36C10D26Q0199.docx

36C10D26Q0199

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

3625-000047 36C10D26Q0199 08-31-2026 Mariam Ibrahim 848-377-5126 09-11-2026 13:00

EDT

00101 Department of Veterans Affairs Veterans Benefits Administration Acquisition Directorate 1800 G Street NW Washington

DC

20006 X X 561621 $25 Million N/A X 00101 Department of Veterans Affairs Veterans Benefits Administration 6900 Almeda Rd Houston, TX

TX

77030 00101 Department of Veterans Affairs Veterans Benefits Administration Acquisition Directorate 1800 G Street NW Washington

DC

20006

TBD

All invoices must be e-mailed to:

Mikea.Morin@va.gov

See CONTINUATION Page The Houston TX, Regional Office has a requirement for Parking Control Systems. See Statement of Work for details Site Visit is schedule on Wednesday, Sept. 2, 2026 at 10am All questions related to this acquisition shall be submitted to Mariam.Ibrahim2@va.gov by Friday Sept 04, 2026 @ 1:00PM EST. Quotation shall be submitted no later than Friday Sept.

11, 2026. at 1:00 PM Eastern Standard Time VIA open market To be considered for award,prospective vendors must complete Veterans Affairs Acquisition Regulation (VAAR) clause 852.219-75 at the time of quotation submission See CONTINUATION Page X Marty Bost Contracting Officer 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: TBD

b. GOVERNMENT: Contracting Officer 36C10D 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.

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 PERFORMANCE WORK STATEMENT

Houston TX, Regional Office 6900 Almeda Rd Houston, TX 77030

1. BACKGROUND

The Department of Veterans Affairs Houston Regional Office operates an outdated parking control system that no longer meets modern standards for efficiency, reliability, and vehicle access security. Upgrading to a State-of-the-art parking control system is essential for improving the overall safety and operational management of our facility. This upgrade represents a straightforward, high-impact improvement to facility operations and safety. Place of performance will be the Houston Regional Office parking lots 6900 Almeda Rd Houston, TX 77030. To install an upgraded parking control system, the contractor shall furnish all services, tools, equipment, labor, facilities, transportation, and supervision for installation at the Department of Veterans Affairs, Houston Regional Office.

2. CONTRACTOR RESPONSIBILITIES

The contractor shall provide the following services under this contract:

1. Visitors’ Lot:

1) (2) Barrier gate opener, Light Grey, 10’ Arm

a. (4) Saw cut sensor loops

2) Park Advance Light Entry Terminal, with 12.1” LCD Touch

a. (1) Screen, RAL9006, Light Grey, WPC Board

3) Park Advance Exit Station, with 12.1” LCD Touch Screen, QR

a. (1) Scanner, Light Grey

4) (1) LOT FULL sign, Red LED, 24V, Single Face

a. (1) 60” Single Post W/6” Square Base

5) (2) 2 Intercom Sub-Stations, for revenue device

6) (2) New TransCore AVI 10-4004005 – RS422 SeGo/6C reader

2. West Contract Lot:

1) (4) Barrier gate opener, Light Grey, 10’ Arm

a. (4) Saw cut sensor loops

b. (2) WPS Conversion Kit (Controller and Install Kit) Lane Controller

2) (4) AVI 10-404-005 – RS422 SeGo/6C reader

a. (4) 18-001 42” Pad MT pedestal, 12 sweep, Power Coated, Black

b. (4) 7”X7”X4” Plastic Housing w/ Door and Lock

3) (2) LOT FULL Sign, Red LED, 24V Single Face

a. (2) 60” Single Post W/6” Square Base

4) (4) Intercom Mini IP Standard-2

3. East Contract Lot:

1) (2) Barrier gate opener, Light Grey, 10' Arm

a. (4) Saw cut sensor loops

b. (2) WPS Conversion Kit (Controller and Install Kit) Lane Controller

2) (2) AVI 10-4004-005 - RS422 SeGo/6C reader

a. (2) 18-001 42" Pad MT pedestal, 12 sweep, Powder Coated, Black

b. (2) 7"X7" X4" Plastic Housing w/ Door and Lock

3) (1) LOT FULL Sign, Red LED, 24V, Single Face

a. (1) 60" Single Post W/6" Square Base

4) (2) TMIS-2 , Intercom Mini IP Standard-2

4. Head End

1) (1) Instance & License (SaaS model) - Hosted Solution

a. One-time Fee for License and software

2) (1) CATUI for Direct Scanner Connection (for validations)

