation Contractors PRODUCT/SERVICE CODE: J061 - Maintenance, Repair, and Rebuilding of Equipment - Electric Wire and Power Distribution Equipment Contractor shall furnish all services, equipment, tools, personnel, facilities and transportation in accordance with the Statement of Work

Uninterrupted Power Supply Preventative Maintenance Agreement. All services to be performed under this contract will be in accordance with the Statement of Work.

Contract Period: Option 2 POP Begin: 03-01-2026 POP End: 02-28-2027 PRINCIPAL NAICS CODE: 238210 - Electrical Contractors and Other Wiring Installation Contractors PRODUCT/SERVICE CODE: J061 - Maintenance, Repair, and Rebuilding of Equipment - Electric Wire and Power Distribution Equipment Contractor shall furnish all services, equipment, tools, personnel, facilities and transportation in accordance with the Statement of Work

Uninterrupted Power Supply Preventative Maintenance Agreement. All services to be performed under this contract will be in accordance with the Statement of Work.

Contract Period: Option 3 POP Begin: 03-01-2027 POP End: 02-28-2028 PRINCIPAL NAICS CODE: 238210 - Electrical Contractors and Other Wiring Installation Contractors PRODUCT/SERVICE CODE: J061 - Maintenance, Repair, and Rebuilding of Equipment - Electric Wire and Power Distribution Equipment Contractor shall furnish all services, equipment, tools, personnel, facilities and transportation in accordance with the Statement of Work

Uninterrupted Power Supply Preventative Maintenance Agreement. All services to be performed under this contract will be in accordance with the Statement of Work.

Contract Period: Option 4 POP Begin: 03-01-2028 POP End: 02-28-2029 PRINCIPAL NAICS CODE: 238210 - Electrical Contractors and Other Wiring Installation Contractors PRODUCT/SERVICE CODE: J061 - Maintenance, Repair, and Rebuilding of Equipment - Electric Wire and Power Distribution Equipment Contractor shall furnish all services, equipment, tools, personnel, facilities and transportation in accordance with the Statement of Work

B.4 DELIVERY SCHEDULE

Lincoln Regional Office 3800 Village Drive Lincoln, NE 68516

USA

402-420-4108 kip.shestak@va.gov

Lincoln Regional Office 3800 Village Drive Lincoln, NE 68516

USA

Lincoln Regional Office 3800 Village Drive Lincoln, NE 68516

USA

Lincoln Regional Office 3800 Village Drive Lincoln, NE 68516

USA

Lincoln Regional Office 3800 Village Drive Lincoln, NE 68516

USA

Lincoln Regional Office 3800 Village Drive Lincoln, NE 68516

USA

Lincoln Regional Office 3800 Village Drive Lincoln, NE 68516

USA

Page 1 of

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (DEC 2022)

(a) Inspection/Acceptance. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance will not correct the defects or is not possible, the Government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services. The Government must exercise its post-acceptance rights—

(1) Within a reasonable time after the defect was discovered or should have been discovered; and

(2) Before any substantial change occurs in the condition of the item, unless the change is due to the defect in the item.

(b) Assignment. The Contractor or its assignee may assign its rights to receive payment due as a result of performance of this contract to a bank, trust company, or other financing institution, including any Federal lending agency in accordance with the Assignment of Claims Act (31 U.S.C. 3727). However, when a third party makes payment (e.g., use of the Governmentwide commercial purchase card), the Contractor may not assign its rights to receive payment under this contract.

(c) Changes. Changes in the terms and conditions of this contract may be made only by written agreement of the parties.

(d) Disputes. This contract is subject to 41 U.S.C. chapter 71, Contract Disputes. Failure of the parties to this contract to reach agreement on any request for equitable adjustment, claim, appeal or action arising under or relating to this contract shall be a dispute to be resolved in accordance with the clause at Federal Acquisition Regulation (FAR) 52.233-1, Disputes, which is incorporated herein by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

(e) Definitions. The clause at FAR 52.202-1, Definitions, is incorporated herein by reference.

(f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence such as, acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to the Contracting Officer of the cessation of such occurrence.

(g) Invoice.

