36C24222Q0471_1.docx

36C24222Q0471

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

620-22-2-555-0027 36C24222Q0471 03-22-2022 Janice Brooks Campbell 718-741-4320 04-05-2022

10:00AM

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 221310 $30 Million N/A X See Delivery Schedule

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

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

See CONTINUATION Page Provide Water Treatment Services for Boiler and Chiller at the Hudson Valley VA Healthcare System, Montrose and Castle Point Campus.

This solicitation is in accordance with Federal Acquisition Regulation (FAR) Part 13.

Please review Performance Work Statement on page 4-1 and complete the Price Cost Schedule.

The deadline for the submittal of all questions is March 28, 2022.

Contractors should pay close attention to Section: 52.212-1, 52.212-2 and Section D.1 and D.2 before submitting a quote.

See CONTINUATION Page 620-3620162-555-851100 2580 010055590 X X X Janice Brooks Campbell 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 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:

Page 1 of Page 1 of

B.2 STATEMENT OF WORK

STATEMENT OF WORK

WATER TREATMENT SERVICES: BOILER PLANT & CHILLER PLANT

MAINTENANCE

I. BACKGROUND

Veterans Health administration (VHA) seeks to continue and improve the operational capabilities of the Water Treatment Services: Boiler Plant & Chiller Plant by establishing services that result in fewer operational problems, improved communications, increased efficiency within the facility and to improve the quality of services to veterans.

II. LOCATION OF SERVICES

VA MEDICAL CENTER CASTLE POINT CAMPUS

41 Castle Point Road Wappingers Falls, NY 12590

VA MEDICAL CENTER FDR MONTROSE CAMPUS

2094 Albany Post Road Montrose, NY 10548

III. PERIOD OF PERFORMANCE

This will be a base year plus four (4) one year option renewals. Estimated completion date of this contract will be April 30, 2027. Please note: The government has the option not to exercise the option years. Exercising the option years will be based on the contractor performance.

Base Year: May 15, 2022 – May 14, 2023 Option Year #1: May 15, 2023 – May 14, 2024 Option Year #2: May 15, 2024 – May 14, 2025 Option Year #3: May 15, 2025 – May 14, 2026 Option Year #4: May 15, 2026 – May 14, 2027

IV. SCOPE OF WORK

The contractor shall furnish all labor, materials, equipment, tools, supervision, and all incidentals to complete the work for the services described in this document including preventative maintenance, inspection, calibration, and testing.

1. Description of Services: Services under this portion of the contract shall be considered scheduled maintenance.

2. Weekly Scheduled Requirements for Water Monitoring and Testing:

a. The contractor shall complete an initial survey.

b. The contractor shall provide raw water analysis to include but necessarily be limited to the Silica (SiO2), Iron & Aluminum Calcium (Ca), Magnesium (Mg), Sodium (Na) & Potassium (K), Carbonate (C03), Bicarbonate (HC03), Sulfate (S04), Chloride (C1), Nitrate (N03), Turbidity, pH, Residual Chlorine, Total Alkalinity, Non-Carbonate Hardness, Total Hardness, and Dissolved Solids.

c. The contractor shall survey the plant(s):

1) The contractor shall service weekly all water treatment equipment defined as chemical feed tanks, bypass feeder, chemical and biocide injection pumps, solenoid valves, control panels, time clocks, agitators, water meters, water softener equipment and de alkalization equipment.

2) For Chilled Water at Castle Point Campus: Vendor shall furnish and install new equipment including associated piping and appurtenances (the equipment shall be considered VA Property and shall remain with the VA at the end of this contract):

a. Cooling Tower Makeup Water Softener: Marlo GT210 Twin Alternating Regen Water Softener or approved Equal (210k grains per tank)

3) For Boiler Plant at Castle Point Campus: Vendor shall furnish and install new equipment including associated piping and appurtenances (the equipment shall be considered VA Property and shall remain with the VA at the end of this contract):

a. Boiler Plant Dealkalizer: Marlo MGTD-200-2 Twin Alternating Dealkalizer System or approved Equal (200,00 grains per tank)

4) Any relocation of chemical feed point, and or purchase of test kits & reagents, pumps, piping, and any other changes required to meet bidders’ proposed treatment program needs, shall be provided, and installed by the contractor at no cost to the US Government.

