36C24221Q0296_1.docx

36C24221Q0296

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

36C24221Q0296 12-07-2020 Myra Florisa N. Green 518-626-5450 12-18-2020 16:00

EST

Department of Veterans Affairs Network Contracting Office 2 (NCO2) 20 Madison Avenue Ext.

Albany NY 12203 X X 311812 1000 Employees N/A X Department of Veterans Affairs Two (2) VA Medical Center Facilities in New Jersey

Department of Veterans Affairs Network Contracting Office (NCO2) 20 Madison Avenue Ext.

Albany NY 12203

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

See CONTINUATION Page This is a 100 % Small Business Set-Aside solicitation for bread and bakery products for two (2) Department of Veterans Affairs Medical Centers located in New Jersey State.

Interested vendors may provide proposals for one or more of the facilities listed in the Statement of Work.

However, an interested vendor must quote all line items for any facility in which they provide a proposal.

Estimated period of performance: Base + 4 Option Years 01/01/2021 through 12/31/2025 See CONTINUATION Page X Myra Florisa N. Green Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 STATEMENT OF WORK

Statement of Work for Bread and Bakery Products

Veterans Integrated Service Network 2 (VISN 2) VA New Jersey Healthcare System

1. OVERVIEW: The Contractor shall provide bread and bakery products to one or more of the two (2) VA Medical Center facilities (hereafter referred to as the VA) located at the following locations:

VA New Jersey Health Care System – East Orange 385 Tremont Avenue East Orange, NJ 07018

VA New Jersey Health Care System - Lyons 151 Knollcroft Road Bldg. 54 Lyons, NJ 07939

Interested vendors may submit proposals for any of the facilities listed above. Vendors must bid on all items for a particular facility (or facilities) or the bid will be deemed non-responsive and will not be considered for award.

The VA intends to award a firm, fixed price contract for the provision of bread and bakery products. The quantities listed in the attached Pricing Schedule are estimated requirements for the Nutrition & Food Services. The Contractor shall be a United States (US) Vendor and a US citizen.

2. SCOPE OF WORK:

A. General: The scope of this requirement involves providing bread and bakery products, which conform to the specifications outlined and referenced herein to the VA’s Nutrition & Food Service, located at the addresses shown in paragraph 1 above.

B. Quantities: The quantities listed in the attached Pricing List represent the estimated quantities that will be ordered over the base period and option year. The actual quantity ordered may vary from this estimate but shall not exceed the total estimated quantity for the base and two (2) option years without the prior written approval of the Contracting Officer.

C. Period of Performance: The period of performance for the provision of bread and bakery products shall be a base period from January 01,2021 through December 31,2021 with the possibility of four (4) one-year option periods from January 01,2022 through December 31,2025.

The decision to exercise one or more of the option years rests solely with the Government.

***Please provide pricing information on tables below***

D. The following items shall be delivered to the VA Medical Center, 385 Tremont Avenue, East Orange, NJ 07018 Requirements are for the period 01/01/2021 through 12/31/2025

VAMC East Orange, NJ Base Period – January 01,2021 through December 31,2021

28 oz Loaf

Sandwich, Type I, Slices, Individually Wrapped, Marked & Dated, 100/bx

24 oz Loaf

16 oz pkg

16/pkg

TOTAL AGREGATE PRICE BASE PERIOD:

VAMC East Orange, NJ Option Year 1 – January 01,2022 through December 31,2022

28 oz Loaf

Sandwich, Type I, Slices, Individually Wrapped, Marked & Dated, 100/bx

16 oz pkg

16/pkg

TOTAL AGREGATE PRICE OPTION YEAR 1:

VAMC East Orange, NJ Option Year 2 – January 01,2023 through December 31,2023

28 oz Loaf

Sandwich, Type I, Slices, Individually Wrapped, Marked & Dated, 100/bx

24 oz Loaf

16 oz pkg

16/pkg

TOTAL AGREGATE PRICE OPTION YEAR 2:

VAMC East Orange, NJ Option Year 3 – January 01,2024 through December 31,2024

28 oz Loaf

Sandwich, Type I, Slices, Individually Wrapped, Marked & Dated, 100/bx

24 oz Loaf

16 oz pkg

16/pkg

TOTAL AGREGATE PRICE OPTION YEAR 3:

