36C10X20Q0190 0001.final.docx

36C10X20Q0190 0001

5. PROJECT NUMBER (if applicable)

CODE

7. ADMINISTERED BY

2. AMENDMENT/MODIFICATION NUMBER

CODE

6. ISSUED BY

8. NAME AND ADDRESS OF CONTRACTOR

4. REQUISITION/PURCHASE REQ. NUMBER

3. EFFECTIVE DATE

9A. AMENDMENT OF SOLICITATION NUMBER

9B. DATED

PAGE OF PAGES

10A. MODIFICATION OF CONTRACT/ORDER NUMBER

10B. DATED

BPA NO.

1. CONTRACT ID CODE

FACILITY CODE

CODE

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods:

The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of Offers

E. IMPORTANT:

is extended,

(a) By completing Items 8 and 15, and returning __________ copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or electronic communication which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY is not extended.

12. ACCOUNTING AND APPROPRIATION DATA

(REV. 11/2016)

is required to sign this document and return ___________ copies to the issuing office.

is not, A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM 10A.

15C. DATE SIGNED

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43.103(b).

RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such change may be made by letter or electronic communication, provided each letter or electronic communication makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:

D. OTHER

Contractor

16C. DATE SIGNED

14. DESCRIPTION OF AMENDMENT/MODIFICATION

16B. UNITED STATES OF AMERICA

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER

16A. NAME AND TITLE OF CONTRACTING OFFICER

15B. CONTRACTOR/OFFEROR

STANDARD FORM 30

PREVIOUS EDITION NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.243 (Type or print) (Type or print) (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

(Number, street, county, State and ZIP Code) (If other than Item 6) (Specify type of modification and authority) (such as changes in paying office, appropriation date, etc.)

(If required)

(SEE ITEM 11)

(SEE ITEM 13)

(X)

CHECK

ONE

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS,

IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

(Signature of person authorized to sign) (Signature of Contracting Officer)

COVID 19 project

36C10X Strategic Acquisition Center - Frederick Department of Veterans Affairs

5202 Presidents Court, Suite 103 Frederick MD 21703

36C10X Strategic Acquisition Center - Frederick Department of Veterans Affairs

5202 Presidents Court, Suite 103 Frederick MD 21703 To all Offerors/Bidders

36C10X20Q0190 08-19-2020

X

X

The purpose of this Amendment is:

1.) Provide answers to vendor posed questions, gathered prior to and following completion of walk through.

2.) Update Attachment A according to changes noted during walk through.

3.) Update Section B.3 Price/Cost Schedule to account for needed edits to CLIN schedule.

4.) Update the PWS (4.0) to include an additional type panel (4. Freestanding Floor Panel).

The due date and time are unchanged. Quotes are due on Thursday, August 27, 2020 @ 3:00 pm EDT.

All other terms and conditions of the subject RFQ remain unchanged and in full force and effect.

Table of Contents

CONTINUATION PAGE

Amendment 0001 – Questions and Answers

Under 4.0 Product Specifications:

1. B.1 reads “Flush Mount” and references Exhibit A. Should this not refer to Exhibit C? Yes. Updated in Amendment 0001.

2. B.2 refers to “Edge Mount.” What type mount is required? The customer prefers a CLAMP type mount.

3. B.3 refers to “Free Standing.” Are you referring to a floor stand screen…? Where “Free Standing” is identified, the customer prefers a standard 24”x24”, moveable (unattached) screen as indicated in Exhibit B. Note, Exhibit B provides an image of a “Free Standing” with Pass through”, of which a total of two (2) are required. Otherwise all other “Free Standing” panels are referring to 24”x24” panels without pass thru opening.

4. For the modular workstations, can we get the manufacture of the furniture and determine if the top caps can accept a magnetized screen , or will we determine the mounting method during the walk-through? As was addressed during the walk through, we are asking for a “best solution” be offered/suggested by quoting vendors.

5. For the height-adjustable tables and fixed-height tables, is there a desired method of attachment bracket (clamp, drilled, adhesive, etc.)? Addressed above (#2), CLAMP type mount is desired.

6. As far as timing is concerned, there is a shortage of acrylic throughout the country right now due to high demand for these screens. As this is such a large order, we may need to be flexible on the delivery timeframe. The customer acknowledges the possibility of delay on delivery. Accordingly, a clause will be included in Section C (C.4) of the RFQ allowing an option to extend services, if necessary.

