36C24419Q0347-000.docx

36C24419Q0347 FedBizOpps Combined Synopsis/Solicitation Notice

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* = Required Field FedBizOpps Combined Synopsis/Solicitation Notice Rev. March 2010 S 503-19-2-5062-0042 Annual Landscape/Lawncare Maintenance 18711 36C24419Q0347 03-19-2019 N 561730 Department of Veterans Affairs Network Contracting Office 4 Wilkes-Barre VA Medical Center 1111 East End Blvd Wilkes-Barre

JOHN W EVANS

CONTRACT SPECIALIST

570-507-3984 James E. Vanzandt Medical Center Altoona VA Medical Center 2907 Pleasant Valley Blvd.

Altoona, PA.

16602-4377

USA

www.va.gov VA homepage site john.evans15@va.gov Agency's contact email address

COMBINED SYNOPSIS/SOLICITATION FOR COMMERCIAL ITEMS

General Information

Posted Date: 03/08/2019 Original Response Date: 03/20/2019 Current Response Date: 03/20/2019

The Department of Veterans Affairs is pleased to announce the release of the attached Request For Quote (RFQ) for the Annual Landscape/Lawncare Maintenance of the campus grounds of the James E. Van Zandt VA Medical Center. Also known as, the Altoona VA Medical Center, 2907 Pleasant Valley Blvd, Altoona, Pa. 16605-4377 (where the Contract will be performed).

This solicitation is for one Base Year and four Option Years.

This RFQ is set-aside for Service Disabled Veteran Owned Small Business (SDVOSB) concerns. See VAAR clause VAAR 852.219-11 VA Notice of Total Veteran-Owned Small Business Set-Aside.

Please e-mail the quote to Mr. John Evans at john.evans15@va.gov no later than 4:30 PM Eastern on 20, January 2019.

A site visit for all interested parties has been set for 10:00 AM Wednesday, 13 March, 2019. Contractors will need to sign in with Medical Center Police inside the main entrance of BLDG 1 (Main BLDG). The Point Of Contact for this site visit is Ms. Melissa Flick. She can be reached by telephone at (814) 943-8164 Ext. 7249.

It is strongly suggested that all Prime Contractors attend or, send a representative of their company instead of sending a partnering sub-contractor.

The VA requests that you refrain from asking questions about this solicitation during the site visit. All questions should be forwarded to Mr. Evans at john.evans15@va.gov no later than 4:30 PM Eastern, 14 March, 2019. Questions received after that date/time may not be answered.

Please prepare your quote consistent with FAR provision 52.212-1 Instructions to Offerors Commercial Items in paragraph E.1 of the RFQ. Note the following:

Offers shall be submitted by filling in/completing the Price/Cost Schedule in Section B;

Provide a technical description of the items being offered in sufficient detail to evaluate compliance with the requirements in the Performance Work Statement (PWS) in this solicitation. This may include product literature, or other documents, if necessary. Please do not merely copy and resend the PWS;

Provide a completed copy of the representations and certifications at FAR 52.212-3; and

Provide Past performance information to include three recent and relevant contracts for the same or similar items and other references (including contract numbers, prices, points of contact with telephone numbers, e-mail addresses, and other relevant information).

Contracting Office Address Wilkes-Barre VAMC 1111 East End Blvd.

Wilkes-Barre, PA. 18711-0202

Description Lawncare and Maintenance

Performance Work Statement Within the RFQ

Place of Performance Altoona VA Medical Center

Address 2907 Pleasant Valley Blvd, Altoona, PA.

Postal Code: 16602-4377 Country: USA

Basis of Award:

The following solicitation provisions apply to this acquisition:

1. FAR 52.212-1, “Instructions to Offerors–Commercial Items” (October 2018).

2. FAR 52.212-3, “Offerors Representations and Certifications–Commercial Items” (October 2018).

Offerors must complete annual representations and certifications on-line at http://orca.bpn.gov in accordance with FAR 52.212-3, “Offerors Representations and Certifications–Commercial Items.” If paragraph (j) of the provision is applicable, a written submission is required.

The following contract clauses apply to this acquisition:

· FAR 52.212-4, “Contract Terms and Conditions–Commercial Items” (October 2018).

Addenda to 52.212-4 to be followed throughout.

· FAR 52.212-5, “Contract Terms and Conditions Required to Implement Statutes or Executive Orders” (January 2019)

The following subparagraphs of FAR 52.212-5 are applicable:

(4) 52.204-10, Reporting Executive Compensation & First-Tier Subcontract Awards (OCT 2018) (Pub. L. 109-282) (31 U.S.C. 6101 note).

