36C24220Q0849_2.docx

36C24220Q0849

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

36C24220Q0849 07-16-2020

ACEVEDO, NATALIE

718-584-9000 X 2105 08-10-2020

12:00 PM

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 811412 $16.5 Million N/A X New Jersey VA Healthcare System East Orange Campus Lyons Campus 385 Tremont Avenue East Orange NJ 07018 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

See CONTINUATION Page Preventative Maintenance (PM) of Ice Machines, Kitchen Retherms and Condensing Units at NJ VA Healthcare System, East Orange Campus and Lyons Campus.

Covers all equipment and services included in the Performance Work Statement (PWS) and Price Schedule included herein.

Natalie Acevedo, Contracting Officer, 718-584-9000 x 2105 Natalie.Acevedo@va.gov All questions must be received via email to Natalie.Acevedo@va.gov on or before 7/24/2020.

See CONTINUATION Page X X X Natalie Acevedo 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 ACEVEDO, NATALIE 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 https://www.tungsten-network.com/customer-campaigns/veteransaffairs/

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

B.2 STATEMENT OF WORK

PERFORMANCE WORK STATEMENT

ICE MACHINES, KITCHEN RETHERMS AND CONDENSING UNITS SERVICE

Background: New Jersey VA Healthcare System requires Preventative Maintenance (PM) of its Ice Machines, Kitchen Retherms and Condensing Units.

ICE MACHINES East Orange Campus Scope: Provide all labor, personnel, supervision, equipment, tools, and all materials necessary to perform a preventive maintenance program for Ice Machines to maintain in first-class operating condition. Upon arrival to perform service, Contractor is to report to Air Conditioning Equipment Mechanic Supervisor, Bldg. 1, B-Level, Room 128, Ext. 2099.

Frequency: Monthly and Quarterly in the months of October, January, April and July.

Hours of Work: Work to be performed during the hours of 7:00 AM to 3:30 PM, Monday thru Friday excluding Federal Holidays.

Period of Performance: Annual services for October 1, 2020 through September 30, 2021 with the provision of four option years.

Reports: The contractor will furnish the COR with a report of work completed and work in progress at the end of the workday. All PM will be accomplished within 1 week. Service reports shall include necessary repairs identified/needed maintenance performed, date of service, which units were maintained in order to bring units back to normal operations. Service reports must be signed by both service provider and COR at completion of work. An electronic version of same shall be sent to the COR.

PM Procedures: The contractor will immediately clean-up any water or cleaner spilled on the floor. The contractor will keep the corridors clear while working on the ice machines.

Monthly: The contractor will – Clean and replace filters. Contractor will provide schedule for this work.

1) Clean dispenser pan and drain line. Pour one gallon of hot tap water into drain pan to flush drains.

2) Clean splash panel front and sides. Deactivate dispenser. Clean lens and splash panel front and sides using a soft cloth and mild, non-abrasive, non-chlorine based cleaner. Reactivate dispenser.

3) Clean Condenser (air cooled machine only). Use a vacuum cleaner or stiff brush to carefully clean condenser coils of lint and debris. Clean or replace filter if needed.

4) Replace water filters with special ice machine water filters rated to strain out Legionella bacteria.

Filters will be provided by the VA.

Quarterly: Clean / Descale

1) Follow ice machines manufacturers’ instruction to clean/descale ice machine.

2) Follow ice machines manufacturer’s instructions to sanitize ice machine.

3) Follow ice machines manufacturer’s instructions to clean/descale dispenser and storage hopper.

4) Follow ice machines manufacturer’s instructions to sanitize dispenser.

Unscheduled Repairs:

· Labor Hours: Minimum 10 hours per year.

· Parts Cost: Minimum $100 – Maximum $5,000.00 per year.

Repair Procedures: Contractor shall report any repair needs to the COR. If the facility decides to correct services under the contract, no work shall be performed prior to the expressed consent of the CO being granted via a written modification to the contract.

