36C10D25Q0104_1.docx

36C10D25Q0104

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

F36B318-25-0000056

36C10D25Q0104 06-04-2025 Dirk Kelley Dirk.Kelley@va.gov 06-18-2025

3:00 PM

EDT

00101 Department of Veterans Affairs Veterans Benefits Administration (VBA) OMS - Acquisition Directorate 1800 G Street NW Washington DC 20006

X

561210 $47 Million

N/A

00318 Department of Veterans Affairs Veterans Benefits Administration (VBA) Winston Salem VA Regional Office 251 North Main Street Winston Salem, NC 27101 00101 Department of Veterans Affairs Veterans Benefits Administration (VBA) OMS - Acquisition Directorate

For invoice instructions, refer to Section A.3 of this RFQ Solicitation below.

This Request for Quotation (RFQ) solicitation is on behalf of the Winston Salem, North Carolina, Veterans Affairs

Regional Office (VARO) that includes the performance of HVAC Preventative Maintenance services. Refer to the

Statement of Work herein for further information. This requirement is a total set-aside for Service-Disabled

Veteran-Owned Small Businesses (SDVOSBs).

Only Quotations from SDVOSB concerns that are certified in the Small Business Administration (SBA) Dynamic Small

Business Search (DSBS) database shall be considered for award. Quotations received from entities not certified as a

SDVOSB in DSBS shall be rejected as non-compliant. All questions regarding this RFQ solicitation shall be submitted via e-mail to Dirk.Kelley@va.gov no later than June 9, 2025 by 3:00 pm EST. Questions will be answered via an Amendment to the RFQ solicitation that will only be posted on Contract Opportunities through the System for Award Management (SAM).

Quotations shall be submitted no later than June 18, 2025 by 3:00 pm EST via e-mail to Dirk.Kelley@va.gov.

Dirk Kelley

VA-VBA-2024-0003

Table of Contents

A.2 CONTRACT ADMINISTRATION DATA

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

a. CONTRACTOR:

b. GOVERNMENT:

Contracting Officer 36C10D Dirk Kelley Department of Veterans Affairs Veterans Benefits Administration (VBA) OMS - Acquisition Directorate

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.

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

A.3 INVOICE INSTRUCTIONS

Payment provided under the terms of this Purchase Order will be made upon delivery, acceptance, and installation of all deliverables submitted and approved by the Department of Veterans Affairs (VA).

GOVERNMENT INVOICE ADDRESS:

TUNGSTEN (OB10) ELECTRONIC INVOICE SUBMISSION

FSC e-INVOICE PROGRAM THROUGH AUSTIN PORTAL

FSC MANDATORY ELECTRONIC INVOICE SUBMISSION FOR AUSTIN PAYMENTS

Please include the Order Number on all Invoices.

All invoices shall be submitted using the same line item format in the Purchase Order.

Vendor Electronic Invoice Submission Methods:

Fax, e-mail, and/or scanned documents are not acceptable forms of submission for payment requests. Electronic form means an automated system transmitting information electronically according to the accepted data transmissions below.

1. VA Electronic Invoice Presentment and Payment System. The Financial Services Center (FSC) in Austin, Texas uses a third-party contractor, Tungsten, to transition vendors from paper to electronic invoice submission. Please visit the following website http://www.tungsten-network.com/US/en/veterans-affairs/ to begin submitting electronic invoices, free of charge.

2. A system that conforms to the X12 electronic data interchange (EDI) formats established by the Accredited Standards Center (ASC) chartered by the American National Standards Institute (ANSI). The X12 EDI Web site is as follows: http://www.x12.org.

Vendor e-Invoice Set-Up Information:

Please contact Tungsten at the phone number or e-mail address listed below to begin submitting electronic invoices to the VA FSC in Austin, Texas for payment processing.

· Tungsten e-Invoice Setup: 1-877-489-6135

· Tungsten e-Invoice E-Mail: VA.Registration@tungsten-network.com

· VA Tungsten Number: AAA544240062

Should any questions arise about the payment status of a properly submitted invoice, the e-invoicing program, or Tungsten, then please contact the VA FSC at the phone number or email address listed below.

· FSC e-Invoice Contact Information: 1-877-353-9791

· FSC e-Invoice E-mail: vafsccshd@va.gov

· FSC Internet: http://www.fsc.va.gov/einvoice.asp Page 1 of Page 1 of

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 PRICE/COST SCHEDULE

ITEM INFORMATION

4.00

EA

Quarterly HVAC Preventative Maintenance Services on nineteen (19) devices/systems in accordance with the Statement of Work.

