36C24220Q0841_1.docx

36C24220Q0841

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.

DUNS:

DUNS+4:

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. 2/2012)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

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

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

526-21-1-644-0009 36C24220Q0841 09-22-2020 Marshand Boone marshand.boone@va.gov 7188366600 x 3145 10-05-2020 2pm 36C242 Department of Veterans Affairs Network Contracting Office 2 James J. Peters VA Medical Center 130 West Kingsbridge Road Bronx

NY

10468-3904 X X 333415 1250 Employees N/A X See Delivery Schedule

36C242 Department of Veterans Affairs James J. Peters VA Medical Center Network Contracting Office 2 130 West Kingsbridge Road Bronx

NY

10468-3904

Tungsten Network http://www.tungsten-network.com/us/en /veterans-affairs

RFQ for Air Conditioning Maintenance for Bronx VAMC Statement of work begins on page 5, solicitation instructions on p. 53 , and evaluation criteria on p. 58.

X Boone, Marshand 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:

b. GOVERNMENT: Contracting Officer 36C242 Marshand Boone Department of Veterans Affairs Network Contracting Office 2 James J. Peters VA Medical Center 130 West Kingsbridge Road Bronx NY 10468-3904

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 Network http://www.tungsten-network.com/us/en /veterans-affairs

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

Page 1 of Page 1 of Department of Veterans Affairs James J. Peters VA Medical Center.

STATEMENT OF WORK (SOW)

UPS System, PDU and Cooling Units Maintenance Services Part 1. General Information

1.1 Background: The Department of Veterans Affairs (VA) James J. Peters VA Medical Center (JJP-VA) has a requirement to provide onsite maintenance and repair services for four (4) CHALLENGER AIR and one (1) MINI MATE CW Air Conditioning Units. These units are locating in Bldg. 100 Ground Floor (GA) and 2nd Floor (2D) area. The JJP-VA intends to make a single (all or none), firm‐ fixed‐price award for a 12 month period with four option years.

1.2 Scope of Work: This maintenance and repair service includes all associated equipment and piping. It also includes all parts and labor. The contract shall include quarterly maintenance visits and on-site remedial repair service visit as deemed necessary by the contractor or the JJP-VA. The service (visit) response time is 4 hours from the JJP-VA placing a call requesting service. This response daily (including nights, weekends, and holidays.) All normally used parts shall be readily available at the contractor’s worksite for installation when necessary.

1.3 Applicable Documents:

1.3.1 VA Handbook 6500.6

1.3.2 Service Contract Labor Standards (MAY 2014): Wage Determination No.: 2015‐5075, Revision No.: 2, Date Of Revision 05/05/2016, Hourly Rate / Class of Employee $25.80/ 23181 Electronics Technician Maintenance I, Fringe Benefits: $4.27 per hour.

1.4 Period of Performance: The base year Period of Performance will be 24 months starting as of contract award date with four option years.

1.5 Safety Requirements: While in performance of the resultant contract, the contractor shall maintain safety and health standards compliant with requirements of the Occupational Safety and Health Administration (OSHA) and adhere to VAAR 852.237‐70 Contractor responsibilities.

1.6 Security Requirements: Upon entering JJP-VA buildings the contractor and/or contractor employees will be required to show proof of identity (must have a valid photo ID) as well as pass through a security screening. All Contractors and Contractor personnel shall be subject to the same Federal security and privacy laws, regulations, standards and VA policies as VA personnel, including the Privacy Act, 5 U.S.C.

§552a, regarding information and information system security. Vendor shall be escorted in the VA office buildings at all times. The contractor will be accompanied by designated government IT personnel and shall sign in upon entering the computer room. Services will not require connection to the VA network.

1.6.1 The contractor shall not disclose or cause to disseminate any information concerning operations of Department of Veterans Affairs. Such action(s) could result in violation of the contract and possible legal actions.

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Part 2. Definition and Acronyms: N/A

Part 3. Government‐Furnished Items and Services

3.1 The following table includes the model, serial number, brand and description for the Cooling Units. All of the units are located at 130 West Kingsbridge Road, Bronx, NY 10468. All of the items are currently in good working condition.