5) No installation of any such equipment to be made without express written approval of the US Government COR/Contracting Officer.

6) The contractor shall adhere to VHA Directive 1061 Prevention of Healthcare-Associated Legionella Disease And Scald Injury From Water Systems and Engineering Standard ES-2019-001 Cooling Tower Water Systems, specifically the sections of the directive on Cooling Tower Water Treatment and Maintenance.

7) The contractor shall design the water treatment program based on the VHA Directive 1061, ES-2019-001, and Industry Standards for Industrial Boiler Water Treatment.

8) The contractor shall implement the water treatment program and maintain the Key Performance Indicators (KPI’s).

9) The contractor shall service and monitor the program regularly.

10) Routine Service: Scheduled service by a qualified representative with water treatment experience shall be conducted a minimum of 104 times per year as follows:

a. 52 visits to FDR-Montrose Campus with a minimum 3 hour visit during regular business hours.

b. 52 visits to Castle Point Campus with a minimum 4 hour visit during regular business hours.

11) The purpose of these service visits shall be to prevent potential problems from arising that will reduce equipment efficiency and/or result in equipment damage.

12) Schedule all visits with the Plant Superintendent a minimum of (7) seven business days in advance.

d. Each visit shall include the contractor shall provide the following:

1) In plant sample collection of boiler feed water, boiler water, condensate, softener & dealkalizer, hot water loop system, chilled water loop system for analysis.

2) Perform all tests necessary to evaluate performance of treatments used in the program to ensure the protection of the systems.

3) Check quality of plants field-testing reagents.

4) Review of plants field test results/records. Calibration of all chemical injection controllers.

5) Provide dissolved oxygen testing onsite.

6) For each plant visit, written report results of that visit shall be discussed with the Plan Superintendent and the COR. In the absence of both, reports shall be discussed with the Operator in charge on duty. A copy must be left with the Plant Superintendent. A formal written report of each routine service visit must be received no later than 48 hours after the plant visit/inspection date by the COR.

7) For each plant, the audit testing procedure shall be done once during the contract base year and each renewal year. The successful contractor must provide two copies of a chemical treatment manual to each plant. Audit testing procedures on actual plant samples may be satisfied by comparing representative test results to the operator’s test results for that day.

8) Contractor primary representative shall provide a basic understanding of the new chemical treatment program prior to beginning of the contract period and provide chemical testing procedures for the chemical treatment program. The contractor shall keep the system(s) and work area clean and free of potential safety hazards.

9) The contractor shall provide comprehensive reports back to the COR.

e. Chemical Delivery Requirements:

1) Chemical transport equipment shall comply with DOT requirements for transporting hazardous material.

2) No empty or full chemical transport equipment is to be stored on site.

3) All chemicals must be in liquid form unless there is no viable alternative.

f. Deliveries must be made by chemical handlers who are:

1) Certified in HAZMAT compliance and shall have successfully completed the 40-hour Hazwoper Training prior to award.

2) Chemicals must be transportable up steps.

3) Equipped with PPE on site for delivery and transfer of chemical.

4) Equipped with items required to handle spills and any unexpected incidents.

g. Chemical Storage Requirements:

Contractor shall deliver all products to the point of feed. Mild steel drums of any size are not acceptable. 5-gallon pails are not acceptable for biocides. All products must be capable of being fed neat (without dilution or contact) by our operators. In order to minimize our library in this regard, we require the following regarding chemical delivery and storage:

1. Containers shall have an appropriate lining for storing corrosive chemical material or use of a plastic storage container.

2. Secondary containment volume must be at least 150% of the delivered chemical storage container volume.

3. The supplier shall retain ownership of tanks.

4. Tanks shall be vented and fitted with fume suppression equipment during delivery.

5. Contractor shall submit a quarterly report showing all the services and purchase made in this contract during the quarter and any deviation from the specification. The report shall be received by the COR office 10 working days from the end of the reporting period.