a. One-time fee for License and software

3) (1) Kiosk Touchscreen Validator

a. (1) Kiosk Desktop Stand

b. (1) Router - Required for Hosted Model

4) (1) IPDMH-V2, IP Desk Master with handset-V2, White

a. (1) Wall bracket for desktop

5. Installation:

1) Electrical: approx. 2000' of 6-strand fiber cable and 1000' Cat6 to connect from the building to the parking lane equipment. We will Also, using switches and a patch cable to finish the network.

2) Training on the system (8 hours)

3) Freight

6. Warranty

1) Warranty is one year for parts and labor from the date of substantial completion

7. Electrical

1) Electrical work is based on using existing conduits and pulling out the old cable. If the existing conduit is not usable, additional cost will be charged at T&M rates for boring

8. Training

1) Training on system (8 Hours)

9. Freight

1) Contractor is responsible for freight

10. Disposal/Clean-up

1) Contractor is responsible for the removal of demolition debris, pallets, trash, or any other recyclable materials brought to the property. Items must be hauled away from the site. Site receptacles owned by the Department of Veterans Affairs may not be used to dispose of demolition debris, pallets, trash, or any other items or recyclable materials from the project.

2) Clean-up of oil or chemical spills caused by contractor personnel, their equipment, and supplied items is the responsibility of the contractor. Contractor will provide the cleanup equipment and/or materials. The contractor will dispose of the cleanup items used.

Hardware Information

1) Magnetic parking barrier

a. Parking barriers offering high basic functionality combined with maximum ease of use and accessibility. The control unit will have an integrated 2-channel loop detector. UL-certified Parking Pro barriers with lane widths of 10 or 12 ft.

b. The control unit can be accessed from all sides. It is located directly underneath the top cover. Configuring the barrier is easily accomplished via an LCD’s user interface that can be navigated with just 4 push buttons.

c. The Break-Away flange is designed especially for the parking industry. It drops the whole barrier boom in case of an unwanted or forceful drive-through. The boom may be fixed afterwards without any adverse effects on the functionality.

2) Entry Terminal

a. Display

i. 12.1 Pcap touch display made of tempered glass

ii. Backlight

iii. Resolution 1024x768 (SVGA)

iv. Type LCD

b. Communication

i. 2-way intercom (optional)

ii. Video intercom (optional)

c. Dimensions

i. Product dimensions (WxDxH): 14.9’’ x 19.7’’ x 53.1’’ excl. plinth/

ii. pillar

iii. Product weight: 35kg / 77.2 lbs

3) Exit

a. Display

i. 12.1 Pcap touch display made of tempered glass

ii. Backlight

iii. Resolution 1024x768 (SVGA)

iv. Type LCD

b. Communication

i. 2-way intercom (optional)

ii. Video intercom (optional)

c. Dimensions

i. Product dimensions (WxDxH): 14.9’’ x 19.7’’ x 53.1’’excl. plinth/pillar

ii. Product weight: 35kg / 77.2 lbs Reader

d. Range

i. Read performance varies depending on tag and reader configuration and environment. Typical read range should be 12 to 17 ft (3.7 to 5.2 m).

e. Dimensions

i. 15.5 x 15.5 x 3.25 in. (39.4 x 39.4 cm)

ii. 9.5 lb (4.3 kg)

3. SECURITY AND BACKGROUND CHECK REQUIREMENTS

a. Contracted security personnel under no circumstances should touch or move the Department of Veterans Affairs files or documents.