East Orange Campus Ice Machine

BUILDING ONE

1ST FLOOR

Culinary Kitchen

Ice Machines Lyons Campus

Scope: Provide all labor, personnel, supervision, equipment, tools, and all materials necessary to perform a preventive maintenance program for Ice Machines to maintain in first-class operating condition.

Upon arrival to perform service, Contractor to report to HVAC Shop Foreman Bldg. 136, Ext. 4845

Frequency: Monthly and Quarterly in the months of October, January, April and July. Invoices billed monthly. Quarterly in the months of October, January, April and July for preventive maintenance.

Unscheduled repairs of non-functioning ice machines (dispensers not working, machines not providing ice etc.) are on an as needed, on-call basis.

Hours of Work: Work to be performed during the hours of 7:00 AM to 3:30 PM, Monday thru Friday excluding Federal Holidays.

Period of Performance: Annual services for October 1, 2020 through September 30, 2021 with the provision of four option years.

Reports: The contractor will furnish the COR with a report of work completed and work in progress at the end of the day. Service reports shall include necessary repairs identified/needed in order to bring units back to normal operations. Service reports must be signed by both service provider and COR at completion of work. An electronic version of same shall be sent to the COR.

PM Procedures: The contractor will clean-up immediately any water or cleaner spilled on the floor. The contractor will keep the corridors clear while working on the ice machines.

Monthly - Clean / Filter Replacement

1) Clean dispenser pan and drain line. Pour one gallon of hot tap water into drain pan to flush drains.

2) Clean splash panel front and sides. Deactivate dispenser. Clean lens and splash panel front and sides using a soft cloth and mild, non-abrasive, non-chlorine based cleaner. Reactivate dispenser.

3) Clean Condenser (air cooled machine only). Use a vacuum cleaner or stiff brush to carefully clean condenser coils of lint and debris. Clean or replace filter if needed.

4) Replace water filters with special ice machine water filters rated to strain out Legionella bacteria.

Filters will be provided by the VA.

Quarterly - Clean / Descale

1) Follow ice machines manufacturers’ instruction to clean/descale ice machine.

2) Follow ice machines manufacturer’s instructions to sanitize ice machine.

3) Follow ice machines manufacturer’s instructions to clean/descale dispenser and storage hopper.

4) Follow ice machines manufacturer’s instructions to sanitize dispenser.

Unscheduled Repairs:

· Labor Hours: Minimum 10 hours per year.

· Parts Cost: Minimum $100 – Maximum $5,000.00 per year.

Repair Procedures: Contractor shall report any repair needs to the COR. If the facility decides to correct services under the contract, no work shall be performed prior to the expressed consent of the CO being granted via a written modification to the contract.

Lyons Campus Ice Machine Equipment List:

KITCHEN RETHERMS AND CONDENSING UNITS- EAST ORANGE CAMPUS

Scope: Provide all labor, materials and equipment necessary to provide full maintenance to maintain Aladdin Temp-Rite Cook-Chill System equipment comprised of eleven (11) 24-Shelf Remote Docking Stations; four (4) 24 Shelf CV3 Air Cooled Docking Stations; one (1) Double Remote Condensing Units; three (3) Triple Remote Condensing Units in first-class operating condition.

Upon arrival to perform service, Contractor to report to Air Conditioning Equipment Mechanic Supervisor in Bldg. 1, B-level, Room 128, Ext. 2099.

All work must be in accordance with all federal and state regulations.

Frequency: Quarterly in the months of October, January, April and July for preventive maintenance.

Emergency repairs of non-functioning ice machines (dispensers not working, machines not providing ice etc.) are on an as needed, on-call basis.

Hours of Work: All routine work to be performed during the hours of 7:00 AM to 3:30 PM.

Period of Performance: The requirement is for annual services for an estimated period of performance of October 1, 2020 through September 30, 2021 with the provision of four option years.