VAMC East Orange, NJ Option Year 4 – January 01,2025 through December 31,2025

28 oz Loaf

Sandwich, Type I, Slices, Individually Wrapped, Marked & Dated, 100/bx

24 oz Loaf

16 oz pkg

16/pkg

TOTAL AGREGATE PRICE OPTION YEAR 4:

VAMC East Orange, NJ

Base Year January 01,2021 through December 31,2021 $

Option Year 1 January 01,2022 through December 31,2022 $

Option Year 2 January 01,2023 through December 31,2023 $

Option Year 3 January 01,2024 through December 31,2024 $

Option Year 4 January 01,2025 through December 31,2025 $

Total Aggregate Price Base + 4 one-year options $

E. The following items shall be delivered to the VA Medical Center, 151 Knollcroft Road Bldg. 54 Lyons, NJ 07939. Requirements are for the period 01/01/2021 through 12/31/2025:

VAMC Lyons, NJ - Base Year - January 01,2021 through December 31,2021

28 oz Loaf

Fresh, Type V, (Soft), minimum 40 oz , 34 Slices

(Hamburger), Fresh, No Seeds on Top, Type III, 12/pkg, 12 oz pkg

Wrapped, 12/pkg

TOTAL AGREGATE PRICE BASE PERIOD:

VAMC Lyons, NJ - Option Year 1 - January 01,2022 through December 31,2022

28 oz Loaf

Fresh, Type V, (Soft), minimum 40 oz , 34 Slices

(Hamburger), Fresh, No Seeds on Top, Type III, 12/pkg, 12 oz pkg

Wrapped, 12/pkg

TOTAL AGREGATE PRICE OPTION YEAR 1:

VAMC Lyons, NJ - Option Year 2 - January 01,2023 through December 31,2023

28 oz Loaf

Fresh, Type V, (Soft), minimum 40 oz , 34 Slices

(Hamburger), Fresh, No Seeds on Top, Type III, 12/pkg, 12 oz pkg

Wrapped, 12/pkg

TOTAL AGREGATE PRICE OPTION YEAR 2:

VAMC Lyons, NJ - Option Year 3 - January 01,2024 through December 31,2024

28 oz Loaf

Fresh, Type V, (Soft), minimum 40 oz , 34 Slices

(Hamburger), Fresh, No Seeds on Top, Type III, 12/pkg, 12 oz pkg

Wrapped, 12/pkg

TOTAL AGREGATE PRICE OPTION YEAR 3:

VAMC Lyons, NJ - Option Year 4 - January 01,2025 through December 31,2025

28 oz Loaf

Fresh, Type V, (Soft), minimum 40 oz , 34 Slices

(Hamburger), Fresh, No Seeds on Top, Type III, 12/pkg, 12 oz pkg

Wrapped, 12/pkg

TOTAL AGREGATE PRICE OPTION YEAR 4:

VAMC Lyons, NJ

Base Year January 01,2021 through December 31,2021 $

Option Year 1 January 01,2022 through December 31,2022 $

Option Year 2 January 01,2023 through December 31,2023 $

Option Year 3 January 01,2024 through December 31,2024 $

Option Year 4 January 01,2025 through December 31,2025 $

Total Aggregate Price Base + 4 one-year options $

3. RECOGNIZED FEDERAL HOLIDAYS:

Contractor shall not be required to deliver products on national holidays as listed below and any other day specifically declared by the President of the United States to be a national holiday.

4. DISASTERS / EMERGENCIES

The Contractor must be able to ensure delivery to the VA at all times, inclusive of disasters, and/or any other emergency condition. The VA may place a special order in preparation for, or in response to, a disaster or emergency situation. For anticipatory situations, such orders will be placed 24 hours or less in advance. In an emergency, the Contractor will be notified with the amount and type of products required by the VA that shall be delivered within 24 hours of order placement. The order may be placed for larger quantities than the normal weekly order. The Contractor shall provide both the Contracting Officer and the COR with its designated point of contact and contact information for emergency orders.