b. All contractor personnel who will provide services at the Houston Regional Office shall participate and complete all mandatory web-based training sessions on Privacy Awareness & Information Security at the Houston Regional Office. The VA will provide the training and will provide assistance with login procedures, etc. This mandatory training will be accomplished at no cost to the Houston Regional Office. In addition, this training must be renewed and completed once a year. If the contractor makes personnel assignment changes at the facility, newly designated personnel must complete the mandatory training before assuming their duties. The contractor will contact the VA Regional Office’s designated point of contact (POC) to coordinate the training.

c. National Agency Check With Inquiries (NACI) – Background Investigation

i. The Contracting Officer (CO) or his/her designee shall approve all personnel who are employed under this contract prior to beginning duties. Approval shall be based on meeting the qualification standards in the contract, state licensing requirements, plus other background information obtained regarding the individual that attests to his/her fitness for the required duty.

ii. Prior to commencement of work on this contract, the Contractor is required to submit to the CO, the names and all necessary documentation of fully trained and qualified personnel who will be used in the performance of services under this contract and will be subject to approval by the CO.

iii. The Contracting Officer (CO) shall provide the necessary forms to the contractor or to the contractor's employees after receiving a list of names and addresses.

iv. Upon receipt, the Contracting Officer shall review the completed forms for accuracy.

v. The CO shall notify the COTR and contractor after adjudicating the results of the background investigations received from VA Law Enforcement Center (SIC).

vi. The CO shall ensure that the contractor provides evidence that investigations have been completed or are in the process of being requested.

vii. All contractor personnel assigned to the regional office must submit the following required paperwork and fingerprints to the VA for NACI clearance:

(a) Background Check Worksheet

(b) OF-306 (Declaration for Federal Employment)

(c) FD-258 (Fingerprint Card)

viii. The NACI will be processed and completed at the contractor’s expense. All applicants must receive favorable adjudication in order to work at the Houston Regional Office.

ix. The contractor shall prescreen all personnel requiring a NACI. The contractor shall replace any personnel deemed ineligible based on the VA’s review of their NACI immediately.

4. PERIOD OF PERFORMANCE

The period of performance for this contract shall be completed within 126 days from notice to proceed.

5. HOLIDAYS

The contractor will not be required to perform any maintenance services for the government on any of the following federal holidays:

New Year's Day, Martin Luther King Jr's Birthday, Washington's Birthday, Memorial Day, Juneteenth, Independence Day, Labor Day, Columbus Day, Veterans' Day, Thanksgiving Day, and Christmas Day. Additionally, the contractor will not be required to perform any services on those days designated by the Government where the office location is closed. The Government shall provide the contractor with written notification in the event such an occasion arises.

6. OTHER REQUIREMENTS

Government’s Exclusive Right To Grant Access

The Contracting Officer's action to prohibit any employee from performing on base is a unilateral right of the government to meet the needs of government. There will be no cost increase associated with such action, nor can the contractor protest the right of the government to prohibit access.

Identification/Building Pass

A controlled personnel identification system is in place and contractor personnel will receive and wear their personnel identification badge while performing services under this contract. The government will provide identification badges. These badges are controlled items and will be reported immediately if lost to the COTR. The Contractor shall ensure that all identification badges are returned to the issuing agency when employees are reassigned to another location, terminated, resign, or upon expiration of the contract.