7. Would the client consider frosted acrylic versus clear acrylic? The preference is CLEAR Acrylic.

8. A question was submitted asking about final heights of screens on Sit-Stand type desks, taking into consideration the differences of height adjustments desired by different employees. The customer has requested that all Sit-Stand type desks require a panel with a standard 24” height. Widths may vary and should be confirmed in Attachment A. Furthermore, for the Flush Mount (attaching to the spline of the cubicle wall) type the desired final height of the panel, once installed, should be as close to 72” from the floor as possible, based on manufacturer’s specs and product offerings. See current cubicle panel height(s) (Attachment A) to determine size needed to reach the final expectation of 72” from the floor. Note, 68” is the minimum acceptable final height.

9. For the cubicles/pods, there appear to be different sizes. Please confer with your walk through representative to confirm differences in sizes and refer to Attachment A, to determine the length panels that will provide a best fit/coverage.

10. What is the desired size of the opening on the “Free Standing with Pass through”? The customer is requesting whatever opening is “standard”. Whatever opening is standard (per manufacturer specs) on the 24”x24” size model will be sufficient.

11. Is the minimum height to be 68” on the flush mount panels? Yes, as was identified in # 8, above.

12. What cleaning supplies will be used on the panels? We are not contracting for any cleaning supplies to be included in the contract. Note, you may provide any suggestions from the manufacturers concerning cleaning of panels.

13. Are 24” high panels sufficient on the adjustable height worksurfaces? Yes, per #8, above.

14. A vendor provided this: 1. We do not recommend going over 30”H on panel mounted screens, in fact, industry standard at the moment is up to 24”H. Going higher could cause the screen to lose stability. That said, we have two choices on existing panels which are only 38.5”H, as in area C2 Window:

a. Add an industry standard 24”H which would bring the total height to 62.5”H. Is this acceptable?

b. If not, we can probably do a 30” screen, which would give us a finished height of 68.5”. Please advise. 30” is preferred (in this example), as that will bring us in line with the requirement of 68-72” final desired height.

Please note that in Attachment A an additional column has been added to account for the three (3) requested Freestanding Floor Panels. The CLINs Section (B.3 Price/Cost Schedule) is also updated to account for this addition, as well as one additional CLIN to separate the two requested Freestanding w/ Pass-thru panels according to areas where required. A duplicate CLIN was eliminated and 3 CLINs (covering Room 124 – Suite 101) were missed in the initial RFQ and have been added in this amendment. The final CLIN total will increase by 4 from 44 to 48. Finally, the drawings (ATTACHMENTS C.1 – C.3) have been updated to provide more clarity of panels sought, per individual area. Please refer to ATTACHMENT A and CLINs for final counts to be quoted.

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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: To be determined

b. GOVERNMENT: Contracting Officer 36C10X

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.

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

FSC MANDATORY ELECTRONIC INVOICE SUBMISSION FOR AUSTIN PAYMENTS

Contractor POC: TBD Contracting POC: Tom Evans Thomas.evans3@va.gov COR (Contracting Officers Representative): Melissa Kirby Melissa.kirby@va.gov Purchase Order Number: TBD 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 http://www.fsc.va.gov/einvoice.asp http://www.fsc.va.gov/einvoice.asp

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

B.2 PERFORMANCE WORK STATEMENT

Department of Veterans Affairs Office of Information and Technology (OIT)

239 Lowe Drive, Suite 100 & 101 Shepherdstown, WV and 221 Butler Avenue, Building 511 Martinsburg, WV

Social Distancing Clear Plexiglass Panel Requirements

Performance Work Statement

1.0 Background

The Capital Region Readiness Center (CRRC) is located at 221 Butler Avenue, Building 511, on the premises of the VA Medical Center campus in Martinsburg, WV. The facility is a single-story building with a loading dock, approximately 66,300 gross square feet, which includes business and mechanical space. The facility operates 24/7.

The Shepherdstown facility is located at 239 Lowe Drive, Suite 100 & 101 on the premises of the Clarion Hotel and Conference Center grounds in Shepherdstown, WV. The facility is a single-story building and approximately total 26,000 gross square feet.

2.0 Objective

Provide clear frameless plexiglass panels to mitigate the spread of infectious diseases, such as COVID-19, at our OIT facilities (see item 8.0). These panels will provide a long-lasting solution in response to the ever-increasing changes in our communities while continuing to provide a safe, mission-focused working environment.

3.0 Specific Tasks

A. Procure, deliver and install clear frameless plexiglass panels and all associated hardware according to an agreed upon schedule. See Attachment A for quantities and sizes.