5. SPECIFICATIONS AND STANDARDS:

A. The delivered products shall meet the specification as listed in the attached Pricing Schedule document and comply with all applicable Federal and State mandatory requirements and regulations relating to the preparation, packaging, labeling, storage, distribution, and sales of the products with the commercial marketplace. All deliveries shall conform in every respect to the provisions of the Federal Food, Drug and Cosmetic Act and regulations, promulgated hereunder.

B. Contractor's Certification. By submitting an offer, the contractor certifies that the product offered meets the specified salient characteristics and requirements of the Federal Hospital Subsistence Guide; conforms to the producer's own specifications and standards, including product characteristics, manufacturing procedures, quality control procedures, and storage and handling territories, or possessions; and is sold in the commercial market. The Government reserves the right to determine proof of such conformance prior to the first delivery from point of origin and any time thereafter, up to and including, delivery at final destination as may be necessary to determine conformance with the terms of the contract.

6. ALTERNATE ITEMS, PACKAGING, and PACKING:

A. Offers may propose alternate items, packaging, or packing. Offerors shall clearly indicate, in their offer, the quantity, packaging size, unit or other different features upon which the offer is submitted. Evaluation of the alternate item will be made against a common denominator (i.e.; weight, package quantity, etc.). Offers are reminded that the alternate item must meet all the requirements of the Government specifications.

B. Environmental Standards. Should the contractor manufacturer and provide company brand bread and roll products, the contractor should utilize, if possible, recycled materials for containers as long as they meet the FDA sanitary standards for the specified commodity. List recycled materials for containers as long as they meet the FDA sanitary standards for the specified commodity.

7. PRODUCT QUALITY AND FRESHNESS:

A. Product conformance. The fresh or frozen bread provided shall meet the salient characteristics of the CID cited, conform to the producer's own specifications, standards, and quality assurance practices, and be the same fresh or frozen bread offered for sale in the commercial market. The Government reserves the right to require proof of such conformance.

B. Quality assurance. When required, the Federal Grain Inspection Service (FGIS), U.S. Department of Agriculture, shall determine the quality assurance of the fresh or frozen bread according to the requirements of the CID or applicable standards or specifications. The fresh or frozen bread shall be examined or analyzed in accordance with applicable provision in the CID, solicitation, contract, or purchase order, and, when applicable, the United States Standards for Condition of Food container in effect on the date of the offer.

C. Age requirement. Fresh bread shall be delivered less than 24 hours old upon arrival at the receiving point. Failure to comply with this provision will be considered grounds for default of contract.

D. All products furnished under this contract shall be processed and packed under sanitary conditions in strict accordance with guidelines provided by the U.S. Food and Drug Administration and the U.S. Department of Agriculture, using the best commercial practices that are standard for the industry. All containers shall be clean, sound, and securely covered or sealed to provide adequate protection from dirt, filth, or contamination. All ingredients shall be clean, sound, wholesome, and free from evidence of rodent or insect infestation. Failure to comply with this provision will be considered grounds for default of contract.

E. Ingredients for fresh or frozen bread shall consist of flour, water, salt, yeast, emulsifiers or stabilizers, and other ingredients appropriate for the type of bread specified in the schedule of items. The fresh or frozen bread shall include mold inhibitors of proper levels as allowed by the Federal Food, Drug, and Cosmetic Act.

F. Enriched flour. When the bread is enriched, the wheat flour used for the bread shall conform to the U.S. Standards of Identity for Enriched Flour (21 CFR 137.165) and shall be milled from a variety of hard and/or soft wheat.

G. Appearance and color. The fresh or frozen bread shall have a uniformly brown crust characteristic of the product. The fresh or frozen bread shall have a typical volume, characteristic grain, and be evenly baked without evidence of foreign odors or flavors, burnt, scorched, stale, rancid, or moldy. The delivered fresh or frozen bread shall not be crushed or damaged.

H. Unless otherwise specified in the item specification or solicitation, marking shall be in accordance with best commercial practice.

I. Any commercial or additional labeling, as specified, which complies with the U.S. Food, Drug, and Cosmetic Act, and regulations promulgated there under, is acceptable.

J. Products manufactured to metric dimensions will be considered on an equal basis with those manufactured using inch-pound units, providing they fall within the tolerances specified using conversion tables contained in the latest revision of Federal Standard No. 376. If a product is manufactured to metric dimensions and those dimensions exceed the tolerances specified in the inch-pound units, a request should be made to the Contracting Officer to determine if the product is acceptable. The COR, in accordance with the Contracting Officer, will accept or reject the product.