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

Visitors’ Lot:

See Performance Work Statement for details Contract Period: Base POP Begin: 09-21-2026 POP End: 01-20-2027 PRINCIPAL NAICS CODE: 561621 - Security Systems Services (except Locksmiths) PRODUCT/SERVICE CODE: J035 - Maintenance, Repair, and Rebuilding of Equipment - Service and Trade Equipment

West Contract Lot:

Contract Period: Base POP Begin: 09-21-2026 POP End: 01-20-2027

PRODUCT/SERVICE CODE: J035 - Maintenance, Repair, and Rebuilding of Equipment - Service and Trade Equipment

East Contract Lot:

Contract Period: Base POP Begin: 09-21-2026 POP End: 01-20-2027

PRODUCT/SERVICE CODE: J035 - Maintenance, Repair, and Rebuilding of Equipment - Service and Trade Equipment

Head End:

Contract Period: Base POP Begin: 09-21-2026 POP End: 01-20-2027

PRODUCT/SERVICE CODE: J035 - Maintenance, Repair, and Rebuilding of Equipment - Service and Trade Equipment

Installation:

1) Electrical: approx. 2000' of 6-strand fiber cable and 1000' Cat6 to connect from the building to the parking lane equipment. We will Also, using switches and a patch cable to finish the network.

2) Training on the system (8 hours)

3) Freight Contractor is responsible for freight

Contract Period: Base POP Begin: 09-21-2026 POP End: 01-20-2027

PRODUCT/SERVICE CODE: J035 - Maintenance, Repair, and Rebuilding of Equipment - Service and Trade Equipment

Electrical

Electrical work is based on using existing conduits and pulling out the old cable. If the existing conduit is not usable, additional cost will be charged at T&M rates for boring

Contract Period: Base POP Begin: 09-21-2026 POP End: 12-20-2026

PRODUCT/SERVICE CODE: J035 - Maintenance, Repair, and Rebuilding of Equipment - Service and Trade Equipment

Disposal/Clean-up

Contractor is responsible for the removal of demolition debris, pallets, trash, or any other recyclable materials brought to the property. Items must be hauled away from the site. Site receptacles owned by the Department of Veterans Affairs may not be used to dispose of demolition debris, pallets, trash, or any other items or recyclable materials from the project.

Clean-up of oil or chemical spills caused by contractor personnel, their equipment, and supplied items is the responsibility of the contractor. Contractor will provide the cleanup equipment and/or materials. The contractor will dispose of the cleanup items used.

Contract Period: Base POP Begin: 09-21-2026 POP End: 01-20-2027

PRODUCT/SERVICE CODE: J035 - Maintenance, Repair, and Rebuilding of Equipment - Service and Trade Equipment

B.3 DELIVERY SCHEDULE

Veterans Benefit Administration 6900 Almeda Road Houston, TX 77030

USA

1.00

(202) 280-8396 Ryan.Attaway@va.gov

Veterans Benefit Administration 6900 Almeda Road Houston, TX 77030

1.00

Veterans Benefit Administration 6900 Almeda Road Houston, TX 77030

1.00

Veterans Benefit Administration 6900 Almeda Road Houston, TX 77030

1.00

Veterans Benefit Administration 6900 Almeda Road Houston, TX 77030

1.00

Veterans Benefit Administration 6900 Almeda Road Houston, TX 77030

1.00

Veterans Benefit Administration 6900 Almeda Road Houston, TX 77030

1.00

B.5 INVOICING INSTRUCTIONS:

Submit invoice for payment following delivery. Payment provided under the terms of this contract will be made in arrears for all deliverables received and approved by the VA.

GOVERNMENT INVOICE ADDRESS:

Department of Veterans Affairs Financial Services Center PO Box 149971 Austin TX 78714-9971

TUNGSTEN (OB10) ELECTRONIC INVOICE SUBMISSION FSC e-INVOICE PROGRAM THROUGH AUSTIN PORTAL

FSC MANDATORY ELECTRONIC INVOICE SUBMISSION FOR AUSTIN PAYMENTS

Please include in all invoices the Contract Delivery Order Number TBD

All invoices need to be submitted using the same line-item format in the contract or order:

Line-Item Description Quantity Unit Unit Price Total Discount% Discount Amount

Vendor Electronic Invoice Submission Methods:

Fax, email and 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.

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

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 http://www.x12.org.