(8) 52.209-6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment (OCT 2015) (31 U.S.C. 6101 note).

(22) 52.219-28, Post Award Small Business Program Rerepresentation (JUL 2013) (15 U.S.C. 632(a)(2)).

(25) 52.222-3, Convict Labor (JUNE 2003) (E.O. 11755).

(26) 52.222-19, Child Labor--Cooperation with Authorities and Remedies (JAN 2018) (E.O. 13126).

(27) 52.222-21, Prohibition of Segregated Facilities (APR 2015).

(28)(i) 52.222-26, Equal Opportunity (SEPT 2016) (E.O. 11246).

(29)(i) 52.222-35, Equal Opportunity for Veterans (OCT 2015) (38 U.S.C. 4212).

(30) (i) 52.222-36, Equal Opportunity for Workers with Disabilities (JUL 2014) (29 U.S.C. 793).

(31) 52.222-37, Employment Reports on Veterans (FEB 2016) (38 U.S.C. 4212).

(32) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (DEC 2010) (E.O. 13496).

(33)(i) 52.222-50, Combating Trafficking in Persons (JAN 2019) (22 U.S.C. chapter 78 and E.O. 13627).

(34) 52.222-54, Employment Eligibility Verification (OCT 2015). (Executive Order 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803).

(42) 52.223-18, Encouraging Contractor Policies to Ban Text Messaging While Driving (AUG 2011) (E.O. 13513).

(49) 52.225-13, Restrictions on Certain Foreign Purchases (JUNE 2008) (E.O’.s, proclamations and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury).

(55) 52.232-33, Payment by Electronic Funds Transfer—System for Award Management (OCT 2018) (31 U.S.C. 3332).

(2) 52.222-41, Service Contract Labor Standards (AUG 2018) (41 U.S.C. chapter 67)

(3) 52.222-42, Statement of Equivalent Rates for Federal Hires (MAY 2014) (29 U.S.C. 206 and 41 U.S.C. chapter 67).

(8) 52.222-55, Minimum Wages Under Executive Order 13658 (DEC 2015).

(9) 52.222-62, Paid Sick Leave Under Executive Order 13706 (JAN 2017) (E.O. 13706).

All quotes shall be sent to the John W. Evans, 1111 East End Blvd, Wilkes-Barre, PA. 18711-0202 Quotes can be emailed to john.evans15@va.gov

This is an open-market combined synopsis/solicitation for Annual Landscaping/Lawncare Maintenance as defined herein. The government intends to award a contract as a result of this combined synopsis/solicitation that will include the terms and conditions set forth herein. To facilitate the award process, all quotes must include a statement regarding the terms and conditions herein as follows:

"The terms and conditions in the solicitation are acceptable to be included in the award document without modification, deletion, or addition."

OR

"The terms and conditions in the solicitation are acceptable to be included in the award document with the exception, deletion, or addition of the following:"

Quoter, shall list exception(s) and rationale for the exception(s).

Submission shall be received not later than 4:30 EST, 20 March, 2019. Late submissions shall be treated in accordance with the solicitation provision at FAR 52.212-1(f).

Any questions or concerns regarding this solicitation should be forwarded in writing via e-mail to the POC listed below.

Point of Contact John W. Evans, John.evans15@va.gov

(570) 824-3521 Ext.7894

A.1 CONTRACT ADMINISTRATION DATA

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

a. CONTRACTOR:

b. GOVERNMENT: Contracting Officer 36C244 John W. Evans Department of Veterans Affairs Network Contracting Office 4

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.

Austin Payment Center Department of Veterans Affairs

PO Box 149971 Austin TX 78714-9971 ACKNOWLEDGMENT OF AMENDMENTS: The offeror acknowledges receipt of amendments to the Solicitation numbered and dated as follows:

PERFORMANCE WORK STATEMENT

GROUNDS MAINTENANCE/LANDSCAPING SERVICE CONTRACT

BACKGROUND: The James E VanZandt VA Medical Center (hereafter referred to as “JEVZ VAMC” or “the Government”) has a requirement for lawn care services.

OBJECTIVE: The Government intends to award a single, firm fixed price contract for the lawn care services described in this work statement. The Contractor shall provide all landscaping services to include the grounds and government owned potted plant / containers on the grounds. The period of performance under this contract for the Base Year is from April 1, 2018 through November 30, 2018, with four additional one year option periods, to be exercised at the Government’s discretion.