Model #

Serial #

Description

Brand

Part 4. Contractor‐Furnished Items and Services

4.1 The contractor shall furnish all personnel, materials, labor, parts, supplies, travel, supervision and equipment required to perform work under the resulting contract, to include but not limited to, tools and expendable items.

4.2 The contractor shall provide one designated point of contact (POC) to the government’s designated representative for coordination of parts delivery, and/or maintenance. The POC will be empowered to make daily decisions to ensure that the contract implementation and day‐to‐day maintenance meets the terms and conditions of the resulting contract.

4.3 The contractor shall provide a toll‐free telephone number for service calls, which must be answered during at least eight working hours, between 8:00 am and 4:30 pm, Monday through Friday—in addition to all hours for emergency service.

4.4 Parts/Supplies Availability: The contractor shall have an inventory of parts and supplies in quantities sufficient to effectively service the resulting contract. The contractor shall have an internal inventory system and delivery system for the parts and supplies. The inventory and delivery system must be sufficient to service the contract in accordance with the maintenance response times specified in paragraph 5.1

4.5 Personnel Qualifications: The contractor shall be required to provide fully qualified and manufacturer trained or certified service, delivery, and management personnel in sufficient numbers to actively and efficiently service and support the scanners in place during the contract period. The Contractor must maintain a suitably staffed and equipped service organization and must regularly offer maintenance services for copiers. At the request of the Government, the Contractor shall demonstrate to the satisfaction of the Government that the Contractor is a manufacturer authorized services provider and can purchase repair parts directly from the manufacturer.

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4.6 The contractor shall oversee the routine scheduled and unscheduled maintenance and repair of all of the items listed in SOW paragraph 3.1.

4.7 The contractor shall use only new parts supplied by the manufacturer and after completion of the work, the service technician is required to remove from the work site old parts that were replaced.

4.8 The contractor shall provide at each service visit documentation/reports relating to repair work or preventative maintenance conducted.

4.9 The amount to be paid for the monthly service rate shall be reduced by two percent 2% for each Government business day that repairs are delayed beyond the specified time limit up to a total of fifty percent (50%) of the monthly rate.

Part 5. Specific Tasks

5.1 Service Calls: The contractor shall respond to service calls during normal working hours, Monday through Friday, including holidays observed by the Federal Government. The contractor shall respond to verbal service calls and is expected to initiate the repairs within four (4) working hours after notification of malfunction. The response time on a service call starts when the service call is placed to the contractor. The service technician shall report to the service requestor and notify of his/her arrival and verify the problem for which the service call was made. If the service call is not completed, the service technician shall contact the government’s designated representative and provide a detailed explanation as to why the item was not repaired and provide an estimated time for completion of the required repairs. The contractor shall complete the repairs and satisfactorily resolve the problem by effectively restoring the item to normal operating capability within 24 hours of responding.

5.2 Preventive Maintenance: The Contractor shall be responsible for performing all routine maintenance and repair work required to maintain the Cooling Units in the condition prescribed by the original equipment manufacturer’s recommended guidelines and/or warranty requirements where the warranty remains in force. The Contractor shall also provide quarterly preventative maintenance calls each year. The contractor shall examine, test, adjust the equipment, and as conditions warrant, repair or replace parts in accordance with original equipment manufacturer standards. Contractor shall maintain the Cooling Units in at levels necessary to provide the specified functions to meet the manufacturer’s current equipment specifications.

