36C24224Q0277.docx

36C24224Q0277

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.

UEI:

EFT:

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. SIGNAT

URE 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

630-24-2-6078-0016 36C24224Q0277 01-29-2024 Chris Weider | Christopher.Weider@va.gov 716-862-7461 x22470 02-02-2024 1:00pm

EST

Department of Veterans Affairs Network Contracting Office (NCO) 2 2875 Union Road Suite 3500 Cheektowaga NY 14227 X X 541620 $19 Million N/A X Department of Veterans Affairs Brooklyn Medical Center 800 Poly Place Brooklyn NY 11209 Department of Veterans Affairs Network Contracting Office (NCO) 2 2875 Union Road Suite 3500 Cheektowaga NY 14227

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

See CONTINUATION Page This solicitation is for water quality management consulting services at the Brooklyn VAMC, Manhattan VAMC, and St.

Albans Community Living Center (CLC).

See Statement of Work and Price/Cost Schedule for details.

Period of Performance:

Base: March 1, 2024 - February 28, 2025 Option 1: March 1, 2025 - February 28, 2026 Option 2: March 1, 2026 - February 28, 2027 Option 3: March 1, 2027 - February 29, 2028 Option 4: March 1, 2028 - February 28, Send quote via email to POC by 1:00pm ET, February 2, 2024.

Refer to Section 52.212-1 for submission requirements.

POC: Chris Weider | Christopher.Weider@va.gov See CONTINUATION Page X X X

ONE

Christopher Weider 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 Chris Weider Department of Veterans Affairs Network Contracting Office (NCO) 2 2875 Union Road Suite 3500 Cheektowaga NY 14227

2. CONTRACTOR REMITTANCE ADDRESS: All payments by the Government to the contractor will be made in accordance with:

3. INVOICES: Invoices shall be submitted in arrears:

4. GOVERNMENT INVOICE ADDRESS: All Invoices from the contractor shall be submitted electronically in accordance with VAAR Clause 852.232-72 Electronic Submission of Payment Requests.

Tungsten Network http://www.tungsten-network.com ACKNOWLEDGMENT OF AMENDMENTS: The offeror acknowledges receipt of amendments to the Solicitation numbered and dated as follows:

Page 1 of Page 1 of

B.2 STATEMENT OF WORK

Title: Utility Water Quality Management Consulting Services

A. GENERAL INFORMATION

1. Purpose: A utility water treatment consultant is an integral part of an effective water treatment program to ensure prevention of growth of waterborne pathogens including legionella; optimization of water and energy use and minimization of maintenance and equipment costs/replacement.

2. Background: This requirement is for an experienced water treatment consultant to serve as an independent advisor to the New York Harbor Healthcare System (NYHHS) and specifically encompasses the management of utility water (including but not necessarily limited to cooling systems and boilers).

The requirement consists of expert consulting oversight needed to ensure facility compliance with VHA Engineering Standard ES–2019–001 entitled “Cooling Tower Water Systems”, VHA Directive 1810(1) “Boiler and Boiler Plant Operations” and other applicable guidelines, directives, and standards.

3. Period Of Performance: Performance shall be for a period of one year with four option years.

4. Privacy: All contractor employees and subcontractors participating under this contract are required to complete the VA's Privacy training requirement - “VA Privacy Training for Personnel without Access to VA Computer Systems or Direct Access to or the Use of VA Sensitive Information” Contractors must provide certifications of completion to the COR during each year of the contract. Training expires 365 days after the training is taken. This requirement is in addition to any other training that may be required of the contractor and subcontractor(s). The COR for the contract is responsible for ensuring the contractor takes the training and to follow up with the annual requirements.

5. Place Of Performance:

A.