K. Additional packaging, packing, and/or marking requirements can be found in the Addendum to 52.212-4, Terms and Conditions—Commercial Items.

8. INSPECTION OF PLANTS:

An inspection may be made of the premises and employees of the bidders, prior to making an award and conditions found will be considered in awarding a contract. Inspection may also be made at any time during the life of the contract and, if it is found that the contractor is not complying with specifications, deliveries will be rejected and the products covered by this contract will be procured on the open market. Any excess cost occasioned by this action will be charged against the contractor account.

THE BIDDER CERTIFIES THAT (CHECK ONE)

· Within the past six months no inspection of the physical facilities of this plant has been conducted by any agency of the Federal Government.

OR

· An inspection of the physical facilities of the plant was conducted by the

____________________________agency on ___________________ and this plant was ACCEPTED/REJECTED for furnishing it’s product to the Federal Government.

9. SOURCE OF MANUFACTURE

Items supplied under this contract are required to originate from a sanitarily approved source. The supplier must identify the source of manufacture on the primary container or in the accompanying shipping documents. The identification on the primary container may consist of either the manufacturing plant name and address or a manufacturing plant code. When the manufacturing plant is identified on the shipping documents accompanying the delivery, the plant shall be identified by its complete name, address and plant code. Preference will be given to locally sourced vendors.

10. ORDERING

A. The VA Upstate New York Healthcare System facilities shall place orders no less than 2 work days prior to required delivery date, upon delivery at the receiving location, items ordered shall be less than 24 hours of age. Orders shall not be placed more than 5 days prior to required delivery date, with the Government reserving the right to adjust orders 24-hours prior to scheduled delivery. Orders will be placed by the COR or his/her designee. Each order will show ship to and bill to addresses and purchase order number (if required).

B. Quantities shown on previous pages represent the quantities estimated to be ordered over the delivery period. Quotes will be evaluated based on the estimated quantities. Actual quantities ordered may vary among the line items.

C. The items listed in this contract are required subsistence items for the Department of Veterans Affairs, VA Medical Centers at the addresses listed in paragraph 1 of this document. Products and deliveries are to be in accordance with the terms, conditions, and schedules noted herein. The period of performance is a base period of January 01, 2021 through December 31, 2021 with four (4) one-year option periods from January 01, 2022 through December 31, 2025. Prices quoted will be F.O.B. destination.

CUSTOMER SERVICE POINT OF CONTACT: The Contractor shall provide a designated point of contact and toll free number (if applicable) for resolution of customer service problems to include at a minimum delivery of damaged or incorrect items.

Contractor Point of Contact:

(Name) (Title) (Telephone Number) (Fax Number) (E-mail Address)

11. PACKING LIST

There shall be a packing list enclosed with any shipments made under this contract. The packing list shall show the following as a minimum: Contractors name and address; VA Purchase Order Number (if one is provided); the VA Facility and Service placing the order; the items shipped; and quantity.

12. RETURN POLICY

Offeror’s shall clearly indicate their return policy with their quote. Defective product or incorrect product shipped by Contractor error shall be replaced at no cost to the Government. Product shipped by Government error may be returned subject to the Contractor’s normal return policy. Offeror’s shall provide the name and telephone number for reporting delivery/product problems for each VA location.

13. UTILIZATION OF CONTRACT

Delivery orders will be issued on an as-needed basis.

14. DELIVERIES AND INVOICING

A. All items shall be delivered daily, Monday through Friday, between the hours of 5:30 a.m. and 10:00 a.m. ONLY, excluding federal holidays. Requests for deliveries on different days and/or at a different time shall be submitted to and approved by the Contracting Officer and his/her designee in writing.

B. Deliveries and invoicing for the Nutrition and Food Services must be accomplished separately at the Nutrition & Food Services Departments at the respective facilities listed in paragraph 1 of this document. Invoices must contain at a minimum the purchase order and itemized list of products delivered, unit prices, and total price.

C. While performing under this contract, all vehicles used by the Contractor shall be locked and the keys removed when not in use. This is intended to protect the Contractor’s property as well as the safety of patients and staff at the medical centers.