(1) The Contractor shall submit an original invoice and three copies (or electronic invoice, if authorized) to the address designated in the contract to receive invoices. An invoice must include—

(i) Name and address of the Contractor;

(ii) Invoice date and number;

(iii) Contract number, line item number and, if applicable, the order number;

(iv) Description, quantity, unit of measure, unit price and extended price of the items delivered;

(v) Shipping number and date of shipment, including the bill of lading number and weight of shipment if shipped on Government bill of lading;

(vi) Terms of any discount for prompt payment offered;

(vii) Name and address of official to whom payment is to be sent;

(viii) Name, title, and phone number of person to notify in event of defective invoice; and

(ix) Taxpayer Identification Number (TIN). The Contractor shall include its TIN on the invoice only if required elsewhere in this contract.

(x) Electronic funds transfer (EFT) banking information.

(A) The Contractor shall include EFT banking information on the invoice only if required elsewhere in this contract.

(B) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision, contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer—System for Award Management, or 52.232-34, Payment by Electronic Funds Transfer—Other Than System for Award Management), or applicable agency procedures.

(C) EFT banking information is not required if the Government waived the requirement to pay by EFT.

(2) Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C. 3903) and Office of Management and Budget (OMB) prompt payment regulations at 5 CFR part 1315.

(h) Patent indemnity. The Contractor shall indemnify the Government and its officers, employees and agents against liability, including costs, for actual or alleged direct or contributory infringement of, or inducement to infringe, any United States or foreign patent, trademark or copyright, arising out of the performance of this contract, provided the Contractor is reasonably notified of such claims and proceedings.

(i) Payment.—

(1) Items accepted. Payment shall be made for items accepted by the Government that have been delivered to the delivery destinations set forth in this contract.

(2) Prompt payment. The Government will make payment in accordance with the Prompt Payment Act (31 U.S.C. 3903) and prompt payment regulations at 5 CFR part 1315.

(3) Electronic Funds Transfer (EFT). If the Government makes payment by EFT, see 52.212-5(b) for the appropriate EFT clause.

(4) Discount. In connection with any discount offered for early payment, time shall be computed from the date of the invoice. For the purpose of computing the discount earned, payment shall be considered to have been made on the date which appears on the payment check or the specified payment date if an electronic funds transfer payment is made.

(5) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment or that the Government has otherwise overpaid on a contract financing or invoice payment, the Contractor shall—

(i) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the—

(A) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment);

(B) Affected contract number and delivery order number, if applicable;

(C) Affected line item or subline item, if applicable; and

(D) Contractor point of contact.

(ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer.

(6) Interest.

(i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in 41 U.S.C. 7109, which is applicable to the period in which the amount becomes due, as provided in (i)(6)(v) of this clause, and then at the rate applicable for each six-month period as fixed by the Secretary until the amount is paid.

(ii) The Government may issue a demand for payment to the Contractor upon finding a debt is due under the contract.

(iii) Final decisions. The Contracting Officer will issue a final decision as required by 33.211 if—

(A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30 days;

(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the Contractor has requested an installment payment agreement; or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see 32.607-2).

(iv) If a demand for payment was previously issued for the debt, the demand for payment included in the final decision shall identify the same due date as the original demand for payment.

(v) Amounts shall be due at the earliest of the following dates:

(A) The date fixed under this contract.

(B) The date of the first written demand for payment, including any demand for payment resulting from a default termination.

(vi) The interest charge shall be computed for the actual number of calendar days involved beginning on the due date and ending on—

(A) The date on which the designated office receives payment from the Contractor;

(B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been withheld as a credit against the contract debt; or

(C) The date on which an amount withheld and applied to the contract debt would otherwise have become payable to the Contractor.

(vii) The interest charge made under this clause may be reduced under the procedures prescribed in FAR 32.608-2 in effect on the date of this contract.

(j) Risk of loss. Unless the contract specifically provides otherwise, risk of loss or damage to the supplies provided under this contract shall remain with the Contractor until, and shall pass to the Government upon:

(1) Delivery of the supplies to a carrier, if transportation is f.o.b. origin; or

(2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation is f.o.b. destination.

(k) Taxes. The contract price includes all applicable Federal, State, and local taxes and duties.

(l) Termination for the Government's convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the Contractor shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system, have resulted from the termination. The Contractor shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor's records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.

