36C24222Q0447.docx

36C24222Q0447

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. NOV 2021)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES

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

36C24222Q0447

ACEVEDO, NATALIE

718-584-9000 x 2105 03-31-2022

10:00 AM

EDT

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 561720 $19.5 Million N/A X New Jersey VA Healthcare System 8 CBOC locations.

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 https://www.tungsten-network.com/ customer-campaigns/veteransaffairs/

See CONTINUATION Page Janitorial Service at 8 NJVAHCS Community Based Outpatient Community Based Outpatient Clinics (CBOCs) as described in Performance Work Statement (PWS) and Price/Cost Schedule included herein.

Complete Price Cost Schedule.

RFI will not be accepted after 3/21/2022 at 10:00 AM EST.

Response due date 3/31/2022 at 10:00 AM EST.

Email to Natalie.Acevedo@va.gov Contractors should pay close attention to Section: 52.212-1, 52.212-2 and Section D before submitting a quote.

See CONTINUATION Page X X Natalie Acevedo Contracting Officer Janitorial Services at 8 NJ VA Community Based Outpatient Clinics.

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 NCO2 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 PERFORMANCE WORK STATEMENT

DEPARTMENT OF VETERANS AFFAIRS

JANITORIAL SERVICES

NEW JERSEY HEALTHCARE SYSTEM (NJHCS)

NEW JERSEY COMMUNITY BASED OUTPATIENT CLINCS

1. General

A. Introduction – VANJHCS has a continued requirement for janitorial services at our eight (8) Community Based Outpatient Clinics (CBOCs) affiliated with VANJHCS

B. Background /Objective – This is a non-personnel services requirement to provide Janitorial Services to the VA New Jersey Healthcare System, CBOCs. The Government shall not exercise any supervision or control over the contract service providers performing the services herein. Such contract service providers shall be accountable solely to the Contractor who, in turn is responsible to the Government.

C. Place of Performance –

James J. Howard (Brick) Outpatient Clinic 970 Route 70 Brick, NJ 08724

Jersey City Outpatient Clinic 115 Christopher Columbus Dr.

Suite 201 Jersey City, NJ 07302

V.A. Brick Annex Office 1608 Route 88 West Suites 300 Brick, NJ. 08724

Piscataway Outpatient Clinic 14 Wills Way, Bldg. 4 Piscataway, NJ 08854

Hackensack Outpatient Clinic 385 Prospect Avenue Hackensack, NJ 07601

Tinton Falls Outpatient Clinic The Atrium 55 Gilbert Street Building 4, 1st Floor, Suite 4101 Tinton Falls, NJ 07701

Hamilton Outpatient Clinic University Office Plaza1 3635 Quakerbridge Road Hamilton, NJ 08619

Sussex Outpatient Clinic 222 High Street Suite 103 Newton, NJ 07860

2. Type of Contract - The government will award a Firm Fixed Price Contract.

3. Period of Performance – Base Year period for 1 year with 4 option years.

4. Hours of Operation - The contractor is responsible for conducting business, between the hours as stated on chart below, Monday thru Friday except Federal holidays or when the Government facility is closed due to local or national emergencies, administrative closings, or similar Government directed facility closings. The Contractor must at all times maintain an adequate workforce for the uninterrupted performance of all tasks defined within this PWS. When hiring personnel, the Contractor shall keep in mind that the stability and continuity of the workforce are essential.

5. Recognized Holidays: Contractor shall not be required to provide services on Holidays. Federal Holidays include the days detailed below and any other days designated by the President as a Federal Holiday.

Independence Day

JAMES J. HOWARD (BRICK) OUTPATIENT CLINIC

BUILDING/FLOOR

AREA

DEPARTMENTS

SQ. FT

970 Route 70 Brick, NJ 08724

34,000

16:30-21:00

V.A. BRICK ANNEX OFFICE SUITE

DEPARTMENTS

SQ. FT

1608 Route 88 West Suite 300 Brick, NJ. 08724

3,000

DAILY

16:00-18:00

HAMILTON OUTPATIENT CLINIC

DEPARTMENTS

SQ. FT

University Office Plaza 1 3635 Quakerbridge Road Hamilton, NJ 08619

4,800

08:00-16:30

PISCATAWAY OUTPATIENT CLINIC

DEPARTMENTS

SQ. FT

14 Wills Way, Bldg.4 Piscataway, NJ 08854

4,500

TINTON FALLS OUTPATIENT CLINIC

DEPARTMENTS

SQ. FT

The Atrium 55 Gilbert Street Building 4, 1st Floor, Suite 4101 Tinton Falls, NJ 07701