5.2.1 Maintenance Inspections (where applicable)

5.2.1.1. Record temperature set points at each unit and provide dedicated document to track any changes.

5.2.1.2. Lubricate fan bearings per manufacturer’s recommendations.

5.2.1.3. Lubricate motor bearings per manufacturer’s recommendations.

5.2.1.4. Check fan safety switch.

5.2.1.5. Check belt tension and condition.

5.2.1.6. Check pulleys and motor mounts.

5.2.1.7. Check and clean coils.

5.2.1.8. Check and clean drain pans and drains.

5.2.1.9. Check filters.

5.2.1.10. Check filter switch.

5.2.1.11. Check fan motor and record amp readings.

5.2.1.12. Inspect electrical connections, contractors, relays, and operating/safety controls.

5.2.1.13. Check compressor oil level, test oil, meg motor.

5.2.1.14. Record refrigerant pressures, check site glass for clear and dry conditions.

5.2.1.15. Check compressor operating conditions and adjust as required.

5.2.1.16. Check humidifier and adjust operating controls.

5.2.1.17. Clean unit exterior.

As‐Needed Inspections:

5.2.2.1 Clean condenser coils.

5.2.2.2 Disinfect condensate pan.

5.2.2.3 Replace humidifier bottles.

5.2.2.4 Clean and paint unit panels where required.

5.2.2.5 Replace filters and belts if applicable.

5.3.3. UPS/Battery/PDU ‐‐ Two semi‐annual inspections are included for the UPS/Battery equipment. One annual inspection is included for the PDU. Inspections for the UPS/Battery/PDU equipment will be performed by a qualified technician. The UPS/PDU service includes all labor and materials for inspections and all labor/parts for any service calls for the equipment listed below. Battery replacement, proactive AC/DC capacitors/fan replacement is not included. Repairs stemming from pre‐existing conditions noted at or before first Preventative Maintenance Service (PMS) inspection are not included.

Review of Alarms:

5.3.4.1 Does any alarm occur at same time of day or week?

5.3.4.2 Are alarms related to UPS power?

5.3.4.3 Are alarms related to load?

5.3.4.4 Are alarms related to generator, if applicable?

5.3.4.5 Were any additional loads added after the PDU was installed?

5.3.4.6 Were any problems noted after adding additional loads?

5.3.4.7 Is there an Operator’s Manual for each unit?

5.3.4.8 Is there a wiring diagram for each unit?

5.3.4.9 Check and maintain visible warning safety labels as provided by manufacturer.

5.3.4.10 Check last 6 alarms of UPS unit.

5.3.5 Visual Checks:

5.3.5.1 Record ambient air temperature.

5.3.5.2 Verify panel lamps are operational.

5.3.5.3 Verify panel meters/displays are operational.

5.3.4.4 Verify cleanliness of air filter(s) when applicable

5.3.4.5 Verify condition of ventilating equipment when applicable.

5.3.4.6 Verify that UPS EPO switch is covered.

5.3.4.7 Verify that all other switches are covered.

5.3.4.8 Record any broken switches/breaker.

5.3.4.9 Record UPS/Battery/PDU date code.

5.3.6 Power Checks:

5.3.6.1 Inspect all transformer, terminal block, breaker connections and ground/neutral bus bar connections for tightness.

5.3.6.2 Inspect all cables for signs of overheating and/or damage. Record the findings.

5.3.6.3 Using Infra‐red gun record temperatures of all circuit breakers, contactors, and power connections for any abnormal readings.

5.3.6.4 Verify and record output kVA and kW load and capacity for each phase.

5.3.6.5 Verify and record grounding electrode conductor, including any isolated grounds.

5.3.6.6 Verify and record input voltage – all phases.

5.3.6.7 Verify and record output voltage – all phases.

5.3.6.8 Verify and record input current – all phases.

5.3.6.9 Verify and record output current – all phases.

5.3.6.10 Verify and record percent load on UPS – all phases.

5.3.6.11 Verify and record input total harmonic distortion (voltage) – all phases.

5.3.6.12 Verify and record output total harmonic distortion (Voltage) – all phases.

5.3.6.13 Verify and record input frequency (Hz).

5.3.6.14 Verify and record output frequency (Hz).

5.3.6.15 Check and record the neutral current.

5.3.6.16 Verify that the neutral current does not exceed the neutral conductor capacity.

5.3.6.17 Check and record the ground current.

5.3.6.18 Observe output voltage/current waveforms and note any abnormalities.

5.3.6.19 Compare front panel meter readings and DMM measured readings with the monitor display unit on site and verify 2% accuracy. If the readings between the display and the meter are not within tolerance, calibrate the displayed readings.

