36C24221Q0131.docx

36C24221Q0131

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

36C24221Q0131 11-03-2020

CHILDS, JANINE

716-862-7461 X22432 11-13-2020

12:00 PM

EST

Department of Veterans Affairs Network Contracting Office (NCO) 2 2875 Union Road Suite 3500 Cheektowaga NY 14227 X 811219 $22 Million N/A X Department of Veterans Affairs WNY Healthcare System 3495 Bailey Avenue Buffalo NY 14215 Department of Veterans Affairs Network Contracting Office (NCO) 2 2875 Union Road Suite 3500 Cheektowaga NY 14227

Tungsten Network http://www.tungsten-network.com

See CONTINUATION Page This solicitation is for an Indefinite Delivery/Indefinite Quantity requirement for Patient Ceiling Lift services to be provided to the NJHCS East Orange campus: 385 Tremont Ave, East Orange, NJ 07018, and Lyons Campus: 151 Knollcroft Ave, Lyons, NJ 07939. The period of performance shall be from 12/1/2020 - 11/30/2021 to include four option years. For detailed requirements see attached Statement of Work.

* See quote instructions on page and evaluation information on page 4 Quotes are due Friday, November 13, 2020 at 12:00 pm EST.

Quotes shall be submitted via email to Janine Childs at Janine.Childs@va.gov See CONTINUATION Page X X X Janine Childs 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 Department of Veterans Affairs Network Contracting Office (NCO) 2 2875 Union Road Suite 3500 Cheektowaga NY 14227

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

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

B.2 STATEMENT OF WORK

This indefinite delivery/indefinite quantity requirement is for annual maintenance and repair for patient ceiling lifts located at the New Jersey Healthcare System (NJHCS) East Orange Campus, 385 Tremont Ave, East Orange, NJ 07018 and the Lyons Campus, 151 Knollcroft Road, Lyons, NJ 07939.

B.2.1 PERIOD OF PERFORMANCE:

The ordering period of the Indefinite Order/Indefinite Delivery Contract shall be a base period from 12/1/2020 to 11/30/2021, to include four option years.

B.2.2 BACKGROUND:

Vendor shall provide all labor, materials, tools, equipment and supervision of a certified-licensed technician to perform preventive maintenance and call-back repairs for equipment and associated tracks noted below at each facility. Vendor shall provide one annual preventive maintenance inspection (August of each year), replace parts (includes everything except batteries). Additionally, up to 50 emergency/unscheduled service call visits (to include parts/installation (excludes batteries)) will be required for each site. Number of emergency/unscheduled service call visits shall be no less than 20 and above 500 calls for the total contract (base pule four years). Response to emergency/unscheduled service call visits shall be within 24-hours of notification.

East Orange VAMC:

Lyons VAMC:

Note: Due to ongoing changes to both medical centers the actual number and composition of the patient lifts to be serviced may change on an ongoing basis. Therefore, the above equipment may change.

B.2.3 GENERAL REQUIREMENTS:

A. General Contractor's employees shall not enter the project site without appropriate badge. They may also be subject to inspection of their personal effects when entering or leaving the project site.

B. Contractors are required to comply with the Occupational Safety and Health Act of 1970. This will include the safety and health standard found in CFR 1910 and 1926.

C. Vendors employees must have the 10-hour OSHA certified Construction Safety course and /or other relevant competency training as determined by the VA. Training records required for all employees upon submission of quote.

D. Vendor employees shall have Original Equipment Manufacturer (OEM) certification to work on listed equipment. Certificate(s) shall be submitted with quote.

E. Under no circumstances are equipment, tools and other items of work to be left unattended for any reason. All tools, equipment and items of work must be under the immediate control of your employee.

F. All doors to work areas will be closed and locked when rooms are left unattended.

B.2.4 PREVENTATIVE MAINTENANCE:

Perform preventative maintenance (PM) on patient ceiling lifts which shall include the following tasks and all required repairs identified during the PM services shall be addresses on the day of the inspection:

A. Scheduled Yearly Inspection

1. Inspect frame interlocks and hardware for service ability and missing parts

2. Inspect cassette gears for wear

3. Inspect connecting joints for proper attachment (cassette trolley and spreader bar)

4. Verify that the emergency brake on the drum is turning freely

5. Verify performance of emergency devices

6. Inspect and torque track end stoppers

7. Inspect visibility of bracket locking device

8. Inspect rail joints and centering of spring pins

9. Inspect/verify centering of rails

10. Verify serviceability of any installed accessories (turntables and/or exchangers)

11. Verify placement of installed fixed components

12. Verify proper voltage output from fixed battery charger and continuous chargers

13. Inspect complete length of lift strap for wear

14. Inspect slings for wear

15. Verify correct calibration of installed weight measurement devices (scales)

16. Load test batteries

17. Diagnose and correct system issues

18. Vendor shall perform lift load/deflection test

19. Upon completion of any repairs, a complete function check will be performed to ensure proper operation, serviceability and safety of use.