Page 1 of Page 1 of B. Brooklyn VA Medical Center 800 Poly Place Brooklyn, NY 11209

C. Manhattan VA Medical Center 423 E. 23rd Street New York, NY 10010

D. St. Albans Community Living Center 179-00 Linden Boulevard Queens, NY 11424

Page 1 of Page 1 of Page 1 of

B. SCOPE OF WORK

B.1. WATER QUALITY CONSULTING (ONGOING)

1. Contractor shall provide all labor, personnel, supervision, equipment, and other incidentals necessary to provide effective consultation services for:

· Brooklyn VAMC - Cooling and Boiler Water Programs.

· Equipment: four (4) boilers, four (4) cooling towers/chilled water loops

· Frequency of Site Visits and Reports: monthly.

· Manhattan VAMC - Cooling Water Program

· Equipment: two (2) cooling towers/loops

· Frequency of Site Visits and Reports: monthly

· St. Albans CLC – Boiler Water Program

· Equipment: four (4) boilers

· Frequency of Site Visits and Reports: quarterly

2. Water Treatment Program Monitoring:

a) Meet with Contracting Officer’s Representative (COR) and other critical contacts including Boiler Plant Operators, Chiller Plant Operators and Engineering supervisors on-site monthly to review the water treatment program and evaluate any problems or issues.

b) Review all water treatment reports and correspondence from water treatment vendors as they are submitted. Review submittals of the water treatment chemical vendor to ensure product quality, correct dosing and appropriateness of product(s) supplied for specific applications. Recommend any needed changes to the COR.

c) Establish a performance tracking program and prepare program logs.

d) Perform additional diagnostic testing as needed.

e) Inspect equipment when available.

f) Prepare a monthly treatment program review.

g) Assist with annual review and goal setting. Discuss water related problems and questions as needed and make appropriate recommendations.

h) In accordance with VHA Engineering Standard ES–2019–001, provide annual reports of the cooling tower water system operation, maintenance and monitoring, and any biological mitigation actions taken in response to the detection of legionella or other waterborne pathogens.

i) Annual update and recertification of the Cooling Tower Water Management Plans developed in the Contract Base Year as outlined in paragraph B.2. herein.

B.2. DEVELOPEMNT OF COOLING TOWER WATER MANAGEMNT PLANS (BASE YEAR ONLY)

SUMMARY: In accordance with VHA Engineering Standard ES–2019–001, facilities that own and operate cooling tower systems must ensure that a cooling tower management plan is developed for each system and remains in place at all times the system(s) are in operation.

For NYHHS, this applies to 1) Brooklyn VA Medical Center 2) Manhattan VA Medical Center

Cooling Tower Management Plan shall be completed within 120 days following contract award. Required components of management plans are detailed below:

a) The cooling tower safety policy must specify the facility’s operating biocide concentration levels in the cooling tower water distribution systems. This includes documentation of minimum and maximum biocide levels, corrosion inhibitor levels, dispersant levels, biocide monitoring method and frequency, applicable manufacturer’s requirements for biological and corrosion control, and regulatory agency requirements for effluent concentrations.

b) Documentation of biocide system(s) review, design, installation, and operation shall be included.

c) Specific elements to be included in the plans:

1. Inventory of cooling towers

2. Risk Analysis

3. Operational Plan and Procedure

4. Maintenance Plan and Procedures

5. Procedures/Plans for emergency action related to biological exceedances

6. Testing requirements, frequencies, and procedures

7. Data evaluation and recordkeeping requirements and procedures

8. Annual Update

1. Inventory of Cooling Towers: The facility must have a complete listing of the cooling towers and associated equipment complete with unique identification and location. The inventory must include all major equipment associated with the cooling tower such as pumps, strainers, and chemical treatment.

2. System Risk Analysis: The System Risk Analysis must at a minimum address the following five critical risks. All reviews shall be documented with an annual review conducted to confirm continued applicability.