Reports: Contractor is to provide a service report for the COR with a status and summary of all work performed. Service reports shall include necessary repairs identified/needed maintenance performed, date of service, which units were maintained in order to bring units back to normal operations. Service reports must be signed by both service provider and COR at completion of work. An electronic version of same shall be sent to the COR.

PM Procedures: Contractor shall conduct monthly inspection of all units and verify that they are operating to manufacturers specifications. Clean evaporator and condenser coils. Check refrigerant pressures and charge with refrigerant as necessary. Contractor will provide schedule to accomplish this work.

Repair Procedures: Contractor shall report any repair needs to the COR. If the facility decides to correct services under the contract, no work shall be performed prior to the expressed consent of the CO being granted via a written modification to the contract.

Unscheduled Repairs:

· Labor Hours: Minimum 10 Hours per Year

· Parts Cost: Minimum $100.00 – Maximum $10,000.00 per year.

Equipment List: Located in Bldg. 1, the B-Level Kitchen, Room B-110. Condensing units are in Building 1, B-Level, Room B-402 (near exit door at elevator lobby).

Aladdin Temp-Rite: East Orange Campus

with Self-Contained condensing unit

Condensing Units: EAST ORANGE

· Unit 1 serves Retherms 1 & 2. Heatcraft Model BHT030X6CSP

· Unit 2 serves Retherms 3, 4 & 5. Heatcraft Model BHT050X6CSP

· Unit 3 serves Retherms 6, 7 & 8. Heatcraft Model BHT050X6CSP

· Unit 4 serves Retherms 9, 10 & 11. Heatcraft Model BHT050 Safety Requirements: The Contracting Officer or his/her designee will notify the contractor of any noncompliance with the foregoing provisions and the action to be taken. The Contractor shall, after receipt of such notice, immediately correct the conditions to which attention has been directed. Such notice, when served on the Contractor or his/her representative at the site of the work, shall be deemed sufficient for the purpose aforesaid. If the Contractor fails or refuses to comply promptly, the Contracting Officer may issue an order stopping all and any part of the work and hold the Contractor in default.

Other Related Services (Not Included in the Scope of Work)

Any services not expressly stated in this statement of work are not authorized. Services such as inspection, Original Equipment Manufacturer (OEM) required maintenance, or other maintenance and repair vital to the continued functioning of the systems may be added only after written modification from the contracting officer, unless they are inclusive to the requested services. No other person, including the COR or any other VA personnel are authorized to request additional work be performed by the contractor. Any additional services performed that are not authorized by the contracting officer will be considered inclusive.

KITCHEN RETHERMS AND CONDENSING UNITS-LYONS CAMPUS

Scope: Provide all labor, materials and equipment necessary to provide full maintenance to maintain Aladdin Temp-Rite Cook-Chill System equipment comprised of (11) 24 Shelf Remote Docking Stations; All work must be in accordance with all federal and state regulations.

Upon arrival to perform service, Contractor to report to HVAC Shop Foreman Bldg. 136, Ext. 4845

Frequency: Quarterly in the months of October, January, April and July for preventive maintenance. Invoices billed in the months of November, February, May and August. Emergency repairs are on an as- needed, on-call basis.

Hours of Work: All routine work to be performed during the hours of 7:00 AM to 3:30 PM.

Period of Performance: The requirement is for annual services for an estimated period of performance of October 1, 2020 through September 30, 2021 with the provision of four option years.

Reports: Contractor is to provide a service report for the COR with a status and summary of all work performed. Service reports shall include necessary repairs identified/needed in order to bring units back to normal operations. Service reports must be signed by both service provider and COR at completion of work. An electronic version of same shall be sent to the COR.

PM Procedures: Contractor shall conduct monthly inspection of all units and verify that they are operating to manufacturers specifications. Clean evaporator and condenser coils. Check refrigerant pressures and charge with refrigerant as necessary.