5.3.7 Manual Checks:

5.3.7.1 Check all fans for free and quiet operation when applicable.

5.3.7.2 Check alarm/status indicators and note any deficiencies.

5.3.7.3 Clean exterior.

5.3.7.4 Replace air filter when applicable.

5.4 The contractor shall provide one (1) consolidated monthly invoice in arrears that includes the following information. Contract and Obligation Numbers; if applicable the description of repair services rendered;, Company Name; Address and phone number; Invoice Date; Invoice Number (Note that each invoice must have a different invoice number); and one (1) consolidated monthly contracted rate for items listed in SOW paragraph 3.1.

5.5 The Contractor shall provide recommendations for upgrade or replacement of equipment based on

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

Provide onsite maintenance and repair services for four (4) CHALLENGER AIR and one (1) MINI MATE CW Air Conditioning Units. These units are locating in Bldg. 100 Ground Floor (GA) and 2nd Floor (2D) area. This maintenance and repair service includes all associated equipment and piping. It also includes all parts and labor. The contract shall include quarterly maintenance visits and on-site remedial repair service visit as deemed necessary by the contractor or the JJP-VA. The service (visit) response time is 4 hours from the JJP-VA placing a call requesting service. This response daily (including nights, weekends, and holidays.) All normally used parts shall be readily available at the contractor's worksite for installation when necessary Contract Period: Base POP Begin:

POP End:

Provide onsite maintenance and repair services for four (4) CHALLENGER AIR and one (1) MINI MATE CW Air Conditioning Units. These units are locating in Bldg. 100 Ground Floor (GA) and 2nd Floor (2D) area. This maintenance and repair service includes all associated equipment and piping. It also includes all parts and labor. The contract shall include quarterly maintenance visits and on-site remedial repair service visit as deemed necessary by the contractor or the JJP-VA. The service (visit) response time is 4 hours from the JJP-VA placing a call requesting service. This response daily (including nights, weekends, and holidays.) All normally used parts shall be readily available at the contractor's worksite for installation when necessary Contract Period: Option 1

Provide onsite maintenance and repair services for four (4) CHALLENGER AIR and one (1) MINI MATE CW Air Conditioning Units. These units are locating in Bldg. 100 Ground Floor (GA) and 2nd Floor (2D) area. This maintenance and repair service includes all associated equipment and piping. It also includes all parts and labor. The contract shall include quarterly maintenance visits and on-site remedial repair service visit as deemed necessary by the contractor or the JJP-VA. The service (visit) response time is 4 hours from the JJP-VA placing a call requesting service. This response daily (including nights, weekends, and holidays.) All normally used parts shall be readily available at the contractor's worksite for installation when necessary Contract Period: Option 2

Provide onsite maintenance and repair services for four (4) CHALLENGER AIR and one (1) MINI MATE CW Air Conditioning Units. These units are locating in Bldg. 100 Ground Floor (GA) and 2nd Floor (2D) area. This maintenance and repair service includes all associated equipment and piping. It also includes all parts and labor. The contract shall include quarterly maintenance visits and on-site remedial repair service visit as deemed necessary by the contractor or the JJP-VA. The service (visit) response time is 4 hours from the JJP-VA placing a call requesting service. This response daily (including nights, weekends, and holidays.) All normally used parts shall be readily available at the contractor's worksite for installation when necessary Contract Period: Option 3

Provide onsite maintenance and repair services for four (4) CHALLENGER AIR and one (1) MINI MATE CW Air Conditioning Units. These units are locating in Bldg. 100 Ground Floor (GA) and 2nd Floor (2D) area. This maintenance and repair service includes all associated equipment and piping. It also includes all parts and labor. The contract shall include quarterly maintenance visits and on-site remedial repair service visit as deemed necessary by the contractor or the JJP-VA. The service (visit) response time is 4 hours from the JJP-VA placing a call requesting service. This response daily (including nights, weekends, and holidays.) All normally used parts shall be readily available at the contractor's worksite for installation when necessary Contract Period: Option 4

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 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 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 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

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

(End of Clause)

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

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

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

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed five (5) years and six (6) months.