6,350

HACKENSACK OUTPATIENT CLINIC

DEPARTMENTS

SQ. FT

385 Prospect Avenue Hackensack, NJ 07601

9,921

08:00-16:30

JERSEY CITY OUTPATIENT CLINIC

DEPARTMENTS

SQ. FT

115 Christopher Columbus Drive Jersey City, NJ 07302

4,200

SUSSEX OUTPATIENT CLINIC

DEPARTMENTS

SQ. FT

222 High Street Suite 103 Newton, NJ 07860

3,820

6. Government Furnished Property - All supplies and equipment will be provided by NJHCS. This includes, but is not limited to, equipment and supplies; mops, vacuums (including bags/filters), buffers (including pads), burnishers (including pads), scrubbers (including brushes), double bucket mopping system, etc. paper towels (including dispenser and batteries), garbage bags, toilet tissue, hand soap (including dispenser), hand sanitizer (including dispenser), floor cleaner, stripper, wax, etc. and any and all supplies required to service and maintain the area.

7. Scope of Work – The Contractor shall provide all personnel, vehicles and supervision described in the Performance work Statement. These services will be provided to the Environmental Management Service at the Department of Veterans Affairs; New Jersey Healthcare Systems (NJHCS). The contract services to be provided shall be accomplished according to contract Performance Work Statement (PWS). If industry standards require frequencies of tasks be more than outlined herein, industry standard will be adopted. Any changes or modifications to services must be authorized by the Contracting Officer (CO) in accordance with government approved technical instructions:

8. Specific Tasks – Janitorial Services to be provided shall be accomplished according to Janitorial Cleaning Schedule Checklist. If industry standards require frequencies of tasks be more than outlined herein, industry standard will be adopted.

A. Janitorial Cleaning Schedule Checklist:

Restrooms Cleaning Function Frequency:

Lounges, Waiting Rooms, Lobbies, Offices, Conference Rooms Cleaning Function Frequency:

Corridors Cleaning Function Frequency:

Exam Rooms, Reception, Storage Room Cleaning Function Frequency:

Other Cleaning Function Frequency:

9. Drawings, and Other Attachments – COMMUNITY BASED OUTPATIENT CLINCS (CBOCs) floor plans.

10. Quality Control – The contractor shall develop and maintain an effective quality control program to ensure services are performed in accordance with this PWS. The contractor shall develop and implement procedures to identify, prevent, and ensure non-recurrence of defective services. The contractor’s quality control program is the means by which contractor assures that work complies with the requirement of the contract.

11. Quality Assurance – The government shall evaluate the contractor’s performance under this contract in accordance with the Quality Assurance Surveillance Plan. This plan is primarily focused on what the Government must do to ensure that the contractor has performed in accordance with the performance standards. It defines how the performance standards will be applied, the frequency of surveillance, and the minimum acceptable defect rate(s).

12. Contracting Officer Representative (COR): The (COR) will be identified by separate letter. The COR monitors all technical aspects of the contract and assists in contract administration. The letter of designation issued to the COR, a copy of which is sent to the Contractor, states the responsibilities and limitations of the COR, especially with regard to changes in cost or price, estimates or changes in delivery dates. The COR is not authorized to change any of the terms and conditions of the resulting order.

13. Reporting Requirements –

a. The contractor shall notify the COR immediately of any problems or concerns with the contract.

b. The contractor shall immediately notify the COR upon discovering any broken or malfunctioning fixtures and/or plumbing.

14. Special Instructions - Instructions regarding arrival, access, check-in, interaction in patient areas, and safety requirements. This includes adherence to Federal, State, local and other directives. publications or regulations. This includes a notice of how failure to meet compliance with special instructions. Must state specifically which directives publications, and regulations to which we expect adherence. I recommend a statement that the contractor shall include any applicable directives, publications or regulations not listed that are required that may have been omitted from the list.

a. Meetings – Kick off meeting date to be determined.

b. Non-Compliance - 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.

15. PHASE IN /PHASE OUT PERIOD (If applicable): To minimize any decreases in productivity and to prevent possible negative impacts on additional services, the Contractor shall have personnel on board, during the thirty (30) day phase in/ phase out periods. During the phase in period, the Contractor shall become familiar with performance requirements in order to commence full performance of services on the contract start date.

16. Background Checks –

a. All contractor employees shall require background check in accordance with VHA Directive 070.

b. The level of background investigation commensurate with the level of access needed to perform service in accordance with performance work statement. The requirement is applicable to all subcontractor personnel requiring the same access.

17. Building Securities –

a. Keys and/or Keycodes: Contractor will be provided keys and/or codes to allow access to all areas and rooms requiring cleaning. The contractor will be provided keys or allowed access to the housekeeping closet and janitorial storage closet at each CBOC location to store equipment and supplies as provided under the contract. Keys provided shall not be duplicated. The contractor will be responsible for immediately reporting the occurrence of a lost key to the COR or his/her designee.

b. Contractor personnel shall not allow any unauthorized person the use of any key in their possession. They shall not open locked rooms or areas to permit entrance by persons other than contractor employees performing assigned duties. All rooms/areas to be locked shall not be left unattended during the cleaning process and shall be relocked by contractor personnel after completing cleaning duties.