Contract Period: Base

PRINCIPAL NAICS CODE: 561210 -

Facilities Support Services

PRODUCT/SERVICE CODE: J045 -

Maintenance, Repair, and Rebuilding of Equipment - Plumbing, Heating, and Waste Disposal Equipment in accordance with the Statement of Work.

Contract Period: Option 1

PRINCIPAL NAICS CODE: 561210 -

Facilities Support Services

PRODUCT/SERVICE CODE: J045 -

Maintenance, Repair, and Rebuilding in accordance with the Statement of Work.

Contract Period: Option 2

PRINCIPAL NAICS CODE: 561210 -

Facilities Support Services

PRODUCT/SERVICE CODE: J045 -

Maintenance, Repair, and Rebuilding in accordance with the Statement of Work.

Contract Period: Option 3

PRINCIPAL NAICS CODE: 561210 -

Facilities Support Services

PRODUCT/SERVICE CODE: J045 -

Maintenance, Repair, and Rebuilding in accordance with the Statement of Work.

Contract Period: Option 4

PRINCIPAL NAICS CODE: 561210 -

Facilities Support Services

PRODUCT/SERVICE CODE: J045 -

Maintenance, Repair, and Rebuilding

GRAND TOTAL

B.2 STATEMENT OF WORK

Statement of Work HVAC Preventative Maintenance

1. BACKGROUND:

The Department of Veterans Affairs, Veterans Benefits Administration (VBA), more particularly the Winston Salem, North Carolina, Veterans Affairs Regional Office (VARO), operates separate heating, ventilation, and air conditioning (HVAC) units to maintain proper temperature in various computer server rooms. The Winston Salem VARO requires preventive maintenance services to ensure that the HVAC devices and the systems used will continue in providing climate control for the computer rooms as well as sustaining peak operable conditions at the applicable facility buildings.

2. CONTRACTOR RESPONSIBILITIES:

In order to provide these HVAC preventative and maintenance services, the Contractor shall furnish all parts, services, tools, equipment, labor, transportation, and supervision.

The Contractor shall provide four (4) inspections per year on a quarterly basis at each designated location listed as identified by Paragraph 3 in this Statement of Work for the following preventive maintenance services under this Purchase Order. If an HVAC unit is replaced at any time during this Purchase Order, then preventive maintenance services for the replaced unit would be incorporated on the next scheduled quarterly inspection.

HVAC preventive maintenance services shall provide a written evaluation report with a record of equipment performance that shall include, at a minimum, the following components:

(a) Check amps, motors, wiring, and controls at each quarterly inspection.

(b) Replace all air filters at each quarterly inspection.

(c) Conduct visual inspection for refrigerant and oil leaks at each quarterly inspection.

(d) Check belts, where applicable, and replace annually.

(e) Clean drain pans and blow out drain lines at each quarterly inspection.

(f) Lubricate bearings in accordance with manufacturers’ recommendation.

(g) Check compressor crankcase heaters at each quarterly inspection.

(h) Check humidifier operation and humidifier jar at each quarterly inspection.

(i) Check glycol level in system at each quarterly inspection (addition of glycol will be billed separately).

(j) Inspect heat exchanger and gas train components when applicable.

(k) Check cooling and heating operation at each quarterly inspection.

(l) Wash condenser coils one (1) time annually.

(m) Check evaporator coils, clean one (1) time annually.

(n) Check and tighten electrical connections at each quarterly inspection.

(o) Inspect and clean contacts semi-annually.

(p) Check relays, controls, and safeties; adjust and calibrate semi-annually.

(q) Log operating conditions at each quarterly inspection.

(r) Report any deficiencies and repair recommendations, in writing, to the VA customer at each quarterly inspection.

(s) Provide a minimum of one (1) Customer Assurance Review and Evaluation (C.A.R.E).

meeting with the VA customer semi-annually.

While on VA property, any personnel representing the Contractor shall comply with the rules and regulations governing the conduct of personnel as well as the operation of the office facility. The Contractor shall be ultimately responsible for the actions of all individuals in the performance of this contractual action. In the event that damages arise from work performed by any personnel representing the Contractor, the Contractor will be responsible for all resources necessary to remedy the incident.

3. EQUIPMENT LOCATIONS AND LIST:

Sixteen (16) of the nineteen (19) HVAC systems are located at the Winston Salem Federal Building also known as the Hiram Ward Federal Building with an address of 251 North Main Street, Winston Salem, North Carolina 27155. Said HVAC equipment are LG Split and Gree Systems Information currently comprised of the following indoor units:

The remaining three (3) of the nineteen (19) HVAC systems are located at the Wells Fargo Building with an address of 100 North Main Street, Winston Salem, North Carolina 27101.