D. While performing under this contract, all vehicles used by the Contractor shall have temperature tracking systems in place on the refrigerated trucks to ensure they are being maintained in accordance with federal safety & sanitation guidelines.

E. Invoices shall be issued to the VA Financial Service Center and to the Chief, Nutrition and Food Service. Invoices shall be identified with proper delivery order number (purchase order number) and shall reflect all deliveries made against the delivery order. End of the month deliveries shall not be billed against the following month delivery order.

F. Invoices shall be submitted weekly and shall include the following per FAR Clause 52.212-4(g):

· Contractor’s business name and address

· Contractor’s Tax Identification Number (TIN)

· Invoice date

· Date(s) of services provided

· Contract number

· Total amount billed

· Purchase Order number

NOTE: Failure to include the above information may result in delay of payment. Invoices will be returned to the Contractor for completion if there are any omissions.

15. PAYMENTS

Payments under this contract shall be made by Electronic Fund Transfer (EFT) by the VA Finance Services Center. See Clause 52.232-34, Payment by Electronic Funds Transfer—Other than Central Contractor Registration for further information.

16. EVALUATION CRITERIA

The Government will award to the responsible offeror whose offer, conforming to the solicitation, that are considered to be most advantageous to the Government, with past performance and price considered, prices being rated higher than past performance.

Past Performance: The offeror must provide documentation of three (3) references for verification purposes of past performance which demonstrate the company's ability to meet the qualifications herein, inclusive of point of contract information and current phone numbers.

17. CONTRACTING OFFICER (CO):

The Contracting Officer (CO) named below is responsible for the overall administration of the contract.

Myra Florisa N. Green Department of Veterans Affairs

Myra.Green2@va.gov

The awarded Contractor(s) are advised that only the Contracting Officer, acting within the scope of the contract and his/her duties and responsibilities and, after advice and consultation with the Contracting Officer’s Representative, has the authority to make changes which effect contract prices, quality, quantity, delivery terms and conditions, term of contract. In no event shall any understanding or agreement, contract modification, change order, or other matters in deviation from the terms of this contract between the Contractor and a person other than the Contracting Officer, be effective or binding upon the Government. All such actions must be formalized by the proper contractual document executed by the Contracting Officer.

18. CONTRACTING OFFICER’S REPRESENTATIVE (COR)

The following individuals have been designated as the Contracting Officer’s Representative (COR) to monitor and certify receipt of services rendered under these contracts for both locations:

Ms. M. Austin, Mr. A. Dawson, Mr. G. Hammer.

Nutrition & Food Service East Orange VA Medical Center 385 Tremont Avenue East Orange, NJ 07018-1023

Ms. Maro, Ms. Roberts-Moore & 54 Supervisors on Duty Nutrition & Food Service Manager Lyons VA Medical Center 151 Knollcroft Road Lyons, NJ 07939-5001

The contract type is firm-fixed price, FOB Destination. The Government will award to the responsible offeror whose offer, conforming to the solicitation, that are considered to be most advantageous to the Government, with past performance and price considered, prices being rated higher than past performance. All future information about this acquisition, including solicitation amendments, will also be distributed through this site. Interested vendors are responsible for monitoring this site to insure they have the most-up-to-date information about this solicitation. All quotes must be received 12/18/2020 at 4:00 p.m. EST. Quotes must be emailed to the address below. Payment will be made using electronic Funds Transfer (EFT).

NOTE: Offerors must be registered and current in the System for Award Management (SAM) at https://www.sam.gov in order to be considered for award. Any offeror that submits a quote for any of the facilities named above and is not registered in SAM will be considered ineligible.

The point of contact for all information regarding this solicitation is:

Myra Florisa N. Green Contracting Officer Network Contracting Office 2 20 Madison Avenue Extension Albany, NY 12203 Myra.Green2@va.gov

The anticipated award date is 12/31/2020.

B.2 CONTRACT ADMINISTRATION DATA

1. Contract Administration: All contract administration matters will be handled by the following individuals:

a. CONTRACTOR:

Network Contracting Office 2 (NCO 2) 20 Madison Avenue Ext.

Albany, NY 12203

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:

36C24219Q1127

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…