18. Other Related Services (Not Included in the Performance Work Statement) Any services not expressly stated in the performance work statement are not authorized. Additional services deemed vital to the continued functioning of the systems or performance of the work herein 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 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.

19. VHA Supplemental Contract Requirements for Ensuring Adequate COVID-19 Safety Protocols for Federal Contractors (Amended October 25, 2021)

1. Contractor employees who work in or travel to VHA locations must comply with the following:

a. Documentation requirements: 1) If fully vaccinated, shall show proof of vaccination. i. NOTE: Acceptable proof of vaccination includes a signed record of immunization from a health care provider or pharmacy, a copy of the COVID-19 Vaccination Record Card (CDC Form MLS-319813_r, published on September 3, 2020), or a copy of medical records documenting the vaccination.

2) If unvaccinated and granted a medical or religious exception, shall show negative COVID-19 test results dated within three calendar days prior to desired entry date. Test must be approved by the Food and Drug Administration (FDA) for emergency use or full approval. This includes tests available by a doctor’s order or an FDA approved over-the-counter test.

3) Documentation cited in this section shall be digitally or physically maintained on each contractor employee while in a VA facility and is subject to inspection prior to entry to VA facilities and after entry for spot inspections by Contracting Officer Representatives (CORs) or other hospital personnel.

4) Documentation will not be collected by the VA; contractors shall, at all times, adhere to and ensure compliance with federal laws designed to protect contractor employee health information and personally identifiable information.

2. Contractor employees are subject to daily screening for COVID-19 and may be denied entry to VA facilities if they fail to pass screening protocols. As part of the screening process contractors may be asked screening questions found on the COVID-19 Screening Tool. Check regularly for updates.

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

JAMES J. HOWARD (BRICK) OUTPATIENT CLINIC - 34,000 SQ. FT.

Tour: 08:00AM - 16:30PM - Monday through Friday - FTE: 2040 Hours Tour: 16:30PM - 21:00PM - Monday through Friday - PTE: 1040 Hours

Contract Period: Base POP Begin: 04-15-2022 POP End: 03-31-2023

V.A. BRICK ANNEX OFFICE SUITE - 3,000 SQ. FT.

Tour: 16:00PM - 18:00PM - Monday through Friday - PTE: 2 Hours Contract Period: Base

HAMILTON OUTPATIENT CLINIC - 4,800 SQ. FT.

Tour: 8:00AM - 16:30 PM - Monday through Friday - FTE: 2040 Hours Contract Period: Base

PISCATAWAY OUTPATIENT CLINIC - 4,500 SQ. FT.

Tour: 8:00AM - 16:30 PM - Monday through Friday -FTE: 2040 Hours Contract Period: Base

TINTON FALLS OUTPATIENT CLINIC - 6,350 SQ. FT.

Contract Period: Base

HACKENSACK OUTPATIENT CLINIC - 9,921 SQ. FT.

Contract Period: Base

JERSEY CITY OUTPATIENT CLINIC - 4,200 SQ. FT.

Contract Period: Base

SUSSEX OUTPATIENT CLINIC - 3,820 SQ. FT.

Contract Period: Base

JAMES J. HOWARD (BRICK) OUTPATIENT CLINIC - 34,000 SQ. FT.

Tour: 16:30PM - 21:00PM - Monday through Friday - PTE: 1040 Hours

Contract Period: Option 1 POP Begin: 04-01-2023 POP End: 03-31-2024

V.A. BRICK ANNEX OFFICE SUITE - 3,000 SQ. FT.

Contract Period: Option 1

HAMILTON OUTPATIENT CLINIC - 4,800 SQ. FT.

Contract Period: Option 1

PISCATAWAY OUTPATIENT CLINIC - 4,500 SQ. FT.

Contract Period: Option 1

TINTON FALLS OUTPATIENT CLINIC - 6,350 SQ. FT.

Contract Period: Option 1

HACKENSACK OUTPATIENT CLINIC - 9,921 SQ. FT.

Contract Period: Option 1

JERSEY CITY OUTPATIENT CLINIC - 4,200 SQ. FT.

Contract Period: Option 1

SUSSEX OUTPATIENT CLINIC - 3,820 SQ. FT.

Contract Period: Option 1

JAMES J. HOWARD (BRICK) OUTPATIENT CLINIC - 34,000 SQ. FT.

Tour: 16:30PM - 21:00PM - Monday through Friday - PTE: 1040 Hours

Contract Period: Option 2 POP Begin: 04-01-2024 POP End: 03-31-2025

V.A. BRICK ANNEX OFFICE SUITE - 3,000 SQ. FT.