Vendor e-Invoice Set-up Information:

Please contact Tungsten at the phone number or email address listed below to begin submitting your electronic invoices to the VA Financial Services Center in Austin, TX for payment processing. If you have questions about the payment status of a properly submitted invoice, the e-invoicing program, or Tungsten, please contact the FSC at the phone number or email address listed below:

Tungsten e-Invoice setup information: 1-877-489-6135 Tungsten e-Invoice email: VA.Registration@tungsten-network.com VA TUNGSTEN Number: AAA544240062 FSC e-Invoice contact information: 1-877-353-9791 FSC e-Invoice email: vafsccshd@va.gov FSC Internet: http://www.fsc.va.gov/einvoice.asp

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (OCT 2025) (DEVIATION)

(a) Definitions. The clause at Federal Acquisition Regulation (FAR) 52.202-1, Definitions, is incorporated by reference.

(b) 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.

(c) 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.

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

(e) 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 FAR 52.233-1, Disputes, which is incorporated in this contract by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

(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. Examples of occurrences include 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. When an excusable delay occurs, the Contractor shall—

(1) Notify the Contracting Officer in writing as soon as possible;

(2) Remedy the delay as quickly as possible; and

(3) Notify the Contracting Officer when the occurrence is over.

(g) Invoice. The Government will handle invoices according to the Prompt Payment Act (31 U.S.C. 3903) and 5 CFR part 1315. The Contractor shall submit invoices to the address designated in the contract to receive invoices. An invoice must include the information required by 5 CFR part 1315.9(b).

(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) 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 that appears on the payment check or the specified payment date if an electronic funds transfer payment is made.

(4) 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;

(D) Contractor point of contact; and

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

(5) 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 FAR part 33 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 FAR part 32).

(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 termination for cause.

(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 for interest credits prescribed in FAR part 32 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 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. The Government will send a cure notice to the Contractor, unless the reason for the termination is late delivery. 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 under this contract 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) 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; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 49 U.S.C. 40118, Government-financed air transportation; and 41 U.S.C. chapter 21 relating to procurement integrity.

(r) 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 Disputes, Payments, Invoice, Compliance with Laws Unique to Government Contracts, and Unauthorized Obligations paragraphs of this clause;

(3) Other contract clauses incorporated in the solicitation or contract;

(4) Addenda to this solicitation or contract,

(5) Solicitation provisions incorporated in the solicitation.

(6) Other paragraphs of this clause.

(7) Other documents, exhibits, and attachments; and

(8) The specification.

(s) Unauthorized obligations.

(1) Except as stated in paragraph (s)(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 (s)(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.

(t) Comptroller General examination of record. This paragraph applies if this contract was awarded using other than sealed bid procedures and is in excess of the simplified acquisition threshold on the date of award of this contract.

(1) The Comptroller General of the United States, or an authorized representative of the Comptroller General, shall have access to and right to examine any of the Contractor’s directly pertinent records involving transactions related to this contract.

(2) The Contractor shall make available at its offices, at all reasonable times, the records, materials, and other evidence for examination, audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in FAR part 4, longer period required by statute, or periods specified in other clauses of this contract. If this contract is completely or partially terminated, the records relating to the work terminated shall be made available for 3 years after any resulting final termination settlement. Records relating to appeals under the disputes clause or to litigation or the settlement of claims arising under or relating to this contract shall be made available until such appeals, litigation, or claims are finally resolved.

(3) As used in this clause, records include books, documents, accounting procedures and practices, and other data, regardless of type and regardless of form. This clause does not require the Contractor to create or maintain any record that the Contractor does not maintain in the ordinary course of business or pursuant to a provision of law.

(u) 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 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. For supply or construction contracts, the cost of materials is excluded and not considered to be subcontracted. When a contract includes both services and supplies, the 50 percent limitation shall apply only to the portion of the contract with the preponderance of the expenditure upon which the assigned NAICS is based. For information and more specific requirements, refer to 13 CFR 125.6.

(e) Required limitations on subcontracting compliance measurement period. An SDVOSB shall comply with the limitations on subcontracting as follows:

[X] By the end of the base term of the contract or order, and then by the end of each subsequent option period; or [] By the end of the performance period for each order issued under the contract.