DESCRIPTION OF SERVICES: The Contractor shall provide all labor, materials, protective clothing, supervision, equipment, inspections, and reports necessary to perform landscape management service at the James E. Van Zandt VA Medical Center, 2907 Pleasant Valley Blvd, Altoona, PA 16602 in accordance with all terms and conditions within this performance work statement (PWS).

1. AREAS INCLUDED.

b. Area 1: The Victory Garden is located between Fairview Drive and the second floor entrance to building #1. The area included is surrounded by a split rail fence. Everything inside the fence is to be included, except for the raised beds. There is 1 large pond and 1 small pond in the Victory Garden.

c. Area 2: The tiers at the main entrance on Pleasant Valley Boulevard are included in this contract.

d. Area 3: There are approximately 13 large planters, located at the different entrances / areas of the medical center campus. They shall be planted full, to cover all of the dirt.

e. Area 4: There are six (2) built-in 2’X2’ planters outside of Building 20 that are included in the contract.

f. Area 5: The 2’X 26’ area adjacent to sidewalk and 2nd floor entrance to building #1 and stairs to basement is included.

g. Area 6: The flower beds approximately 25’X 31’ triangle at main entrance by the ER and 10’ X 31’ island in the front parking lot.

h. Area 7: Rain Gardens (two located outside of Building 2 and one located coming up the main entrance drive). The rain gardens shall be cleaned out and maintained with limited planting.

i. Area 8: Storm-water ponds at the base of the campus along Pleasant Valley Blvd.

j. Area 9: Planter box at main entrance.

k. Area 10: Juniper banks at Yellow Team entrance, along the employee parking lot sidewalk and a large Juniper bank behind Building 32 get weeded and mulched.

l. Area 11: Mulch and maintain area outside Yellow Team entrance.

2. REQUIRED SERVICES

a. In the spring, the Contractor shall perform a thorough cleanup of the areas listed in section 1. This includes the removal of leaves, cleaning of the ponds, and planting of flowers.

b. In the summer, the Contractor shall provide all weeding and watering services to maintain healthy growth and per industry standards.

c. In the fall, (by the end of September), Contractor shall plant mums in the Victory Garden (area 1) and the front entrance tiers (area 2), in the 13 barrels and 2 wooded planter boxes in the parking lot and by the Urgent Care entrance. Maintain the plants throughout the fall season.

d. The services in the month APRIL will consist of the following:

e. Clean up of accumulated winter debris and leaves from turf and bed areas (estimated 1 time per year)

f. The services in the months of MAY, JUNE, JULY, AUGUST, SEPTEMBER, and OCTOBER will consist of the following:

· Mulch (estimated) 2 times per year

· Hand weeding of planting beds to provide a weed-free appearance (estimated) twice a week

· Watering: As required for healthy growth

· Flower bulbs for spring bloom shall be planted in October.

· Plants shall be “deadheaded”, fertilized, and separated to ensure healthy growth.

· Plant types may be substituted with the approval of the COR.

3. PLANTING PLAN AND PRICING.

a. The contractor shall submit a planting plan that provides the maximum amount of blooms thru out the growing season. The large mulch beds in the patient garden will be maintained with existing perennials. The flower beds shall be planted full, to cover all of the dirt, with a variety of bulbs, perennials, and annuals.

b. Existing pond plants should be repotted and separated as required to promote healthy grow. Additional plants for the large pond should be included in the planting plan.

4. SERVICE CONDITIONS

a. Areas included will be kept mulched (with bark mulch in the large areas and mushroom mulch in the flower beds), free of weeds, planted, and maintained as described.

b. The Contractor shall provide all weeding and watering services. The Contractor shall provide the hose for watering, but can hook into VA water sources.

c. For the pond areas in the Victory Garden (area 1), filters and skimmers will remain the responsibility of VA. Contractor shall perform all pond spring cleaning functions, and maintain pond plants. Shrubs and flowers shall be provided by the Contractor. Trimming of shrubs and bushes in the Victory Garden shall be performed by the Contractor.

d. All plant material, including mulch will be inspected to be free from insects and disease prior to delivery or installation.

e. Contractor shall perform the specific services in a professional manner, in accordance with high quality and standard horticultural practices. Contractor shall have licenses necessary for chemical handling and aqua culture.