A. System Design and Operation: i) Risk Analysis: The design of the system (whether new installation or existing) must undergo a documented risk analysis to ensure that the performance criteria are met and that the design addresses the risks discussed below. ii) Siting and Access: A cooling tower/cooling tower system must be reviewed for impact of drift and water vapor discharge relative to HVAC air intakes, door and window openings, and common paths of travel and congregation of patients, staff, and visitors. Additionally, the impacts of structures, local climate/environmental conditions, and other equipment on the operation of the equipment and systems must be reviewed. iii) Sequence of Operation: The sequence of operation must be evaluated to verify that the equipment can be operated as designed and that the operation addresses the risks discussed below. iv) System Schematic: The plan must include a current system schematic with detail on the system interconnection, equipment, and instruments, along with a written sequence of operation for the system and the chemical treatment systems. v) Resilience: The system design must address continued facility operation and resilience of operations, such as duplex pump systems and equipment redundancies.

B. Flow Analysis: i) Circulation: The systems must be reviewed for proper circulation in all branches of the system and the presence of dead-end piping and stagnant areas. ii) System Valves and Controls: The systems must be reviewed for potential stagnation and low flow caused by reduced or stopped flow due to operation of system valves and controls. The review must be documented.

C. Biological/Organic Material: i) Biologic Contaminants: The presence of biofilm, algae and protozoa in a cooling tower water system will be accelerated by the presence of required nutrients and optimal growth conditions. The system must be reviewed to minimize these conditions and ensure optimal system control. ii) Exposure to Sunlight: The exposure of the water of a cooling tower system to direct sunlight may also accelerate biological growth and fouling and should be evaluated.

D. Poor Water Quality: i) Adjacencies: Cooling towers remove particulates from the air stream (air scrubber) due to the design of the system. Organic and inorganic material near the tower must therefore be managed to address contamination of the tower if these substances were to become airborne. An evaluation of these impacts must be conducted to develop a plan to minimize their affect. ii) Water Supply: Municipal/Facility supply quality must be evaluated and documented to manage chemical additions (i.e., chemical compatibility and effectiveness), maintain reasonable chemical and mineral levels, and optimize blowdown, makeup, and treatment options.

E. Equipment Deficiencies: i) Equipment Damage: Damaged equipment, such as broken drift eliminators and disintegrated fill, can adversely impact the operation of the cooling tower and impact the associated drift and evaporation. Protection from physical harm is a basic design element that must be reviewed and addressed through proper operations and maintenance. ii) Operations and Maintenance: Proper operation and maintenance procedures ensure optimal performance and operation and must consider damage, degradation, and environmental impacts.

3. Operating Plan and Procedure: Each Facility must have a current written operating plan for each system in place when operating the equipment. The plan(s) must include the following at a minimum:

A. System schematic with all equipment and instrumentation uniquely labeled (e.g., tag number), including chemical treatment systems and components. All equipment, valves and instruments must be physically labeled to match the schematic.

B. Detailed sequence of operation for all modes of operation, including the chemical treatment system. Sequence of operation must reference and be correlated with the system schematic. The sequence of operation must include the following either in tabular form or within the document: i) Nominal operating point for all equipment. ii) Range of operation for all equipment, flow, pressure, temperature, and biocide levels. iii) Alarm points for all equipment and systems.

C. A complete equipment/instrumentation list with the following information: i) Manufacturer, make, model and serial number ii) System served iii) Equipment rated and operating capacity, rated and operating flow, rated and operating pressure iv) Instrumentation rated and operating flow, temperature and/or pressure v) Unique tag number referenced to the schematic vi) Installation date.

D. Details on the equipment’s operational and performance data, including chemical treatment

E. Standard operating procedures (SOPs) for each piece of equipment and device including chemical treatment.

F. Emergency procedures for equipment or system failure, along with alarm conditions.

G. Procedures for shutdown and startup of equipment and systems

H. Methods for monitoring system(s) and equipment operation and parameters, where data is displayed and the frequency of data collection.

I. Standard data collection source, frequency and testing requirements.

J. Process to address any deficiencies or concerns raised in a report related to the control measures being inadequate or requiring improvement.