(m) Termination for cause. The Government may terminate this contract, or any part hereof, for cause in the event of any default by the Contractor, or if the Contractor fails to comply with any contract terms and conditions, or fails to provide the Government, upon request, with adequate assurances of future performance. In the event of termination for cause, the Government shall not be liable to the Contractor for any amount for supplies or services not accepted, and the Contractor shall be liable to the Government for any and all rights and remedies provided by law. If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience.

(n) Title. Unless specified elsewhere in this contract, title to items furnished under this contract shall pass to the Government upon acceptance, regardless of when or where the Government takes physical possession.

(o) Warranty. The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular purpose described in this contract.

(p) Limitation of liability. Except as otherwise provided by an express warranty, the Contractor will not be liable to the Government for consequential damages resulting from any defect or deficiencies in accepted items.

(q) Other compliances. The Contractor shall comply with all applicable Federal, State and local laws, executive orders, rules and regulations applicable to its performance under this contract.

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 4701 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

(s) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:

(1) The schedule of supplies/services.

(2) The Assignments, Disputes, Payments, Invoice, Other Compliances, Compliance with Laws Unique to Government Contracts, and Unauthorized Obligations paragraphs of this clause;

(3) The clause at 52.212-5.

(4) Addenda to this solicitation or contract, including any license agreements for computer software.

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

(1) Except as stated in paragraph (u)(2) of this clause, when any supply or service acquired under this contract is subject to any End User License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (31 U.S.C. 1341), the following shall govern:

(i) Any such clause is unenforceable against the Government.

(ii) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the EULA, TOS, or similar legal instrument or agreement. If the EULA, TOS, or similar legal instrument or agreement is invoked through an “I agree” click box or other comparable mechanism (e.g., “click-wrap” or “browse-wrap” agreements), execution does not bind the Government or any Government authorized end user to such clause.

(iii) Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement.

(2) Paragraph (u)(1) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations and procedures.

(v) Incorporation by reference. The Contractor’s representations and certifications, including those completed electronically via the System for Award Management (SAM), are incorporated by reference into the contract.

(End of Clause) ADDENDUM to FAR 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES Clauses that are incorporated by reference (by Citation Number, Title, and Date), have the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available.

The following clauses are incorporated into 52.212-4 as an addendum to this contract:

C.2 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 30 days.

(End of Clause)

C.3 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within 30 days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed five (5) years.

(End of Clause) C.4 VAAR 852.219-73 VA NOTICE OF TOTAL SET-ASIDE FOR CERTIFIED SERVICE-DISABLED VETERAN-OWNED SMALL BUSINESSES (JAN 2023) (DEVIATION)

(a) Definition. for the Department of Veterans Affairs, ‘‘Service-disabled Veteran-owned small business concern or SDVOSB’’:

(1) Means a small business concern—

(i) Not less than 51 percent of which is owned by one or more service-disabled Veterans or, in the case of any publicly owned business, not less than 51 percent of the stock of which is owned by one or more service-disabled Veterans or eligible surviving spouses (see VAAR 802.201, Surviving Spouse definition);

(ii) The management and daily business operations of which are controlled by one or more service-disabled Veterans (or eligible surviving spouses) or, in the case of a service-disabled Veteran with permanent and severe disability, the spouse or permanent caregiver of such Veteran;

(iii) The business meets Federal small business size standards for the applicable North American Industry Classification System (NAICS) code identified in the solicitation document;

(iv) The business has been certified for ownership and control pursuant to 38 U.S.C. 8127, 13 CFR 128, and is listed as certified in the SBA certification database at https://veterans.certify.sba.gov/; and

(v) The business agrees to comply with VAAR subpart 819.70 and Small Business Administration (SBA) regulations regarding small business size, government contracting, and the Veteran Small Business Certification Program at 13 CFR parts 121, 125, and 128.

(2) The term ‘‘Service-disabled Veteran’’ means a Veteran, as defined in 38 U.S.C. 101(2), with a disability that is service-connected, as defined in 38 U.S.C. 101(16).

(3) The term ‘‘small business concern’’ has the meaning given that term under section 3 of the Small Business Act (15 U.S.C. 632).