B. The contractor shall provide all resources necessary including configuration, equipment, labor, material, tools, installation, and cleanup for all deliverables described in this Statement of Work, except as otherwise specified below.

C. A Pre-bid walk-through will be scheduled.

D. Field measurements are required to ensure best fit and ADA compliance.

E. Panels and all associated hardware to be installed per manufacturer regulation.

F. Remove from premises and properly dispose of all debris from new panel packaging at the end of each workday.

G. Following installation (within two business days), the Government and the contractor will conduct a walk through to determine a punch list of items to be corrected or adjusted to complete the panel installation. The contractor shall initiate resolution of the punch list items within three business days.

H. The contractor’s plan shall be responsive to this PWS and describe, in further detail, the approach to be used for each aspect (task) of the VA’s requirements.

I. Assure cubicle framework maintains its integrity.

4.0 Product Specifications

A. This requirement is for Clear ¼” Plexiglass Frameless Panels B. Panel types required include the following:

1. Flush Mount: Cubicle frame (See EXHIBIT C for typical)

a. Panel shall attach to the cubicle frame

2. Edge Mount: Stand-alone sit-to-stand workstation (See EXHIBIT A for typical)

a. Panel shall attach to the worksurface

3. Free-standing for top of worksurfaces

a. Height of workstation is not adjustable

5. Bracket and/or Mount color: Silver or best match to existing cubicle base frame C. Sizes required include the following:

1. Flush Mount: Cubicle frame

a. The height of the panel shall achieve a finished total height of 72”.

b. See Attachment A for height and length measurements of current workstations. As worksurface heights do vary, the Government recognizes limitations to meeting the 72” total height. Note, this is the desired height. Please provide a solution that comes as close to the desired height as product offerings will allow. Length/depth measurements should be considered in the same manner. Please provide a solution that, based on product offerings, will closely meet the Government’s needs.

2. Edge Mount: Stand-alone sit-to-stand workstations

a. The height of the panel shall be 24”

5.0 Contractor Requirements

A. The Contractor shall participate in a Kick-Off meeting following award (See deliverable schedule, below). The meeting will be coordinated between the OI&T COR and the vendor. Final counts with respect to type and site location will be confirmed, prior to supplier order submission by awardee. Otherwise, at the kickoff meeting, we will establish points of contact, review project schedule, select (attachment/bracket) colors and review the contract requirements.

B. The Contractor, at a minimum, shall provide an authorized designee who shall have complete authority to act for the contractor during the term of the contract and shall be responsible for all contractual matters relating to the daily operations of this project.

6.0 Contractor Experience

A. All services to be directly supervised by qualified personnel who are trained and experienced in the performance of the services listed above.

7.0 Deliverable and Deliverable Schedule

A. Government Point-Of-Contact shall be contacted two-three weeks prior to delivery and installation date to confirm schedule.

B. Materials shall be delivered to and installed at Department of Veterans Affairs, 221 Butler Avenue, building 511, Martinsburg, WV 25405 and 239 Lowe Drive, Suite 101, Shepherdstown, WV (note: delivery address for Suite 100 and 101 is the same).

C. No storage or staging area available. Contractor shall only bring materials onsite needed for that day’s work.

D. Building 511 is a single-story building with a loading dock and dock leveler. Suites 100 & 101 is a single-story building without a loading dock area.

8.0 Period and place of Performance

A. Installation shall be Monday-Friday, 7:00am-4:00pm, excluding federal holidays.

B. Work shall be completed within sixty business days.

C. Locations

1) Capital Region Readiness Center (CRRC), 221 Butler Avenue, Building 511, Martinsburg, WV 25405

2) Shepherdstown OIT Facility, Suite 100 and 101, 239 Lowe Drive, Shepherdstown, WV 25443

9.0 Government Responsibility

A. Provide field measurements and counts according to the four (4) indicated design solutions (Flush Mount, Edge Mount, Freestanding, Freestanding w/ pass thru).

B. Provide floor diagrams of each location (*see note at 4D).

C. Approve color(s) of mounting brackets for Flush Mount and Edge Mount types.

10.0 Standards of Conduct

D. Weapons are prohibited on federal property.

E. The Government reserves the right to direct the contractor to remove an employee from the work location for failure to comply with the Standards of Conduct. The Contractor shall initiate immediate action to replace such an employee to maintain continuity of services at no additional cost to the Government.