4. REPORTS:

Following each HVAC preventative maintenance service visit, the Contractor shall provide a written report to the Contracting Officer and VA facility point of contact within five (5) business days. The written report, at a minimum, must include (a) details and results of that HVAC preventative maintenance service visit, (b) discrepancies found during that HVAC preventative maintenance service visit, (c) recommendations specifically towards future remedial action, and (d) upgrades necessary to maintain peak operable conditions and climate control. Any unsafe conditions encountered during a HVAC preventative maintenance service visit shall be reported immediately to the VA facility point of contact or designee, which advises these found condition(s).

5. IDENTIFICATION:

The Contractor must ensure that employees and subcontractor forces have identifiable information on company-issued uniforms or company-issued badges, at a minimum, during each HVAC maintenance service visit.

6. CERTIFICATION OF CONTRACTORS:

The Contractor shall furnish a copy of the current HVAC Servicer and Installer License in the State of North Carolina for the company, employee personnel, and/or subcontractor forces that will be performing the HVAC-related maintenance services. Said HVAC Servicer and Installer License must be submitted to the Contracting Officer and VA facility point of contact before any performance commences under the awarded Purchase Order.

7. CONFORMITY TO REGULATIONS:

The Contractor shall conform to all Federal, State, and local regulations governing HVAC maintenance service.

8. PERIOD OF PERFORMANCE:

This requirement shall consist of a one (1) year base period with four (4) option periods of one (1) year each. The period of performance for this Purchase Order shall be twelve (12) months from the date of award with four (4) twelve-month option periods.

9. HOURS OF OPERATION:

All work will be performed Monday through Friday, except Federal holidays, between the hours of 8:00 am and 4:00 pm Eastern Standard Time (EST).

Current Federal Holidays with the respective day of observation can be located at https://www.opm.gov/policy-data-oversight/pay-leave/federal-holidays/. When a holiday falls on a Sunday, the following Monday will usually be observed as the legal holiday by the Federal Government. When a holiday falls on a Saturday, the preceding Friday will usually be observed as the legal holiday by the Federal Government.

10. SCHEDULE OF VISITS:

The Contractor shall provide a schedule of when the HVAC preventative maintenance services shall be conducted to the VA facility point of contact within fifteen (15) calendar days before each anticipated inspection date. Services shall be scheduled for performance on definite business days during facility hours of operation. Under no conditions shall the Contractor perform any HVAC preventative maintenance services outside regular agreed upon work hours without prior written approval from the Contracting Officer and the VA facility point of contact.

In the event that the climate or weather conditions make the scheduled HVAC preventative maintenance services unsuitable, then the entire service date will be rescheduled for a date and time satisfactory to the VA facility point of contact. Postponement due to natural causes (e.g. weather) will not reflect any penalties assessed towards the Contractor or the Government.

11. SERVICE VISITS/CALLS:

The Contractor along with any subcontractor forces will sign in and sign out while performing any HVAC preventative maintenance service at either facility building during this Purchase Order. Throughout each HVAC preventative maintenance service visit, a VA facility escort will be provided to ensure established General Services Administration (GSA)/VARO security requirements are upheld. The VA facility point of contact shall provide instructions as to the VA facility escort and sign in/sign out locations. All service visits/calls shall be documented, in writing, then submitted to the Contracting Officer and the VA facility point of contact by e-mail correspondence.

12. EMERGENCY SERVICE VISITS/CALLS:

The Contractor shall provide emergency unscheduled preventative maintenance service visits not to exceed four (4) occurrences per contractual year at no additional cost for the Government. The Contractor shall respond to Government calls for emergency and unscheduled preventative maintenance service visits throughout the period of performance. These emergency preventative maintenance service visits must be initiated by the Contractor within twenty-four (24) hours of the Government service call unless otherwise specified by the VA facility point of contact.

The Contractor shall submit a report to the VA facility point of contact within forty-eight (48) hours of the emergency or unscheduled preventative maintenance service visit. The report shall include, at a minimum, the location where services were provided, a description of services provided, and a length of time that the Contractor was onsite to perform services.