(End of Clause)

C.4 SUPPLEMENTAL INSURANCE REQUIREMENTS

In accordance with FAR 28.307-2 and FAR 52.228-5, the following minimum coverage shall apply to this contract:

(a) Workers' compensation and employers liability: Contractors are required to comply with applicable Federal and State workers' compensation and occupational disease statutes. If occupational diseases are not compensable under those statutes, they shall be covered under the employer's liability section of the insurance policy, except when contract operations are so commingled with a Contractor's commercial operations that it would not be practical to require this coverage. Employer's liability coverage of at least $100,000 is required, except in States with exclusive or monopolistic funds that do not permit workers' compensation to be written by private carriers.

(b) General Liability: $500,000.00 per occurrences.

(c) Automobile liability: $200,000.00 per person; $500,000.00 per occurrence and $20,000.00 property damage.

(d) The successful bidder must present to the Contracting Officer, prior to award, evidence of general liability insurance without any exclusionary clauses for asbestos that would void the general liability coverage.

(End of Clause) C.5 VAAR 852.212-70 PROVISIONS AND CLAUSES APPLICABLE TO VA ACQUISITION OF COMMERCIAL ITEMS (APR 2020)

(a) The Contractor agrees to comply with any provision or clause that is incorporated herein by reference to implement agency policy applicable to acquisition of commercial items or components. The following provisions and clauses that have been checked by the Contracting Officer are incorporated by reference.

[X] 852.203–70, Commercial Advertising.

[] 852.209–70, Organizational Conflicts of Interest.

[] 852.211–70, Equipment Operation and Maintenance Manuals.

[] 852.214–71, Restrictions on Alternate Item(s).

[] 852.214–72, Alternate Item(s). [Note: this is a fillable clause.] [] 852.214–73, Alternate Packaging and Packing.

[] 852.214–74, Marking of Bid Samples.

[X] 852.215–70, Service-Disabled Veteran-Owned and Veteran-Owned Small Business Evaluation Factors.

[X] 852.215–71, Evaluation Factor Commitments.

[] 852.216–71, Economic Price Adjustment of Contract Price(s) Based on a Price Index.

[] 852.216–72, Proportional Economic Price Adjustment of Contract Price(s) Based on a Price Index.

[] 852.216–73, Economic Price Adjustment—State Nursing Home Care for Veterans.

[] 852.216–74, Economic Price Adjustment—Medicaid Labor Rates.

[] 852.216–75, Economic Price Adjustment—Fuel Surcharge.

[] 852.219–9, VA Small Business Subcontracting Plan Minimum Requirements.

[] 852.219–10, VA Notice of Total Service-Disabled Veteran-Owned Small Business Set-Aside.

[] 852.219–11, VA Notice of Total Veteran-Owned Small Business Set-Aside.

[] 852.222–70, Contract Work Hours and Safety Standards—Nursing Home Care for Veterans.

[] 852.228–70, Bond Premium Adjustment.

[] 852.228–71, Indemnification and Insurance.

[] 852.228–72, Assisting Service-Disabled Veteran-Owned and Veteran-Owned Small Businesses in Obtaining Bonds.

[X] 852.232–72, Electronic Submission of Payment Requests.

[X] 852.233–70, Protest Content/Alternative Dispute Resolution.

[X] 852.233–71, Alternate Protest Procedure.

[] 852.237–70, Indemnification and Medical Liability Insurance.

[] 852.246–71, Rejected Goods.

[] 852.246–72, Frozen Processed Foods.

[] 852.246–73, Noncompliance with Packaging, Packing, and/or Marking Requirements.

[] 852.270–1, Representatives of Contracting Officers.

[] 852.271–72, Time Spent by Counselee in Counseling Process.