Note: There shall be no more than a two-month inventory of each product in storage at the plant. This shall be a shared responsibility of contractors and VA to see that no excess product is ordered or delivered.

h. Return of Unused Chemicals:

1) The contractor shall be responsible to collect and take back all surplus chemicals, testing hardware, and all surplus chemical testing reagents that had been provided by the contractor.

i. Contractor shall be responsible for:

1) Monitoring the inventory of the various chemicals required.

2) Water treatment chemicals shall be provided by the contractor to meet the KPI’s and properly treat the systems for the purpose of corrosion protection, bacteria growth in accordance with current industry standard as no additional cost to the government.

3) Assuring that adequate quantities of each chemical are available on-site for field use.

4) All liquid chemicals must be available in reusable and/or returnable containers and improve or match same method of storage and feed as existing at each site.

5) All containers provided by the contractor for hazardous chemicals must include spill containment. The contractor shall collect and dispose of chemical containers at no cost to the Government. Type and size of the container shall be determined by vendor based on the operation of the plant and quantity of chemical used by the plant in between vendor weekly visits.

6) All containers over 30 gallons shall be inspected by the contractor in accordance with the VA- Hudson Valley Healthcare System Spill Prevention Control and Countermeasure Plan (SPCC).

j. Technical Requirements and/or Performance Standards:

1) Use of the contractor’s products in strict accordance with instructions must result in clean heat transfer surfaces and low corrosion rates in condensate lines, boiler, and chiller systems. These criteria will be monitored by the contractor.

2) Contractor shall promptly notify the VA-COR and Contracting Officer in writing of proposed new or discontinued items.

3) At the discretion of the VA-COR and Contracting Officer, new products proposed by the contractor in writing may be added to this contract at an agreed upon cost per unit. Products the contractor proposes to discontinue may be deleted from this contract with the approval of the COR and Contracting Officer.

k. Boiler Chemical Specifications:

1) Notation: Active ingredient percentages must be shown in the MSDS. All products must be FDA approved.

2) Feed points of any chemical shall be as existing at plant. Cost for relocation of feed point, laboratory equipment, including all reagents, pumps, piping and any other changes, shall be at the expense of the contractor.

3) All chemicals shall be in liquid form when possible.

l. Products Specifications:

1) Oxygen Scavenger: An alkaline (product pH must be above 9.0) catalyzed sodium erythorbate with a minimum % active of 30%.

2) Scale Inhibitor: A polymer blend with a minimum total active ingredient of 22% for Montrose. A polymer/phosphate blend with a minimum of 20% polymer and 20% orthophosphate equivalent.

3) Steamline Treatment: A blended amine using Diethylaminoethanol, Cyclohexamine, and Morpholine with a minimum total active of 45%.

4) Resin Cleaner: Sodium Hydrosulfite or Citric acid/phosphoric acid or GRAS approved equivalent (twice per year or maintenance dosage). Minimum active ingredient of 20%.

5) Alkalinity Builder: Supplemental alkalinity may be necessary at times. Provide an alkalinity supplement with a minimum of 50% NaOH.

m. Provide Automated Dosage Controller:

1) Contractor shall furnish and install new automated dosage controllers for the Castle Point and FDR Boiler Plants (Castle Point Chiller Plant all plants. These automated controllers shall be provided and installed by the contractor, left in place during contract and must be maintained by water treatment contractor. These will be returned to the contractor upon termination of the contract.

i. Continuously monitor and adjust the product levels of the proposed treatment program.

ii. Controlling the proposed water treatment program with minimal operator attention.

iii. Graphically reporting the chemical dosage levels in the boiler feed water systems.

iv. The system must be capable of compensating for flow changes.

v. The system must be capable of controlling chemical levels exiting the de-aerating feed water heater regardless of the percentage of softened make-up.

vi. The system must be capable of product dosage control to +/- 5.0 PPM.

n. Cooling System Product Specifications:

1) Feed points of any chemical shall be as existing at plant.