4. Maintenance Plan and Procedures: There must be current written maintenance plans and records of the same for each piece of equipment and system that complies with the requirements of this Engineering Standard, the manufacturer’s recommendations, and industry standards. The plan must include the following at a minimum:

A. A list of all equipment and systems with maintenance frequency and requirements. All equipment shall be maintained as defined in this Engineering Standard or per the manufacturer, whichever is more stringent, including frequency.

B. Written standard maintenance procedures for each piece of equipment and device including chemical treatment. Procedures must include specific procedures for: i) Equipment shutdown and/or isolation, Lock Out/Tag Out (LOTO) ii) Personal protective equipment (PPE) required when performing the work iii) Materials, tools and supplies required to complete the work iv) Detailed description of work to be conducted.

C. Process to address any deficiencies or concerns raised in a report related to the maintenance process.

D. Additional Requirements of VHA Engineering Standard ES–2019–001

5. Procedures/Plans for emergency action related to biological exceedances: Each facility must develop and maintain written emergency action plans for each system that complies with the requirements of this Engineering Standard, the manufacturer’s recommendations, and industry standards. The plan must include the following at a minimum:

A. Procedures to address positive biological findings during testing.

B. SOPs for remediation of equipment and procedures for the operation of system equipment during remediation process C. PPE required during remediation.

D. Materials, equipment and supplies required to properly remediate.

E. Details on the intended outcome, and a method of documentation and evaluation F. Process to address any deficiencies or concerns raised in a report related to the remediation process.

6. Testing requirements, frequencies, and procedures: There must be written testing plan for each system. The plan must include the following at a minimum:

A. A list of all systems with testing frequency, thresholds, and requirements. All systems in operation or operational ready shall be tested as defined in this Engineering Standard or per the manufacturer’s instruction, whichever is more stringent, including frequency.

B. Written standard testing procedures for each system. These must include the specific procedures for:

i. Process to obtain sample, sample size and chain of custody process.

ii. Required PPE

iii. Required material, tools, and supplies to complete the work properly.

C. Process to address any deficiencies or concerns raised in a report related to the testing process.

7. Data evaluation and recordkeeping requirements and procedures: There must be a written recordkeeping and evaluation plan for each system. The plan must include the following at a minimum:

A. Definition of the data to be collected and the format in which it will be collected.

B. Method used to evaluate the data, and any actions to be taken relative to any deviation or trends associated with the data.

C. Responsible Point of Contact for the process D. Method for filing and data retention.

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

Brooklyn Site Visits and Reports Contract Period: Base POP Begin: 03-01-2024 POP End: 02-28-2025 PRINCIPAL NAICS CODE: 541620 - Environmental Consulting Services PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

Manhattan Site Visits and Reports

POP Begin: 03-01-2024 POP End: 02-28-2025

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

St Albans Site Visits and Reports

POP Begin: 03-01-2024 POP End: 02-28-2025

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

Cooling Tower Management Plans

POP Begin: 03-01-2024 POP End: 02-28-2025

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

Brooklyn Site Visits and Reports Contract Period: Option 1 POP Begin: 03-01-2025 POP End: 02-28-2026

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

Manhattan Site Visits and Reports

POP Begin: 03-01-2025 POP End: 02-28-2026

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

St Albans Site Visits and Reports

POP Begin: 03-01-2025 POP End: 02-28-2026

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

Cooling Tower Management Plan Updates

POP Begin: 03-01-2025 POP End: 02-28-2026

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

Brooklyn Site Visits and Reports Contract Period: Option 2 POP Begin: 03-01-2026 POP End: 02-28-2027

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

Manhattan Site Visits and Reports

POP Begin: 03-01-2026 POP End: 02-28-2027

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

St Albans Site Visits and Reports

POP Begin: 03-01-2026 POP End: 02-28-2027

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

Cooling Tower Management Plan Updates

POP Begin: 03-01-2026 POP End: 02-28-2027

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

Brooklyn Site Visits and Reports Contract Period: Option 3 POP Begin: 03-01-2027 POP End: 02-29-2028