(f) Joint ventures. A joint venture may be considered eligible as an SDVOSB if the joint venture complies with the requirements in 13 CFR 128.402 and the managing joint venture partner makes the representations under paragraph (c) of this clause. A joint venture agrees that, in the performance of the contract, the applicable percentage specified in paragraph (d) of this clause will be performed by the aggregate of the joint venture participants.

(g) Precedence. The VA Veterans First Contracting Program, as defined in VAAR 802.101, subpart 819.70, and this clause, takes precedence over any inconsistencies between the requirements of the SBA Veteran Small Business Certification Program and the VA Veterans First Contracting Program.

(h) Misrepresentation. Pursuant to 38 U.S.C. 8127(g), any business concern, including all its principals, that is determined by VA to have willfully and intentionally misrepresented a company’s SDVOSB status is subject to debarment from contracting with the Department for a period of not less than five years (see VAAR 809.406–2 Causes for Debarment).

(End of Clause) C.3 VAAR 852.219-75 VA NOTICE OF LIMITATIONS ON SUBCONTRACTING—CERTIFICATE OF COMPLIANCE FOR SERVICES AND CONSTRUCTION (JAN 2023) (DEVIATION)

(a) Pursuant to 38 U.S.C. 8127(l)(2), the offeror certifies that—

(1) If awarded a contract (see FAR 2.101 definition), it will comply with the limitations on subcontracting requirement as provided in the solicitation and the resultant contract, as follows:

(i) [X] Services. In the case of a contract for services (except construction), the contractor will not pay more than 50% of the amount paid by the government to it to firms that are not certified SDVOSBs listed in the SBA certification database as set forth in 852.219–73 or certified VOSBs listed in the SBA certification database as set forth in 852.219–74. Any work that a similarly situated certified SDVOSB/VOSB subcontractor further subcontracts will count towards the 50% subcontract amount that cannot be exceeded. Other direct costs may be excluded to the extent they are not the principal purpose of the acquisition and small business concerns do not provide the service as set forth in 13 CFR 125.6.

(ii) [] General construction. In the case of a contract for general construction, the contractor will not pay more than 85% of the amount paid by the government to it to firms that are not certified SDVOSBs listed in the SBA certification database as set forth in 852.219–73 or certified VOSBs listed in the SBA certification database as set forth in 852.219–74. Any work that a similarly situated certified SDVOSB/VOSB subcontractor further subcontracts will count towards the 85% subcontract amount that cannot be exceeded. Cost of materials are excluded and not considered to be subcontracted.

(iii) [] Special trade construction contractors. In the case of a contract for special trade contractors, the contractor will not pay more than 75% of the amount paid by the government to it to firms that are not certified SDVOSBs listed in the SBA certification database as set forth in 852.219–73 or certified VOSBs listed in the SBA certification database as set forth in 852.219–74. Any work that a similarly situated certified SDVOSB/VOSB subcontractor further subcontracts will count towards the 75% subcontract amount that cannot be exceeded. Cost of materials are excluded and not considered to be subcontracted.

(2) The offeror acknowledges that this certification concerns a matter within the jurisdiction of an Agency of the United States. The offeror further acknowledges that this certification is subject to Title 18, United States Code, Section 1001, and, as such, a false, fictitious, or fraudulent certification may render the offeror subject to criminal, civil, or administrative penalties, including prosecution.

(3) If VA determines that an SDVOSB/ VOSB awarded a contract pursuant to 38 U.S.C. 8127 did not act in good faith, such SDVOSB/VOSB shall be subject to any or all of the following:

(i) Referral to the VA Suspension and Debarment Committee;

(ii) A fine under section 16(g)(1) of the Small Business Act (15 U.S.C. 645(g)(1)); and

(iii) Prosecution for violating 18 U.S.C. 1001.

(b) The offeror represents and understands that by submission of its offer and award of a contract it may be required to provide copies of documents…