2) The treatment program must be comprehensive and shall include the integrated us of scale control agents, dispersants, and corrosion inhibitors. pH control agents (if necessary), and biocides/micro-biocides. All chemicals shall be in liquid form when possible.

o. Tower Water:

1) Castle Point Chiller Plant: Marley Cooling Tower NC8405TAN 3-Cell Crossflow Cooling Tower; Tower Water Flow 4500 gpm

2) Montrose Building 3 Chiller; Marley AQ493G1SAF 25 Ton Cooling Tower; 80 gpm

p. Chilled Water:

1) Micro-biocide: Non oxidizing biocides to maintain microbiological activity below 10,000 organisms per milliliter of treated cooling water.

2) Contractor shall provide dip slides to monitor effectiveness of biocide at each (closed systems) site on a weekly basis.

3) Shock feeding of oxidizing micro-biocides may not be required.

4) Chilled water corrosion inhibitor is required.

q. Key Performance Indicators (KPI):

1) Key Performance Indicators are graphed, and the trends evaluated every month.

2) The minimum KPI’s should be:

i. Corrosion inhibitor such as “hydrazine”

ii. Heterotrophic Colony Count Less than 10,000 cfu/ml (Required Monthly HPC Testing For Cooling Tower Water to be performed by certified Lab)

iii. Legionella species Less than 10 cfu/ml

iv. Scaling rate shall be no scaling

v. Dissolve Iron Less than 1 ppm

vi. Drift No visible Drift (this is a minimum for visually monitoring only)

vii. Basin cleanliness Clean to mildly dirty

viii. Copper corrosion rates Less than 0.005 mm/yr

ix. Stainless Steel corrosion rate Less than 0.005 mm/yr; with no pitting

x. Mild Steel corrosion rate Less than 0.15 mm/yr

3) Recommended Parameters:

i. Conductivity

ii. pH

iii. Chlorides

iv. Calcium hardness

v. Calcium balance

vi. Alkalinity

vii. Inhibitor

viii. Free chlorine (if chlorine or bromine is being used as the biocide)

ix. Millivolts (if an ORP controller is in use)

x. Corrosion coupons (chosen to match the metals in the system)

xi. Cleanliness

xii. Total Bacteria Counts

xiii. Legionella

xiv. Cycles of Concentration (water efficiency)

r. Contractor shall not allow plant to run out of chemicals and reagent.

s. Corrosion coupon studies shall run 90-120 days.

1) Corrosion coupon monitoring with rates not to exceed .0005” (.5 mil per year) on non-ferrous metals and .002” (2 mil per year) on mild steel.

2) Microbiological counts shall be run weekly on all systems.

t. Written service reports will be submitted per this SOW.

V. PERFORMANCE STANDARDS FOR BOILERS

PERFORMANCE STANDARDS

BOILERS

Corrosion Rates:

Condensate System:

TOWER WATER (OPEN LOOP SYSTEM)

Marley Cooling Tower NC8405TAN 3-Cell Crossflow 4500 gpm Building 3 Marley 25 Ton Cooling Tower 80 gpm

CHILLED WATER (CLOSED LOOP SYSTEM)

PERSONNEL: Shall meet the requirements of all Safety Codes, Certification, and Licensing for EPA/NYSDEC Applicators.

VI. SYSTEMS TO BE SERVICED

CASTLE POINT CAMPUS

SPECIFICATIONS AND OPERATING CONDITIONS FOR BOILERS SYSTEMS

TYPE AND CAPACITY

Presently (2) Fire Tube Boilers – 400 HP

Presently (1) Fire Tube Boiler – 200 HP

OPERATING DATA

Make-up Water Pre-treatment

Softener Dealkalizer

TREATED MAKE-UP AND FEED WATER ANALYSIS

1.2

P-Alkalinity (as CaC03) ppm ppm

FDR MONTROSE CAMPUS

SPECIFICATIONS AND OPERATING CONDITIONS FOR BOILERS SYSTEMS

TYPE AND CAPACITY

Presently (3) 1000 HP Water Tube Boilers

Presently (1) 250 HP Fire Tube Boiler

OPERATING DATA

Make-up Water Pre-treatment

Softener Dealkalizer

TREATED MAKE-UP AND FEED WATER ANALYSIS

1.6

P-Alkalinity (as CaC03) ppm ppm

CASTLE POINT CAMPUS – CHILLER PLANT

SPECIFICATIONS AND OPERATING CONDITIONS FOR COOLING SYSTEMS

TOWER WATER (OPEN LOOP SYSTEM)