Unscheduled Repairs:

· Labor Hours: Minimum 10 Hours per Year

· Parts Cost: Minimum $100.00 – Maximum $10,000.00 per year.

Repair Procedures: Contractor shall report any repair needs to the COR. If the facility decides to correct services under the contract, no work shall be performed prior to the expressed consent of the CO being granted via a written modification to the contract.

Equipment List: VANJHCS Lyons Campus, Buildings 2, 54, 135 and 143.

· Building 2 has 3 double unit compressors.

· Building 54 has 2 double unit compressors.

· Building 135 has 2 double unit compressors and 2 triple unit compressors.

· Building 143 has 2 triple unit compressors and 1 double unit compressors.

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

Ice Machines located at East Orange Monthly: Clean and replace filters. Contractor will provide schedule for this work.

5 Year Contract - 10/1/2020 - 9/30/2025 Period of Performance 10/1/2020 - 9/30/2021

Ice Machines located at East Orange Quarterly: Clean / Descale

Period of performance - 10/1/2020 - 9/30/2021

Ice Machines located at Lyons

Ice Machines located at Lyons

Ice Machines Unscheduled Repairs Hourly Rate Minimum 10 hours located: East Orange and Lyons Campuses 5 Year Contract - 10/1/2020 - 9/30/2020 Period of performance 10/1/2020 - 9/30/2021

Ice Machines Unscheduled Repairs Parts Cost Minimum $10.00 - Maximum $5,000.00 located: East Orange and Lyons Campuses

Kitchen Retherms and Condensing Units Quarterly Preventative Maintenance required in the months of October, January, April and July.

Located at East Orange Campus

Kitchen Retherms and Condensing Units Quarterly Preventative Maintenance required in the months of October, January, April and July.

Located at Lyons Campus

Kitchen Retherms and Condensing Units Unscheduled Repairs Hourly Required Minimum 10 Hours per Year located: East Orange and Lyons Campuses

Kitchen Retherms and Condensing Units Unscheduled Repairs Parts Required Minimum $200.00 - Maximum $10,000.00 Over Maximum amount must be purchased without the expressed consent of the CO being granted via a modification.

located: East Orange and Lyons Campuses

Ice Machines located at East Orange

Period of Performance 10/1/2021 - 9/30/2022

Ice Machines located at East Orange

Period of performance - 10/1/2021 - 9/30/2022

Ice Machines located at Lyons

Ice Machines located at Lyons

Ice Machines Unscheduled Repairs Hourly Rate located: East Orange and Lyons Campuses

Period of performance 10/1/2021 - 9/30/2022

Ice Machines Unscheduled Repairs Parts Cost located: East Orange and Lyons Campuses

Kitchen Retherms and Condensing Units Quarterly Preventative Maintenance required in the months of October, January, April and July.

Kitchen Retherms and Condensing Units Quarterly Preventative Maintenance required in the months of October, January, April and July.

Kitchen Retherms and Condensing Units Unscheduled Repairs Hourly Required located: East Orange and Lyons Campuses

Kitchen Retherms and Condensing Units Unscheduled Repairs Parts Required

Over Maximum amount must be purchased without the expressed consent of the CO being granted via a modification.

located: East Orange and Lyons Campuses

Ice Machines located at East Orange

Period of Performance 10/1/2022 - 9/30/2023

Ice Machines located at East Orange

Period of performance - 10/1/2022 - 9/30/2023

Ice Machines located at Lyons

Ice Machines located at Lyons

Ice Machines Unscheduled Repairs Hourly Rate located: East Orange and Lyons Campuses

Period of performance 10/1/2022 - 9/30/2023

Ice Machines Unscheduled Repairs Parts Cost located: East Orange and Lyons Campuses

Kitchen Retherms and Condensing Units Quarterly Preventative Maintenance required in the months of October, January, April and July.

Kitchen Retherms and Condensing Units Quarterly Preventative Maintenance required in the months of October, January, April and July.