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

Manhattan Site Visits and Reports

POP Begin: 03-01-2027 POP End: 02-29-2028

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

St Albans Site Visits and Reports

POP Begin: 03-01-2027 POP End: 02-29-2028

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

Cooling Tower Management Plan Updates

POP Begin: 03-01-2027 POP End: 02-29-2028

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

Brooklyn Site Visits and Reports Contract Period: Option 4 POP Begin: 03-01-2028 POP End: 02-28-2029

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

Manhattan Site Visits and Reports

POP Begin: 03-01-2028 POP End: 02-28-2029

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

St Albans Site Visits and Reports

POP Begin: 03-01-2028 POP End: 02-28-2029

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

Cooling Tower Management Plan Updates

POP Begin: 03-01-2028 POP End: 02-28-2029

PRODUCT/SERVICE CODE: H946 - Other Quality Control, Testing, and Inspection - Water Purification and Sewage Treatment Equipment

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (NOV 2023)

(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; 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 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within 30 days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed five (5) years.

(End of Clause)

C.3 VAAR 852.201-70 CONTRACTING OFFICER'S REPRESENTATIVE (DEC 2022)

The Contracting Officer reserves the right to designate representatives to act for him/her in furnishing technical guidance and advice or generally monitor the work to be performed under this contract. Such designation will be in writing and will define the scope and limitation of the designee’s authority. A copy of the designation letter shall be furnished to the Contractor.

(End of Clause)

C.4 VAAR 852.203-70 COMMERCIAL ADVERTISING (MAY 2018)

The Contractor shall not make reference in its commercial advertising to Department of Veterans Affairs contracts in a manner that states or implies the Department of Veterans Affairs approves or endorses the Contractor’s products or services or considers the Contractor’s products or services superior to other products or services.

(End of Clause)

C.5 VAAR 852.211-72 TECHNICAL INDUSTRY STANDARDS (NOV 2018)

(a) The Contractor shall conform to the standards established by: Department of Veterans Affairs Veterans Health Administration as to VHA DIRECTIVE 1810.

(b) The Contractor shall submit proof of conformance to the standard. This proof may be a label or seal affixed to the equipment or supplies, warranting that the item(s) have been tested in accordance with the standards and meet the contract requirement. Proof may also be furnished by the organization listed above certifying that the item(s) furnished have been tested in accordance with and conform to the specified standards.

(c) Offerors may obtain the standards cited in this provision by submitting a request, including the solicitation number, title and number of the publication to: Department of Veterans Affairs VHAHealthcareEng@va.gov

(d) The offeror shall contact the Contracting Officer if response is not received within two weeks of the request.

(End of Clause) C.6 VAAR 852.215-70 SERVICE-DISABLED VETERAN-OWNED AND VETERAN-OWNED SMALL BUSINESS EVALUATION FACTORS (JAN 2023) (DEVIATION)

(a) In an effort to achieve socioeconomic small business goals, VA shall evaluate offerors based on their service-disabled veteran-owned or veteran-owned small business certification status and their proposed use of eligible certified service-disabled veteran-owned small businesses (SDVOSBs) and certified veteran-owned small businesses (VOSBs) as subcontractors.

(b) Eligible and certified service-disabled veteran-owned small businesses offerors will receive full credit, and offerors qualifying as veteran-owned small businesses will receive partial credit for the certified Service-Disabled Veteran-Owned and Veteran-Owned Small Business Status evaluation factor. To receive credit, an offeror must be listed at the time of submission of offers and at time of award, as a certified SDVOSB/VOSB in the SBA certification database on the SBA Veteran Small Business Certification Program portal at https://veterans.certify.sba.gov/ (see 13 CFR 128) and be otherwise eligible in accordance with SBA size standards for the acquisition and limitations on subcontracting requirements set forth in SBA regulations (see 13 CFR 121, 125 and 128.).