MAKE-UP WATER QUALITY

CHILLED WATER (CLOSED LOOP SYSTEM)

CASTLEPOINT

MONTROSE CAMPUS – Building 3

SPECIFICATIONS AND OPERATING CONDITIONS FOR COOLING SYSTEMS

TOWER WATER (OPEN LOOP SYSTEM)

MAKE-UP WATER QUALITY

CHILLED WATER (CLOSED LOOP SYSTEM)

MONTROSE

VII. SPECIAL INSTRUCTIONS

1. Contractor Check-in: Upon arrival, the contractor shall check-in with the VA Police or authorized VA Medical Center attendant to receive an identification badge or sticker prior to performing services at the VA Hudson Valley Healthcare System and its associated CBOC’s. The contractor shall wear visible identification displaying name and company ID at all times while on the premises.

2. Documentation: At the conclusion of each scheduled maintenance visit, the contractor shall provide a written service report indicating the date of service, the model, serial number, and location of equipment serviced, the name of the representative, and the services performed, and parts replaced and labor hours. The reports shall be delivered to Engineering Service at Hudson Valley Healthcare System Montrose Campus Building 16, Room 31. An electronic copy may be emailed to the Engineering Service Point of Contact.

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

Water Treatments Services at FDR-Montrose Campus Contract Period: Base POP Begin: 05-15-2022 POP End: 05-14-2023

Water Treatments Services at Castle Point Campus Contract Period: Base POP Begin: 05-15-2022 POP End: 05-14-2023

Water Treatments Services at FDR-Montrose Campus Contract Period: Option 1 POP Begin: 05-15-2023 POP End: 05-14-2024

Water Treatments Services at Castle Point Campus Contract Period: Option 1 POP Begin: 05-15-2023 POP End: 05-14-2024

Water Treatments Services at FDR-Montrose Campus Contract Period: Option 2 POP Begin: 05-15-2024 POP End: 05-14-2025

Water Treatments Services at Castle Point Campus Contract Period: Option 2 POP Begin: 05-15-2024 POP End: 05-14-2025

Water Treatments Services at FDR-Montrose Campus Contract Period: Option 3 POP Begin: 05-15-2025 POP End: 05-14-2026

Water Treatments Services at Castle Point Campus Contract Period: Option 3 POP Begin: 05-15-2025 POP End: 05-14-2026

Water Treatments Services at FDR-Montrose Campus Contract Period: Option 4 POP Begin: 05-15-2026 POP End: 05-14-2027

Water Treatments Services at Castle Point Campus Contract Period: Option 4 POP Begin: 05-15-2026 POP End: 05-14-2027

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 MANDATORY WRITTEN DISCLOSURES

Mandatory written disclosures required by FAR clause 52.203-13 to the Department of Veterans Affairs, Office of Inspector General (OIG) must be made electronically through the VA OIG Hotline at http://www.va.gov/oig/contacts/hotline.asp and clicking on "FAR clause 52.203-13 Reporting." If you experience difficulty accessing the website, call the Hotline at 1-800-488-8244 for further instructions.

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; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 30 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.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.

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

[X] 852.215–71, Evaluation Factor Commitments.

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

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

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

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

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

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

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

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

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

[] 852.228–70, Bond Premium Adjustment.

[] 852.228–71, Indemnification and Insurance.

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

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

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

[X] 852.233–71, Alternate Protest Procedure.

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

[] 852.246–71, Rejected Goods.

[] 852.246–72, Frozen Processed Foods.

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

[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,…