f. Contractor shall make every effort to monitor insects and disease throughout the growing season. The use of 24D is prohibited. Written notification will be left with the Contracting Officer’s Representative (COR) or designee at the job site after each chemical application.

g. All work, materials, plants, and plans / drawings will be coordinated with the Green Environmental Management Service (GEMS) and approved prior to installation / placement on the grounds. Copies of labels and their MSDS sheet(s) for any chemicals utilized on the grounds / plants will be given to the GEMS staff member prior to application. Plantings of bulbs/plantings for seasonal blooms shall be coordinated with COR.

h. Work will generally consist of furnishing and installing all planting materials, tools, equipment and labor required for normal industry level landscaping establishment, care and maintenance to include tree, shrub and plant pruning; flower / plant bed preparation; planting of seasonal flowers; removal of clippings, leaves and small debris; evaluation of the soil and soil conditioning; lawn pest and weed control; and mulching.

i. All flower beds and landscape areas shall be manually weeded and weeds disposed of by the contractor. Dead or damaged plantings should be pruned or removed and properly disposed of off VAMC premises. Contractor may not use VA disposal containers. Plants shall be “deadheaded”, fertilized, and separated to ensure healthy growth. All mulching materials (shredded bark mulch for large area weed control and mushroom mulch around flowers) will be purchased and installed by the contractor.

j. Watering of materials planted by the contractor is included in this contract. Watering of turf areas, bushes, and trees, are not included in this contract and will be the sole responsibility of the VA. However, the contractor may give recommendations for watering, to promote a healthy landscape.

k. Because of their unforeseen and unpredictable nature, the contractor is not liable for damage caused by vandalism (unless committed by contractor’s personnel), storm, insects, disease, or other causes beyond contractor’s control. Contractor can and will be held responsible for any property damage caused by the work or negligent acts performed by the contractor under the resulting contract. The COR should be immediately notified of any such damage caused by the contractor or any of its employees. The contractor will be responsible for the repair and/or replacement of damaged areas or structures to the satisfaction of the COR.

l. Every aspect of this maintenance program is planned and shall be carefully performed in order to achieve the maximum visual impact. Contractor shall perform periodic on-site inspections throughout the season to monitor services being provided and make recommendations for flowers and flower arrangements. The contractor may not use photographs and/or videos of work done at the site for promotional purposes.

5. STANDARD CONDITION AND PROVISIONS

a. Contractor shall make every effort to perform the services without inconveniencing the VA. In the event of holiday, rain or other factors, the contractor may need to reschedule for another day. The VAMC, Altoona normal work hours are Monday through Friday 8:00 a. m. to 4:30 p. m. The ten holidays observed by VA are:

New Year’s Day Martin Luther King Day President’s Day Memorial Day Independence Day Labor Day Columbus Day Veteran’s Day Thanksgiving Day Christmas Day And any other day specifically declared by the President of the United States to be a national holiday. Neither party shall be liable for damages or delays in completion of the service work due to causes beyond their control or acts of God.

6. COMPLIANCE WITH SAFETY REGULATION

a. In addition to the Conformance Standards and in performance of this contract, the contractor shall follow the VAMC, and OSHA safety policy and standard safe work practices, and take such safety precautions as the COR or his/her designee may determine to be reasonably necessary to protect the lives and health of occupants of the building.

b. Contractor shall provide to the COR, prior to contract start date, Material Safety Data Sheets (MSDS) for all potentially hazardous materials (lubricants, cleaners, working fluids, etc.) to be used at the facility in performance of the contract, and will not use, at the facility, such materials, which have not been cleared in advance with the VA. MSDS for new chemicals shall be furnished concurrently with arrival of the chemicals on-site. Additionally, a copy of all required MSDS will be maintained at all chemical storage sites in a location accessible to VA personnel.

7. REPORTING REQUIREMENTS.

a. Upon arrival at the VAMC, the contractor and/or assigned employee(s) will check in with the COR in Building 2, or as otherwise directed by the COR. Upon completion of a service, a report with description of work performed will be given to the COR, or designee.

8. PAYMENT.

a. Invoices will be paid in arrears on a monthly basis upon completion of the services. Each invoice must include VA purchase order number, contractor’s tax ID number, invoice number, and the month of the service being invoiced.

A.2 PRICE/COST SCHEDULE

ITEM INFORMATION

Lawn Care/Landscaping contract per attached SOW with base and option years. POP for base year is 4/1/19-3/31/20.