B. Every 2nd Year (option years one and three) – Scheduled Inspection

1. Perform complete yearly inspection

2. Vendor shall provide and change lift strap

3. Replace system batteries as per patient safety lift instructional manual.

B.2.5 EMERGENCY/ UNSCHEDULED SERVICE SUPPORT:

The contractor shall provide an on-site technician to perform emergency/unscheduled service for repairs on the patients lift(s) within twenty-four (24) hours of receiving a service call and place equipment in first-class operating condition based on PM parameters above. Vendor to provide all parts and materials for repairs.

B.2.6 REPORTING:

A. Service reports must be signed by both service provider and Contracting Officer Representative (COR) at completion of work. An electronic version of same shall be sent to the COR. The appropriate VA checklist forms must be completed and signed off by the Vendor and witnessed by the COR or his representative

1. Corrective and Preventative Maintenance

2. Installation and Relocation

B.2.7 SCHEDULING:

A. The Medical Centers must maintain its operation 24 hours a day 7 days a week. Therefore, any interruption in service must be scheduled and coordinated with the COR to ensure that no lapses in operation occur. It is the contractor's responsibility to develop a work plan and schedule detailing, at a minimum, the procedures to be employed, the equipment and materials to be used, the interim life safety measure to be used during the work, and a schedule defining the duration of the work with milestone subtasks.

B. All work shall take place during normal duty hours: Monday-Friday, 8:00am - 3:30pm, except work that will adversely affect Hospital operations. Requests to conduct work outside of normal duty hours must be submitted in writing at least 3 days in advance of the anticipated work to the COR. If the alternate work schedule is agreed upon, work can proceed. The original written request shall remain with all service documents along with any written agreements relative to the original requests.

C. Contractor shall provide advance notice before arriving on station to begin any work as described herein. This advance notice must permit the VA to notify personnel in the affected buildings of the impending work. In no instance will this advance notice be less than 24 hours. The contact person for all advance notices shall be the COR.

D. All work shall be performed, using properly trained technicians, using tools and equipment specific to the task and in a manner that is considered acceptable industry wide. At any time the COR may deem any tool, technician, or method unacceptable based on this authority of inspection/acceptance of services.

E. All contract employees shall wear identification badges as provided by the VA. Upon completion of work, all badges shall be returned to the COR. The Contractor and all its contract employees shall comply with all regulations of the Department of Veteran’s Affairs regulations and policies while working under the terms and conditions of this contract. All badges must be returned daily to the COR.

F. Holidays observed by the VA are as follow and the vendor shall not expect access to the facility’s unless otherwise notified:

i. New Year’s Day

ii. Memorial Day

iii. Columbus Day

iv. Christmas Day

v. Martin Luther King Day

vi. Independence Day

vii. Veteran’s Day

viii. President’s Day

ix. Labor Day

x. Thanksgiving

B.3 PRICE SCHEDULE

ITEM INFORMATION

Base year total: Patient Lift services for the New Jersey Healthcare System (NJHCS) - East Orange and Lyons Campuses Contract Period: Base POP Begin: 12-01-2020 POP End: 11-30-2021

0001A

Pricing for Annual Preventative Maintenance (PM) for lift with extended track.

0001B

Pricing for Annual Preventative Maintenance (PM) for lift with track (not extended).

0001C

Pricing for Annual Preventative Maintenance (PM) for lift without track.

0001D

Pricing for Annual emergency/unscheduled service support for each call. All parts, except batteries

0001E

Pricing for battery during emergency/unscheduled service support

Option year one total: Patient Lift services for the New Jersey Healthcare System (NJHCS) - East Orange and Lyons Campuses Contract Period: Option 1 POP Begin: 12-01-2021 POP End: 11-30-2022

0002A

Pricing for Annual Preventative Maintenance (PM) for lift with extended track.

0002C

Pricing for Annual Preventative Maintenance (PM) for lift with track (not extended).

0002E

Pricing for Annual Preventative Maintenance (PM) for lift without track.

0002G

Pricing for Annual emergency/unscheduled service support for each call. All parts, except batteries

0002H

Pricing for battery during emergency/unscheduled service support

Option year two total: Patient Lift services for the New Jersey Healthcare System (NJHCS) - East Orange and Lyons Campuses Contract Period: Option 2 POP Begin: 12-01-2022 POP End: 11-30-2023

0003A

Option year two: Annual Preventative Maintenance (PM) for lift with extended track.

0003B

Pricing for Annual Preventative Maintenance (PM) for lift with track (not extended).

0003C

Pricing for Annual Preventative Maintenance (PM) for lift without track.