11.0 Safety

12.0 Physical Security

A. Contractor and their agents must abide by all VA security regulations.

B. VA sensitive information will be protected IAW the Department of Veterans Affairs (VA) Information Security Rules of Behavior (ROB) provides the specific responsibilities and expected behavior for organizational users and non-organizational users of VA systems and VA information as required by OMB Circular A-130, Appendix III, paragraph 3a(2)(a) and VA Handbook 6500, Managing Information Security Risk: VA Information Security Program.

C. The VA will supply the contractor with the minimum logical (technical) and/or physical access to VA information and VA information systems for employees, sub-contractors, and: (1) to perform the services specified in the contract, (2) to perform necessary maintenance functions for electronic storage or transmission media necessary for performance of the contract, and (3) for individuals who first satisfy the same conditions, requirements, and restrictions that comparable VA employees must meet to have access to the same type of VA information.

D. All contractors and subcontractors working with VA Sensitive Information are subject to the same investigative requirements as those of regular VA appointees or employees who have access to the same types of information. The level of background security investigation will be in accordance with VA Directive 0710, Handbook 0710, which are available at https://www.va.gov/vapubs/. Contractors are responsible for screening their employees.

13.0 Contract Award

The Contractor shall not commence performance on the tasks in this Performance Work Statement until the Contracting Officer and/or the Contracting Officer Representative has conducted a Kick-Off meeting.

Attachment A

Refer to separate attachment for Quantity, Size and Type spreadsheet. Prices will also be quoted and submitted on this attachment.

EXHIBIT A

Suggested Typical (Sit-stand workstations and edge mounted required) Edge Mounted Clear Plexiglass Panel

EXHIBIT B

Suggested Typical (Stationary with pass-thru) Clear Plexiglass Panel

PLEASE NOTE: Picture of Stationary without a pass-thru unavailable

EXHIBIT C

Current Furniture Configurations

Cubicle Frame (Flush Mount) – attach to top of spline

Stand-alone sit-to-stand workstation (Edge Mount)

Non-adjustable workstation (Free-standing)

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

Shepherdstown Suite 100 FTE Pods Flush Mount type panels

Shepherdstown Suite 100 Contractor Front area Freestanding w/ Pass-thru (24"x24")

Shepherdstown Suite 100 Contractor Front (mounted) Edge Mount type panels

Shepherdstown Suite 100 Contractor Front area Freestanding Floor Panel average 72' height (must allow room for cabling at bottom)

Shepherdstown Suite 100 Contractor Side (mounted)

Shepherdstown Suite 100 Classroom Area Freestanding type panels (24"x24")

Shepherdstown Suite 100 Security/Student Area Freestanding w/ Pass-thru (24"x24")

Shepherdstown Suite 101 FTE Pods

Shepherdstown Suite 101 FTE w/ pole

Shepherdstown Suite 101

FTE 112

Shepherdstown Suite 101

FTE 114

Shepherdstown Suite 101

FTE 107/111

Shepherdstown Suite 101 ITSS Work Room

Shepherdstown Suite 101 Work Benches-Front (mounted)

Shepherdstown Suite 101 Work Benches - Side (mounts) Edge Mounted type panels

Shepherdstown Suite 101 Contractor Side 111

Shepherdstown Suite 101 Contractor Zipper pods

Shepherdstown Suite 101 Contractor zipper pods w/ pole

Shepherdstown Suite 101 Contractor zipper pods - side (mounts)

Shepherdstown Suite 101

FTE 102

Shepherdstown Suite 101 Contractor 102-Front

Shepherdstown Suite 101 Contractor 102 Back

Shepherdstown Suite 101 Contractor 102 Front

Shepherdstown Suite 101 FTE 124 area

Shepherdstown Suite 101 Contractor Rm 124

(see Attachment A for coverage specs)

Shepherdstown Suite 101 Contractor Rm 124 Flush Mount style panels (see Attachment A for coverage specs)

Shepherdstown Suite 101 FTE Alcove 123 *(1) Flush Mount type panel

*see Attachment A for size differences FTE Alcove 123.

Shepherdstown Suite 101 FTE Alcove 123 *(2)

*See Attachment A for differences in FTE Alcove sizing

Shepherdstown Suite 101 FTE Alcove 123 *(3)

*See Attachment A for sizing differences FTE Alcove 123

Shepherdstown Suite 101 Contractor Alcove 123 *(1)

*See Attachment A for sizing differences Contractor Alcove 123.

Shepherdstown Suite 101 Contractor 123 W *(1)

*See Attachment A for size differences Contractor 123 W.