Contract Period: Base POP Begin: 04-01-2019 POP End: 03-31-2020

0.00

Lawn Care/Landscaping contract per attached SOW with base and 4 option years. POP for base year is 4/1/19-3/31/20.

Contract Period: Option 1 POP Begin: 04-01-2020 POP End: 03-31-2021

0.00

Lawn Care/Landscaping contract per attached SOW with base and 4 option years. POP for base year is 4/1/19-3/31/20.

Contract Period: Option 2 POP Begin: 04-01-2021 POP End: 03-31-2022

0.00

Lawn Care/Landscaping contract per attached SOW with base and 4 option years. POP for base year is 4/1/19-3/31/20.

Contract Period: Option 3 POP Begin: 04-01-2022 POP End: 03-31-2023

0.00

Lawn Care/Landscaping contract per attached SOW with base and 4 option years. POP for base year is 4/1/19-3/31/20.

Contract Period: Option 4 POP Begin: 04-01-2023 POP End: 03-31-2024

A.3 DELIVERY SCHEDULE

2907 Pleasant Valley Blvd Altoona, PA 16602

USA

1.00

(814) 943-8164 7249 melissa.flick@va.gov

2907 Pleasant Valley Blvd Altoona, PA 16602

0.00

2907 Pleasant Valley Blvd Altoona, PA 16602

0.00

2907 Pleasant Valley Blvd Altoona, PA 16602

0.00

2907 Pleasant Valley Blvd Altoona, PA 16602

0.00

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS (OCT 2018)

(a) Inspection/Acceptance. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance will not correct the defects or is not possible, the Government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services. The Government must exercise its post-acceptance rights—

(1) Within a reasonable time after the defect was discovered or should have been discovered; and

(2) Before any substantial change occurs in the condition of the item, unless the change is due to the defect in the item.

(b) Assignment. The Contractor or its assignee may assign its rights to receive payment due as a result of performance of this contract to a bank, trust company, or other financing institution, including any Federal lending agency in accordance with the Assignment of Claims Act (31 U.S.C. 3727). However, when a third party makes payment (e.g., use of the Governmentwide commercial purchase card), the Contractor may not assign its rights to receive payment under this contract.

(c) Changes. Changes in the terms and conditions of this contract may be made only by written agreement of the parties.

(d) Disputes. This contract is subject to 41 U.S.C. chapter 71, Contract Disputes. Failure of the parties to this contract to reach agreement on any request for equitable adjustment, claim, appeal or action arising under or relating to this contract shall be a dispute to be resolved in accordance with the clause at FAR 52.233-1, Disputes, which is incorporated herein by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

(e) Definitions. The clause at FAR 52.202-1, Definitions, is incorporated herein by reference.

(f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence such as, acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to the Contracting Officer of the cessation of such occurrence.

(g) Invoice.

(1) The Contractor shall submit an original invoice and three copies (or electronic invoice, if authorized) to the address designated in the contract to receive invoices. An invoice must include—

(i) Name and address of the Contractor;

(ii) Invoice date and number;

(iii) Contract number, line item number and, if applicable, the order number;

(iv) Description, quantity, unit of measure, unit price and extended price of the items delivered;

(v) Shipping number and date of shipment, including the bill of lading number and weight of shipment if shipped on Government bill of lading;

(vi) Terms of any discount for prompt payment offered;

(vii) Name and address of official to whom payment is to be sent;

(viii) Name, title, and phone number of person to notify in event of defective invoice; and

(ix) Taxpayer Identification Number (TIN). The Contractor shall include its TIN on the invoice only if required elsewhere in this contract.

(x) Electronic funds transfer (EFT) banking information.

(A) The Contractor shall include EFT banking information on the invoice only if required elsewhere in this contract.

(B) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision, contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer—System for Award Management, or 52.232-34, Payment by Electronic Funds Transfer—Other Than System for Award Management), or applicable agency procedures.

(C) EFT banking information is not required if the Government waived the requirement to pay by EFT.

(2) Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C. 3903) and Office of Management and Budget (OMB) prompt payment regulations at 5 CFR part 1315.

(h) Patent indemnity. The Contractor shall indemnify the Government and its officers, employees and agents against liability, including costs, for actual or alleged direct or contributory infringement of, or inducement to infringe, any United States or foreign patent, trademark or copyright, arising out of the performance of this contract, provided the Contractor is reasonably notified of such claims and proceedings.

(i) Payment.—

(1) Items accepted. Payment shall be made for items accepted by the Government that have been delivered to the delivery destinations set forth in this contract.