0003D

Pricing for Annual emergency/unscheduled service support for each call. All parts, except batteries

0003E

Pricing for battery during emergency/unscheduled service support

Option year three total: Patient Lift services for the New Jersey Healthcare System (NJHCS) - East Orange and Lyons Campuses (NJHCS) - East Orange Campus Contract Period: Option 3 POP Begin: 12-01-2023 POP End: 10-31-2024

0004A

Pricing for Annual Preventative Maintenance (PM) for lift with extended track.

0004C

Pricing for Annual Preventative Maintenance (PM) for lift with track (not extended).

0004E

Pricing for Annual Preventative Maintenance (PM) for lift without track.

POP End: 11-30-2024

0004G

Pricing for Annual emergency/unscheduled service support for each call. All parts, except batteries

0004H

Pricing for battery during emergency/unscheduled service support

Option year four total: Patient Lift services for the New Jersey Healthcare System (NJHCS) - East Orange and Lyons Campuses Contract Period: Option 4 POP Begin: 12-01-2024 POP End: 11-30-2025

0005A

Pricing for Annual Preventative Maintenance (PM) for lift with extended track.

0005B

Pricing for Annual Preventative Maintenance (PM) for lift with track (not extended).

0005C

Pricing for Annual Preventative Maintenance (PM) for lift without track.

0005D

Pricing for Annual emergency/unscheduled service support for each call. All parts, except batteries

0005E

Pricing for battery during emergency/unscheduled service support

B.4 PRICE WORKSHEET

ITEM INFORMATION

Base year total: Patient Lift services for the New Jersey Healthcare System (NJHCS) - East Orange and Lyons Campuses

0001A

Pricing for Annual Preventative Maintenance (PM) for lift with extended track.

0001B

Pricing for Annual Preventative Maintenance (PM) for lift with track (not extended).

0001C

Pricing for Annual Preventative Maintenance (PM) for lift without track.

0001D

Pricing for Annual emergency/unscheduled service support for each call. All parts, except batteries

0001E

Pricing for battery during emergency/unscheduled service support

Option year one total: Patient Lift services for the New Jersey Healthcare System (NJHCS) - East Orange and Lyons Campuses

0002A

Pricing for Annual Preventative Maintenance (PM) for lift with extended track.

0002C

Pricing for Annual Preventative Maintenance (PM) for lift with track (not extended).

0002E

Pricing for Annual Preventative Maintenance (PM) for lift without track.

0002G

Pricing for Annual emergency/unscheduled service support for each call. All parts, except batteries

0002H

Pricing for battery during emergency/unscheduled service support

Option year two total: Patient Lift services for the New Jersey Healthcare System (NJHCS) - East Orange and Lyons Campuses

0003A

Option year two: Annual Preventative Maintenance (PM) for lift with extended track.

0003B

Pricing for Annual Preventative Maintenance (PM) for lift with track (not extended).

0003C

Pricing for Annual Preventative Maintenance (PM) for lift without track.

0003D

Pricing for Annual emergency/unscheduled service support for each call. All parts, except batteries

0003E

Pricing for battery during emergency/unscheduled service support

Option year three total: Patient Lift services for the New Jersey Healthcare System (NJHCS) - East Orange and Lyons Campuses (NJHCS) - East Orange Campus

0004A

Pricing for Annual Preventative Maintenance (PM) for lift with extended track.

0004C

Pricing for Annual Preventative Maintenance (PM) for lift with track (not extended).

0004E

Pricing for Annual Preventative Maintenance (PM) for lift without track.

0004G

Pricing for Annual emergency/unscheduled service support for each call. All parts, except batteries

0004H

Pricing for battery during emergency/unscheduled service support

Option year four total: Patient Lift services for the New Jersey Healthcare System (NJHCS) - East Orange and Lyons Campuses

0005A

Pricing for Annual Preventative Maintenance (PM) for lift with extended track.

0005B

Pricing for Annual Preventative Maintenance (PM) for lift with track (not extended).

0005C

Pricing for Annual Preventative Maintenance (PM) for lift without track.

0005D

Pricing for Annual emergency/unscheduled service support for each call. All parts, except batteries

0005E

Pricing for battery during emergency/unscheduled service support

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)

C.2 52.216-18 ORDERING (AUG 2020)

(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 12/01/2020 through 11/30/2021.

(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) A delivery order or task order is considered "issued" when—

(1) If sent by mail (includes transmittal by U.S. mail or private delivery service), the Government deposits the order in the mail;

(2) If sent by fax, the Government transmits the order to the Contractor’s fax number; or

(3) If sent electronically, the Government either—

(i) Posts a copy of the delivery order or task order to a Government document access system, and notice is sent to the Contractor; or

(ii) Distributes the delivery order or task order via email to the Contractor’s email address.

(d) Orders may be issued by methods other than those enumerated in this clause only if authorized in the contract.