Shepherdstown Suite 101 Contractor 123 W *(2)

*See Attachment A for size differences Contractor 123 W.

Shepherdstown Suite 101 Contractor 123 FR Edge Mounted type panels

CRRC

D2 area Office 141

CRRC

D2 area Office 142

CRRC

B Wing Corrals

CRRC

B Wing Check-in

CRRC

C1 Contractor Quad

CRRC

C1 FTE

Edge Mount type Panels

CRRC

C2 Window Area

CRRC

C2 P/Q row

CRRC

C2 P/Q row front

CRRC

C2 Quad Front

CRRC

C2 Quad Sides

CRRC

C2 Quad (surface)

CRRC

C2 Center

CRRC

C2 Center Front

Delivery and Installation

B.3 DELIVERY SCHEDULE

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SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS (OCT 2018)

(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 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 people 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 points 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 32.608-2 of the Federal Acquisition Regulation in effect on the date of this contract.

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

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

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

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

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

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

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

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

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

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

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

(End of Clause) ADDENDUM to FAR 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS 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 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS—COMMERCIAL ITEMS (JUN 2020)

(a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

(1) 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (JAN 2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

(2) 52.204–23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered Entities (Jul 2018) (Section 1634 of Pub. L. 115–91).

(3) 52.204–25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (AUG 2019) (Section 889(a)(1)(A) of Pub. L. 115–232).

(4) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (NOV 2015).

(5) 52.233-3, Protest After Award (Aug 1996) (31 U.S.C. 3553).

(6) 52.233-4, Applicable Law for Breach of Contract Claim (Oct 2004) (Public Laws 108-77 and 108-78 (19 U.S.C. 3805 note)).

(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

[] (1) 52.203–6, Restrictions on Subcontractor Sales to the Government (JUN 2020), with Alternate I (OCT 1995) (41 U.S.C. 4704 and 10 U.S.C. 2402).

[] (2) 52.203–13, Contractor Code of Business Ethics and Conduct (JUN 2020) (41 U.S.C. 3509).

[] (3) 52.203–15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (JUN 2010) (Section 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

[X] (4) 52.204–10, Reporting Executive Compensation and First-Tier Subcontract Awards (JUN 2020) (Pub. L. 109–282) (31 U.S.C. 6101 note).

[] (5) [Reserved] [] (6) 52.204–14, Service Contract Reporting Requirements (OCT 2016) (Pub. L. 111–117, section 743 of Div. C).

[] (7) 52.204–15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (OCT 2016) (Pub. L. 111–117, section 743 of Div. C).

[X] (8) 52.209–6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (JUN 2020) (31 U.S.C. 6101 note).

[] (9) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (Oct 2018) (41 U.S.C. 2313).

[] (10) [Reserved] [] (11)(i) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (MAR 2020) (15 U.S.C. 657a).

[] (ii) Alternate I (MAR 2020) of 52.219-3.

[] (12)(i) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (MAR 2020) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

[] (ii) Alternate I (MAR 2020) of 52.219-4.

[] (13) [Reserved] [] (14)(i) 52.219-6, Notice of Total Small Business Set-Aside (MAR 2020) (15 U.S.C. 644).

[] (ii) Alternate I (MAR 2020).

[] (15)(i) 52.219-7, Notice of Partial Small Business Set-Aside (MAR 2020) (15 U.S.C. 644).

[] (ii) Alternate I (MAR 2020) of 52.219-7.

[] (16) 52.219-8, Utilization of Small Business Concerns (Oct 2018) (15 U.S.C. 637(d)(2) and (3)).

[] (17)(i) 52.219–9, Small Business Subcontracting Plan (JUN 2020) (15 U.S.C. 637(d)(4)).

[] (ii) Alternate I (NOV 2016) of 52.219-9.

[] (iii) Alternate II (NOV 2016) of 52.219-9.

[] (iv) Alternate III (JUN 2020) of 52.219–9.

[] (v) Alternate IV (JUN 2020) of 52.219–9.

[] (18) 52.219-13, Notice of Set-Aside of Orders (MAR 2020) (15 U.S.C. 644(r)).

[] (19) 52.219-14, Limitations on Subcontracting (MAR 2020) (15 U.S.C. 637(a)(14)).

[] (20) 52.219-16, Liquidated Damages—Subcontracting Plan (Jan 1999) (15 U.S.C. 637(d)(4)(F)(i)).

[X] (21) 52.219-27, Notice of…