If the Contractor determines that repairs or maintenance are required to restore the equipment functionality, then the Contractor shall provide the facility POC with a separate Quotation. The Quotation must state, at a minimum, the following information: the location of needed repairs, a description of proposed repairs or maintenance services, an itemized cost estimate identifying material (including manufacturer part numbers) and labor costs for performing repairs or maintenance, and the estimated duration for the repairs or maintenance to be completed.

Unscheduled corrective maintenance or repairs will require approval by the Contracting Officer and VA facility point of contact prior to the Contractor proceeding with the corrective maintenance or repairs.

13. CLEAN-UP AND DISPOSAL:

The Contractor shall maintain a clean work environment. The Contractor shall also dispose of recyclables, trash, and packing materials from both facilities after each HVAC maintenance service visit. No recyclables, trash, or packing materials shall be disposed of or discarded in facility-provided recycling containers, trash containers, or dumpsters.

All surrounding surfaces will be kept free of dust and debris. If the VA facility point of contact renders the area unacceptable for cleanliness, then the Contractor shall reclean the area, at own expense, until deemed acceptable by the VA facility point of contact. The Contractor will also comply with all Occupational Safety and Health Administration (OSHA), Environmental Protection Agency (EPA), Department of Transportation (DOT), state, local, and all other applicable regulations governing the proper handling and disposal of waste and debris.

14. ADDITIONAL REQUIREMENTS:

a. Parking: Contractor’s vehicles, including those of their employees, are to be parked as directed by the VA facility point of contact.

b. Smoke-Free Environment: The Department of Veterans Affairs, including the Winston Salem VARO, is a smoke free environment. Smoking is not permitted at the facility. No smoking will be allowed on the premises, including within vehicles.

36C10D25Q0104

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SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (NOV 2023)

(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; 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 52.204-21 BASIC SAFEGUARDING OF COVERED CONTRACTOR INFORMATION SYSTEMS (NOV 2021)

(a) Definitions. As used in this clause— Covered contractor information system means an information system that is owned or operated by a contractor that processes, stores, or transmits Federal contract information.

Federal contract information means information, not intended for public release, that is provided by or generated for the Government under a contract to develop or deliver a product or service to the Government, but not including information provided by the Government to the public (such as on public Web sites) or simple transactional information, such as necessary to process payments.

Information means any communication or representation of knowledge such as facts, data, or opinions, in any medium or form, including textual, numerical, graphic, cartographic, narrative, or audiovisual (Committee on National Security Systems Instruction (CNSSI) 4009).

Information system means a discrete set of information resources organized for the collection, processing, maintenance, use, sharing, dissemination, or disposition of information (44 U.S.C. 3502).

Safeguarding means measures or controls that are prescribed to protect information systems.

(b) Safeguarding requirements and procedures. (1) The Contractor shall apply the following basic safeguarding requirements and procedures to protect covered contractor information systems. Requirements and procedures for basic safeguarding of covered contractor information systems shall include, at a minimum, the following security controls:

(i) Limit information system access to authorized users, processes acting on behalf of authorized users, or devices (including other information systems).

(ii) Limit information system access to the types of transactions and functions that authorized users are permitted to execute.

(iii) Verify and control/limit connections to and use of external information systems.

(iv) Control information posted or processed on publicly accessible information systems.

(v) Identify information system users, processes acting on behalf of users, or devices.

(vi) Authenticate (or verify) the identities of those users, processes, or devices, as a prerequisite to allowing access to organizational information systems.

(vii) Sanitize or destroy information system media containing Federal Contract Information before disposal or release for reuse.

(viii) Limit physical access to organizational information systems, equipment, and the respective operating environments to authorized individuals.

(ix) Escort visitors and monitor visitor activity; maintain audit logs of physical access; and control and manage physical access devices.

(x) Monitor, control, and protect organizational communications (i.e., information transmitted or received by organizational information systems) at the external boundaries and key internal boundaries of the information systems.

(xi) Implement subnetworks for publicly accessible system components that are physically or logically separated from internal networks.

(xii) Identify, report, and correct information and information system flaws in a timely manner.

(xiii) Provide protection from malicious code at appropriate locations within organizational information systems.

(xiv) Update malicious code protection mechanisms when new releases are available.

(xv) Perform periodic scans of the information system and real-time scans of files from external sources as files are downloaded, opened, or executed.

(2) Other requirements. This clause does not relieve the Contractor of any other specific safeguarding requirements specified by Federal agencies and departments relating to covered contractor information systems generally or other Federal safeguarding requirements for controlled unclassified information (CUI) as established by Executive Order 13556.