(End of Clause)

C.3 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 $1,00.00, 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 $77,000.00;

(2) Any order for a combination of items in excess of $360,000.00; or

(3) A series of orders from the same ordering office within REMOVE 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.4 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 10/31/2025.

(End of Clause)

C.5 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.

(End of Clause) C.6 52.219-4 NOTICE OF PRICE EVALUATION PREFERENCE FOR HUBZONE SMALL BUSINESS CONCERNS (DEVIATION 2019-01)

(a) Definitions. As used in this clause— “HUBZone small business concern” means a small business concern, certified by the Small Business Administration (SBA), that appears on the List of Qualified HUBZone Small Business Concerns maintained by the SBA (13 CFR 126.103).

“Similarly situated entity” means a first-tier subcontractor, including an independent contractor, that has the same small business program status as that which qualified the prime contractor for the award, and that is considered small for the NAICS code the prime contractor assigned to the subcontract the subcontractor will perform. An example of a similarly situated entity is a first-tier subcontractor that is a HUBZone small business concern for a HUBZone set-aside or sole source award under the HUBZone Program.

(b) Evaluation preference.

(1) Offers will be evaluated by adding a factor of 10 percent to the price of all offers, except—

(i) Offers from HUBZone small business concerns that have not waived the evaluation preference; and

(ii) Otherwise successful offers from small business concerns.

(2) The factor of 10 percent shall be applied on a line item basis or to any group of items on which award may be made. Other evaluation factors described in the solicitation shall be applied before application of the factor.

(3) When the two highest rated offerors are a HUBZone small business concern and a large business, and the evaluated offer of the HUBZone small business concern is equal to the evaluated offer of the large business after considering the price evaluation preference, award will be made to the HUBZone small business concern.

(c) Waiver of evaluation preference. A HUBZone small business concern may elect to waive the evaluation preference, in which case the factor will be added to its offer for evaluation purposes. The agreements in paragraphs (e) and (f) of this clause do not apply if the offeror has waived the evaluation preference.

[ ] Offeror elects to waive the evaluation preference.

(d) Independent contractors. An independent contractor shall be considered a subcontractor.

(e) Agreement. By submission of an offer and execution of a contract, a HUBZone small business concern agrees that, in the case of a contract for—

(1) Services (except construction), it will not pay more than 50 percent of the amount paid by the Government for contract performance to subcontractors that are not similarly situated entities. Any work that a similarly situated entity further subcontracts will count toward the 50 percent subcontract amount that cannot be exceeded;

(2) Supplies (other than procurement from a nonmanufacturer of such supplies), it will not pay more than 50 percent of the amount paid by the Government for contract performance, excluding the cost of materials, to subcontractors that are not similarly situated entities. Any work that a similarly situated entity further subcontracts will count toward the 50 percent subcontract amount that cannot be exceeded;

(3) General construction, it will not pay more than 85 percent of the amount paid by the Government for contract performance, excluding the cost of materials, to subcontractors that are not similarly situated entities. Any work that a similarly situated entity further subcontracts will count toward the 85 percent subcontract amount that cannot be exceeded; or

(4) Construction by special trade contractors, it will not pay more than 75 percent of the amount paid by the Government for contract performance, excluding the cost of materials, to subcontractors that are not similarly situated entities. Any work that a similarly situated entity further subcontracts will count toward the 75 percent subcontract amount that cannot be exceeded.

(f) A HUBZone joint venture agrees that the aggregate of the HUBZone small business concerns to the joint venture, not each concern separately, will perform the applicable requirements specified in paragraph (e) of this clause.

(g)(1) Unless SBA has waived the requirements of paragraphs (g)(1)(i) through (iii) of this clause in accordance with 13 CFR 121.1204, a HUBZone small business concern that provides an end item it did not manufacture, process, or produce, shall—

(i) Provide an end item that a small business has manufactured, processed, or produced in the United States or its outlying areas;

(ii) Be primarily engaged in the retail or wholesale trade and normally sell the type of item being supplied; and

(iii) Take ownership or possession of the item(s) with its personnel, equipment, or facilities in a manner consistent with industry practice; for example, providing storage, transportation, or delivery.

(2) Paragraphs (g)(1) of this clause does not apply to construction or service contracts, or when the price evaluation preference is waived by the offeror.

(h) Notice. The HUBZone small business offeror acknowledges that a prospective HUBZone awardee must be a HUBZone small business concern at the time of award of this contract. The HUBZone offeror shall provide the Contracting Officer a copy of the notice required by 13 CFR 126.501 if material changes occur before contract award that could affect its HUBZone eligibility. If the apparently successful HUBZone offeror is not a HUBZone small business concern at the time of award of this contract, the Contracting Officer will proceed to award to the next otherwise successful HUBZone small business concern or other offeror.

(End of Clause)

C.7 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.8 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…