(4) The term ‘‘small business concern owned and controlled by Veterans with service-connected disabilities’’ has the meaning given the term ‘‘small business concern owned and controlled by service-disabled veterans’’ under section 3(q)(2) of the Small Business Act (15 U.S.C. 632(q)(2)).

(5) The term “SDVOSB participant” or certified SDVOSB means a small business that has been certified in the SBA Veteran Small Business Certification Program and listed in the SBA certification database (see 13 CFR 128.102).

(b) General. In order for a concern to submit an offer and be eligible for the award of an SDVOSB set-aside or sole source contract, the concern must qualify as a small business concern under the size standard corresponding to the NAICS code assigned to the contract and be listed as an SDVOSB participant in the SBA certification database as set forth in 13 CFR 128.

(1) Offers received from entities that are not certified SDVOSBs and listed in the SBA certification database at the time of offer shall not be considered.

(2) Any award resulting from this solicitation shall be made to a certified SDVOSB listed in the SBA certification database who is eligible at the time of submission of offer(s) and at the time of award.

(3) The requirements in this clause apply to any contract, order or subcontract where the firm receives a benefit or preference from its designation as an SDVOSB, including set-asides, sole source awards, and evaluation preferences.

(c) Representation. Pursuant to 38 U.S.C. 8127(e), only certified SDVOSBs listed in the SBA certification database are considered eligible to receive award of a resulting contract. By submitting an offer, the prospective contractor represents that it is an eligible and certified SDVOSB as defined in this clause, 13 CFR 121, 125, and 128, and VAAR subpart 819.70.

(d) Agreement/LOS certification. When awarded a contract action, including orders under multipleaward contracts, an SDVOSB agrees that in the performance of the contract, the SDVOSB shall comply with requirements in VAAR subpart 819.70 and SBA regulations on small business size, and government contracting programs at 13 CFR part 121 and part 125, including the non-manufacturer rule and limitations on subcontracting (LOS) requirements in 13 CFR 121.406(b) and 13 CFR 125.6. For the purpose of limitations on subcontracting, only certified SDVOSBs listed in the SBA certification database (including independent contractors) shall be considered eligible and/or ‘‘similarly situated’’ (i.e., a firm that has the same small business program status as the prime contractor). An otherwise eligible firm further agrees to comply with the required LOS certification requirements in this solicitation (see 852.219–75 or 852.219–76 as applicable). These requirements are summarized as follows:

(1) Services. In the case of a contract for services (except construction), the SDVOSB prime contractor will not pay more than 50% of the amount paid by the government to the prime for contract performance to firms that are not certified SDVOSBs listed in the SBA certification database (excluding direct costs to the extent they are not the principal purpose of the acquisition and the SDVOSB/ VOSB does not provide the service, such as airline travel, cloud computing services, or mass media purchases). When a contract includes both services and supplies, the 50 percent limitation shall apply only to the service portion of the contract.

(2) Supplies/products.

(i) In the case of a contract for supplies or products (other than from a non-manufacturer of such supplies), the SDVOSB prime contractor will not pay more than 50% of the amount paid by the government to the prime for contract performance, excluding the cost of materials, to firms that are not certified SDVOSBs listed in the SBA certification database. When a contract includes both supply and services, the 50 percent limitation shall apply only to the supply portion of the contract.

(ii) In the case of a contract for supplies from a non-manufacturer, the SDVOSB prime contractor will supply the product of a domestic small business manufacturer or processor, unless a waiver as described in 13 CFR 121.406(b)(5) has been granted. Refer to 13 CFR 125.6(a)(2)(ii) for guidance pertaining to multiple item procurements.

(3) General construction. In the case of a contract for general construction, the SDVOSB prime contractor will not pay more than 85% of the amount paid by the government to the prime for contract performance, excluding the cost of materials, to firms that are not certified SDVOSBs listed in the SBA certification database.

(4) Special trade construction contractors. In the case of a contract for special trade contractors, no more than 75% of the amount paid by the government to the prime for contract performance, excluding the cost of materials, may be paid to firms that are not certified SDVOSBs listed in the SBA certification database.

(5) Subcontracting. An SDVOSB subcontractor must meet the NAICS size standard assigned by the prime contractor and be certified and listed in the SBA certification database to count as similarly situated. Any work that a first tier SDVOSB subcontractor further subcontracts will count towards the percent of subcontract amount that cannot be exceeded.