(c) Non-Veteran offerors proposing to use certified SDVOSBs or VOSBs as subcontractors will receive some consideration under this evaluation factor. Offerors must state in their proposals the names of the certified SDVOSBs and VOSBs with whom they intend to subcontract and provide a brief description of the proposed subcontracts and the approximate dollar values of the proposed subcontracts. In addition, the proposed subcontractors must be listed at the time of submission of offers and at time of award, as a certified SDVOSB/VOSB in the SBA certification database.

(d) Pursuant to 38 U.S.C. 8127(g), any business concern that is determined by VA to have willfully and intentionally misrepresented a company’s SDVOSB/VOSB status is subject to debarment for a period of not less than five years. This includes the debarment of all principals in the business.

(End of Clause)

C.7 VAAR 852.215-71 EVALUATION FACTOR COMMITMENTS (OCT 2019)

(a) The offeror agrees, if awarded a contract, to use the service-disabled veteran-owned small businesses (SDVOSBs) or veteran-owned small businesses (VOSBs) proposed as subcontractors in accordance with 852.215–70, Service-Disabled Veteran-Owned and Veteran-Owned Small Business Evaluation Factors, or to substitute one or more SDVOSBs or VOSBs for subcontract work of the same or similar value.

(b) Pursuant to 38 U.S.C. 8127(g), any business concern that is determined by VA to have willfully and intentionally misrepresented a company’s SDVOSB/VOSB status is subject to debarment for a period of not less than five years. This includes the debarment of all principals in the business.

(End of Clause)

C.8 VAAR 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV 2018)

(a) Definitions. As used in this clause—

(1) Contract financing payment has the meaning given in FAR 32.001;

(2) Designated agency office means the office designated by the purchase order, agreement, or contract to first receive and review invoices. This office can be contractually designated as the receiving entity. This office may be different from the office issuing the payment;

(3) Electronic form means an automated system transmitting information electronically according to the accepted electronic data transmission methods and formats identified in paragraph (c) of this clause. Facsimile, email, and scanned documents are not acceptable electronic forms for submission of payment requests;

(4) Invoice payment has the meaning given in FAR 32.001; and

(5) Payment request means any request for contract financing payment or invoice payment submitted by the contractor under this contract.

(b) Electronic payment requests. Except as provided in paragraph (e) of this clause, the contractor shall submit payment requests in electronic form. Purchases paid with a Government-wide commercial purchase card are considered to be an electronic transaction for purposes of this rule, and therefore no additional electronic invoice submission is required.

(c) Data transmission. A contractor must ensure that the data transmission method and format are through one of the following:

(1) VA’s Electronic Invoice Presentment and Payment System at the current website address provided in the contract.

(2) Any system that conforms to the X12 electronic data interchange (EDI) formats established by the Accredited Standards Center (ASC) and chartered by the American National Standards Institute (ANSI).

(d) Invoice requirements. Invoices shall comply with FAR 32.905.

(e) Exceptions. If, based on one of the circumstances in this paragraph (e), the Contracting Officer directs that payment requests be made by mail, the Contractor shall submit payment requests by mail through the United States Postal Service to the designated agency office. Submission of payment requests by mail may be required for—

(1) Awards made to foreign vendors for work performed outside the United States;

(2) Classified contracts or purchases when electronic submission and processing of payment requests could compromise the safeguarding of classified or privacy information;

(3) Contracts awarded by contracting officers in the conduct of emergency operations, such as responses to national emergencies;

(4) Solicitations or contracts in which the designated agency office is a VA entity other than the VA Financial Services Center in Austin, Texas; or

(5) Solicitations or contracts in which the VA designated agency office does not have electronic invoicing capability as described above.

(End of Clause)

C.9 VAAR 852.242-71…