(c) Subcontracts. The Contractor shall include the substance of this clause, including this paragraph (c), in subcontracts under this contract (including subcontracts for the acquisition of commercial products or commercial services, other than commercially available off-the-shelf items), in which the subcontractor may have Federal contract information residing in or transiting through its information system.

(End of Clause)

C.3 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 calendar days.

(End of Clause)

C.4 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 calendar days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 calendar 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 5 years and 6 months.

(End of Clause)

C.5 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es):

https://www.acquisition.gov/browse/index/far https://www.va.gov/oal/library/vaar/

(End of Clause)

APR 1984

C.6 52.252-6 AUTHORIZED DEVIATIONS IN CLAUSES (NOV 2020)

(a) The use in this solicitation or contract of any Federal Acquisition Regulation (48 CFR Chapter 1) clause with an authorized deviation is indicated by the addition of "(DEVIATION)" after the date of the clause.

(b) The use in this solicitation or contract of any VAAR (48 CFR Chapter FEDERAL ACQUISITION REGULATION (48 CFR Chapter 1)) clause with an authorized deviation is indicated by the addition of "(DEVIATION)" after the name of the regulation.

(End of Clause)

C.7 VAAR 852.203-70 COMMERCIAL ADVERTISING (MAY 2018)

The Contractor shall not make reference in its commercial advertising to Department of Veterans Affairs contracts in a manner that states or implies the Department of Veterans Affairs approves or endorses the Contractor’s products or services or considers the Contractor’s products or services superior to other products or services.

(End of Clause)

C.8 VAAR 852.204-71 INFORMATION AND INFORMATION SYSTEMS SECURITY (FEB 2023)

(a) Definitions. As used in this clause—Business Associate means an entity, including an individual (other than a member of the workforce of a covered entity), company, organization or another covered entity, as defined by the Health Insurance Portability and Accountability Act of 1996 (HIPAA) Privacy Rule, that performs or assists in the performance of a function or activity on behalf of the Veterans Health Administration (VHA) that involves the creating, receiving, maintaining, transmitting of, or having access to, protected health information (PHI). The term also includes a subcontractor of a business associate that creates, receives, maintains, or transmits PHI on behalf of the business associate.

Business Associate Agreement (BAA) means the agreement, as dictated by the Privacy Rule, between VHA and a business associate, which must be entered into in addition to the underlying contract for services and before any release of PHI can be made to the business associate, in order for the business associate to perform certain functions or activities on behalf of VHA.

Information system means a discrete set of information resources organized for the collection, processing, maintenance, use, sharing, dissemination, or disposition of information whether automated or manual.

Information technology (see FAR 2.101) also means Information and Communication Technology (ICT).

Information technology-related contracts means those contracts which include services (including support services), and related resources for information technology as defined in 802.101.

Privacy officer means the VA official with responsibility for implementing and oversight of privacy related policies and practices that impact a given VA acquisition.

Sensitive personal information means, with respect to an individual, any information about the individual maintained by VA, including but not limited to the following:

(1) Education, financial transactions, medical history, and criminal or employment history.

(2) Information that can be used to distinguish or trace the individual’s identity, including but not limited to name, social security number, date and place of birth, mother’s maiden name, or biometric records.

Security plan means a formal document that provides an overview of the security requirements for an information system or an information security program and describes the security controls in place or planned for meeting those requirements.

VA Information Security Rules of Behavior for Organizational Users (VA National Rules of Behavior) means a set of VA rules that describes the responsibilities and expected behavior of users of VA information or information systems.

VA sensitive information means all VA data, on any storage media or in any form or format, which requires protection due to the risk of harm that could result from inadvertent or deliberate disclosure, alteration, or destruction of the information and includes sensitive personal information. The term includes information where improper use or disclosure could adversely affect the ability of VA to accomplish its mission, proprietary information, records about individuals requiring protection under various confidentiality provisions such as the Privacy Act and the HIPAA Privacy Rule, and information that can be withheld under the Freedom of Information Act. Examples of VA sensitive information include the following:

individually-identifiable medical, benefits, and personnel information; financial, budgetary, research, quality assurance, confidential commercial, critical infrastructure, investigatory, and law enforcement information; information that is confidential and privileged in litigation such as information protected by the deliberative process privilege, attorney work-product privilege, and the attorney-client privilege; and other information which, if released, could result in violation of law or harm or unfairness to any individual or group, or could adversely affect the national interest or the conduct of Federal programs.

(b) General. Contractors, subcontractors, their employees, third-parties, and business associates with access to VA information, information systems, or information technology (IT) or providing and accessing IT-related goods and services, shall adhere to VA…