Kitchen Retherms and Condensing Units Unscheduled Repairs Hourly Required located: East Orange and Lyons Campuses

Kitchen Retherms and Condensing Units Unscheduled Repairs Parts Required

Over Maximum amount must be purchased without the expressed consent of the CO being granted via a modification.

located: East Orange and Lyons Campuses

Ice Machines located at East Orange

Period of Performance 10/1/2023- 9/30/2024

Ice Machines located at East Orange

Period of performance - 10/1/2023 - 9/30/2024

Ice Machines located at Lyons

Ice Machines located at Lyons

Ice Machines Unscheduled Repairs Hourly Rate located: East Orange and Lyons Campuses

Period of performance 10/1/2023 - 9/30/2024

Ice Machines Unscheduled Repairs Parts Cost located: East Orange and Lyons Campuses

Kitchen Retherms and Condensing Units Quarterly Preventative Maintenance required in the months of October, January, April and July.

Kitchen Retherms and Condensing Units Quarterly Preventative Maintenance required in the months of October, January, April and July.

Kitchen Retherms and Condensing Units Unscheduled Repairs Hourly Required located: East Orange and Lyons Campuses

Period of Performance 10/1/2023 - 9/30/2024

Kitchen Retherms and Condensing Units Unscheduled Repairs Parts Required

Over Maximum amount must be purchased without the expressed consent of the CO being granted via a modification.

located: East Orange and Lyons Campuses

Period of Performance 10/1/2023 - 9/30/2024

Ice Machines located at East Orange

Period of Performance 10/1/2024- 9/30/2025

Ice Machines located at East Orange

Period of performance - 10/1/2024 - 9/30/2025

Ice Machines located at Lyons

Ice Machines located at Lyons

Ice Machines Unscheduled Repairs Hourly Rate located: East Orange and Lyons Campuses

Period of performance 10/1/2024 - 9/30/2025

Ice Machines Unscheduled Repairs Parts Cost located: East Orange and Lyons Campuses

Kitchen Retherms and Condensing Units Quarterly Preventative Maintenance required in the months of October, January, April and July.

Kitchen Retherms and Condensing Units Quarterly Preventative Maintenance required in the months of October, January, April and July.

Kitchen Retherms and Condensing Units Unscheduled Repairs Hourly Required located: East Orange and Lyons Campuses

Period of Performance 10/1/2024 - 9/30/2025

Kitchen Retherms and Condensing Units Unscheduled Repairs Parts Required

Over Maximum amount must be purchased without the expressed consent of the CO being granted via a modification.

located: East Orange and Lyons Campuses

Period of Performance 10/1/2024 - 9/30/2025

Page 1 of Page 1 of

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 52.252-2 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)

C.3 52.216-18 ORDERING (OCT 1995)

(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule. Such orders may be issued from 10/1/2020 through 9/30/2025.

(b) All delivery orders or task orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c) If mailed, a delivery order or task order is considered "issued" when the Government deposits the order in the mail. Orders may be issued orally, by facsimile, or by electronic commerce methods only if authorized in the Schedule.

(End of Clause)

C.4 52.216-19 ORDER LIMITATIONS (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than 10 hours for Unscheduled Repairs and $100 for Unscheduled Pa, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor—

(1) Any order for a single item in excess of ;

(2) Any order for a combination of items in excess of ; or

(3) A series of orders from the same ordering office within days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) of this section.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) of this section.

(d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within 5 days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

(End of Clause)

C.5 52.216-22 INDEFINITE QUANTITY (OCT 1995)

(a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the "maximum." The Government shall order at least the quantity of supplies or services designated in the Schedule as the "minimum."

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after 9/30/2025.

(End of Clause)

C.6 52.219-6 NOTICE OF TOTAL SMALL BUSINESS SET-ASIDE (DEVIATION 2019-01)

(a) Definition. "Small business concern," as used in this clause, means a…