[] 852.271–73, Use and Publication of Counseling Results.

[] 852.271–74, Inspection.

[] 852.271–75, Extension of Contract Period.

[] 852.273–70, Late Offers.

[] 852.273–71, Alternative Negotiation Techniques.

[] 852.273–72, Alternative Evaluation.

[] 852.273–73, Evaluation—Health-Care Resources.

[] 852.273–74, Award without Exchanges.

(b) All requests for quotations, solicitations, and contracts for commercial item services to be provided to beneficiaries must include the following clause:

[] 852.237–74, Nondiscrimination in Service Delivery.

(End of Clause) C.6 VAAR 852.219-74 LIMITATIONS ON SUBCONTRACTING—MONITORING AND COMPLIANCE (JUL 2018)

(a) This solicitation includes FAR 52.219-14 Limitations on Subcontracting.

(b) Accordingly, any contract resulting from this solicitation is subject to the limitation on subcontracting requirements in 13 CFR 125.6, or the limitations on subcontracting requirements in the FAR clause, as applicable. The Contractor is advised that in performing contract administration functions, the Contracting Officer may use the services of a support contractor(s) retained by VA to assist in assessing the Contractor's compliance with the limitations on subcontracting or percentage of work performance requirements specified in the clause. To that end, the support contractor(s) may require access to Contractor's offices where the Contractor's business records or other proprietary data are retained and to review such business records regarding the Contractor's compliance with this requirement.

(c) All support contractors conducting this review on behalf of VA will be required to sign an “Information Protection and Non-Disclosure and Disclosure of Conflicts of Interest Agreement” to ensure the Contractor's business records or other proprietary data reviewed or obtained in the course of assisting the Contracting Officer in assessing the Contractor for compliance are protected to ensure information or data is not improperly disclosed or other impropriety occurs.

(d) Furthermore, if VA determines any services the support contractor(s) will perform in assessing compliance are advisory and assistance services as defined in FAR 2.101, Definitions, the support contractor(s) must also enter into an agreement with the Contractor to protect proprietary information as required by FAR 9.505-4, Obtaining access to proprietary information, paragraph (b). The Contractor is required to cooperate fully and make available any records as may be required to enable the Contracting Officer to assess the Contractor's compliance with the limitations on subcontracting or percentage of work performance requirement.

(End of Clause) C.7 VAAR 852.219-75 SUBCONTRACTING COMMITMENTS MONITORING AND COMPLIANCE (JUL 2018)

(a) This solicitation includes the clause: 852.215-70 Service-disabled veteran-owned and veteran-owned small business evaluation factors. Accordingly, any contract resulting from this solicitation will include the clause 852.215-71 Evaluation factor commitments.

(b) The Contractor is advised that in performing contract administration functions, the Contracting Officer may use the services of a support contractor(s) to assist in assessing Contractor compliance with the subcontracting commitments incorporated into the contract. To that end, the support contractor(s) may require access to the Contractor's business records or other proprietary data to review such business records regarding contract compliance with this requirement.

(c) All support contractors conducting this review on behalf of VA will be required to sign an “Information Protection and Non-Disclosure and Disclosure of Conflicts of Interest Agreement” to ensure the Contractor's business records or other proprietary data reviewed or obtained in the course of assisting the Contracting Officer in assessing the Contractor for compliance are protected to ensure information or data is not improperly disclosed or other impropriety occurs.

(d) Furthermore, if VA determines any services the support contractor(s) will perform in assessing compliance are advisory and assistance services as defined in FAR 2.101, Definitions, the support contractor(s) must also enter into an agreement with the Contractor to protect proprietary information as required by FAR 9.505-4, Obtaining access to proprietary information, paragraph (b). The Contractor is required to cooperate fully and make available any records as may be required to enable the Contracting Officer to assess the Contractor compliance with the subcontracting commitments.

(End of Clause)

C.8 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):

http://www.acquisition.gov/far/index.html http://www.va.gov/oal/library/vaar/

(End of Clause)

(End of Addendum to 52.212-4)

C.9 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)…