Contract Period: Option 2

HAMILTON OUTPATIENT CLINIC - 4,800 SQ. FT.

Contract Period: Option 2

PISCATAWAY OUTPATIENT CLINIC - 4,500 SQ. FT.

Contract Period: Option 2

TINTON FALLS OUTPATIENT CLINIC - 6,350 SQ. FT.

Contract Period: Option 2

HACKENSACK OUTPATIENT CLINIC - 9,921 SQ. FT.

Contract Period: Option 2

JERSEY CITY OUTPATIENT CLINIC - 4,200 SQ. FT.

Contract Period: Option 2

SUSSEX OUTPATIENT CLINIC - 3,820 SQ. FT.

Contract Period: Option 2

JAMES J. HOWARD (BRICK) OUTPATIENT CLINIC - 34,000 SQ. FT.

Tour: 16:30PM - 21:00PM - Monday through Friday - PTE: 1040 Hours

Contract Period: Option 3 POP Begin: 04-01-2025 POP End: 03-31-2026

V.A. BRICK ANNEX OFFICE SUITE - 3,000 SQ. FT.

Contract Period: Option 3

HAMILTON OUTPATIENT CLINIC - 4,800 SQ. FT.

Contract Period: Option 3

PISCATAWAY OUTPATIENT CLINIC - 4,500 SQ. FT.

Contract Period: Option 3

TINTON FALLS OUTPATIENT CLINIC - 6,350 SQ. FT.

Contract Period: Option 3

HACKENSACK OUTPATIENT CLINIC - 9,921 SQ. FT.

Contract Period: Option 3

JERSEY CITY OUTPATIENT CLINIC - 4,200 SQ. FT.

Contract Period: Option 3

SUSSEX OUTPATIENT CLINIC - 3,820 SQ. FT.

Contract Period: Option 3

JAMES J. HOWARD (BRICK) OUTPATIENT CLINIC - 34,000 SQ. FT.

Tour: 16:30PM - 21:00PM - Monday through Friday - PTE: 1040 Hours

Contract Period: Option 4 POP Begin: 04-01-2026 POP End: 03-31-2027

V.A. BRICK ANNEX OFFICE SUITE - 3,000 SQ. FT.

Contract Period: Option 3

HAMILTON OUTPATIENT CLINIC - 4,800 SQ. FT.

Contract Period: Option 4

PISCATAWAY OUTPATIENT CLINIC - 4,500 SQ. FT.

Contract Period: Option 4

TINTON FALLS OUTPATIENT CLINIC - 6,350 SQ. FT.

Contract Period: Option 4

HACKENSACK OUTPATIENT CLINIC - 9,921 SQ. FT.

Contract Period: Option 4

JERSEY CITY OUTPATIENT CLINIC - 4,200 SQ. FT.

Contract Period: Option 4

SUSSEX OUTPATIENT CLINIC - 3,820 SQ. FT.

Contract Period: Option 4

Page 1 of Page 1 of

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (NOV 2021)

(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 Federal Acquisition Regulation (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 FAR 32.608-2 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 PRODUCTS AND COMMERCIAL SERVICES 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 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

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

(End of Clause)

C.4 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 5 years and 6 months.

(End of Clause)

C.5 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.6 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.

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

[] 852.215–71, Evaluation Factor Commitments.

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

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

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

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

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

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

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

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

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

[] 852.228–70, Bond Premium Adjustment.

[] 852.228–71, Indemnification and Insurance.

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

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

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

[X] 852.233–71, Alternate Protest Procedure.

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

[] 852.246–71, Rejected Goods.

[] 852.246–72, Frozen Processed Foods.

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

[X] 852.270–1, Representatives of Contracting Officers.

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

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

[] 852.271–74, Inspection.

[] 852.271–75, Extension of Contract Period.

[] 852.273–70, Late Offers.

[] 852.273–71, Alternative Negotiation Techniques.

[] 852.273–72, Alternative Evaluation.

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

[] 852.273–74, Award without Exchanges.

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

[] 852.237–74, Nondiscrimination in Service Delivery.

(End of Clause) C.7 VAAR 852.219-74 LIMITATIONS ON SUBCONTRACTING—MONITORING AND COMPLIANCE (JUL 2018)

(a) This solicitation includes VAAR 852.219-10 VA Notice of Total Service-Disabled Veteran-Owned Small Business Set-Aside.

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

(c) All support contractors conducting this review on behalf of VA will be required to sign an “Information Protection and Non-Disclosure and Disclosure of Conflicts of Interest Agreement” to ensure the Contractor's business records or other proprietary data reviewed or obtained in the course of assisting the Contracting Officer in assessing the…