(2) Prompt payment. The Government will make payment in accordance with the Prompt Payment Act (31 U.S.C. 3903) and prompt payment regulations at 5 CFR part 1315.

(3) Electronic Funds Transfer (EFT). If the Government makes payment by EFT, see 52.212-5(b) for the appropriate EFT clause.

(4) Discount. In connection with any discount offered for early payment, time shall be computed from the date of the invoice. For the purpose of computing the discount earned, payment shall be considered to have been made on the date which appears on the payment check or the specified payment date if an electronic funds transfer payment is made.

(5) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment or that the Government has otherwise overpaid on a contract financing or invoice payment, the Contractor shall—

(i) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the—

(A) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment);

(B) Affected contract number and delivery order number, if applicable;

(C) Affected line item or subline item, if applicable; and

(D) Contractor point of contact.

(ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer.

(6) Interest.

(i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in 41 U.S.C. 7109, which is applicable to the period in which the amount becomes due, as provided in (i)(6)(v) of this clause, and then at the rate applicable for each six-month period as fixed by the Secretary until the amount is paid.

(ii) The Government may issue a demand for payment to the Contractor upon finding a debt is due under the contract.

(iii) Final decisions. The Contracting Officer will issue a final decision as required by 33.211 if—

(A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30 days;

(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the Contractor has requested an installment payment agreement; or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see 32.607-2).

(iv) If a demand for payment was previously issued for the debt, the demand for payment included in the final decision shall identify the same due date as the original demand for payment.

(v) Amounts shall be due at the earliest of the following dates:

(A) The date fixed under this contract.

(B) The date of the first written demand for payment, including any demand for payment resulting from a default termination.

(vi) The interest charge shall be computed for the actual number of calendar days involved beginning on the due date and ending on—

(A) The date on which the designated office receives payment from the Contractor;

(B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been withheld as a credit against the contract debt; or

(C) The date on which an amount withheld and applied to the contract debt would otherwise have become payable to the Contractor.

(vii) The interest charge made under this clause may be reduced under the procedures prescribed in 32.608-2 of the Federal Acquisition Regulation in effect on the date of this contract.

(j) Risk of loss. Unless the contract specifically provides otherwise, risk of loss or damage to the supplies provided under this contract shall remain with the Contractor until, and shall pass to the Government upon:

(1) Delivery of the supplies to a carrier, if transportation is f.o.b. origin; or

(2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation is f.o.b. destination.

(k) Taxes. The contract price includes all applicable Federal, State, and local taxes and duties.

(l) Termination for the Government's convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the Contractor shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system, have resulted from the termination. The Contractor shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor's records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.

(m) Termination for cause. The Government may terminate this contract, or any part hereof, for cause in the event of any default by the Contractor, or if the Contractor fails to comply with any contract terms and conditions, or fails to provide the Government, upon request, with adequate assurances of future performance. In the event of termination for cause, the Government shall not be liable to the Contractor for any amount for supplies or services not accepted, and the Contractor shall be liable to the Government for any and all rights and remedies provided by law. If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience.

(n) Title. Unless specified elsewhere in this contract, title to items furnished under this contract shall pass to the Government upon acceptance, regardless of when or where the Government takes physical possession.

(o) Warranty. The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular purpose described in this contract.

(p) Limitation of liability. Except as otherwise provided by an express warranty, the Contractor will not be liable to the Government for consequential damages resulting from any defect or deficiencies in accepted items.

(q) Other compliances. The Contractor shall comply with all applicable Federal, State and local laws, executive orders, rules and regulations applicable to its performance under this contract.

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

(s) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:

(1) The schedule of supplies/services.

(2) The Assignments, Disputes, Payments, Invoice, Other Compliances, Compliance with Laws Unique to Government Contracts, and Unauthorized Obligations paragraphs of this clause;

(3) The clause at 52.212-5.

(4) Addenda to this solicitation or contract, including any license agreements for computer software.

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

(1) Except as stated in paragraph (u)(2) of this clause, when any supply or service acquired under this contract is subject to any End User License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (31 U.S.C. 1341), the following shall govern:

(i) Any such clause is unenforceable against the Government.

(ii) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the EULA, TOS, or similar legal instrument or agreement. If the EULA, TOS, or similar legal instrument or agreement is invoked through an “I agree” click box or other comparable mechanism (e.g., “click-wrap” or “browse-wrap” agreements), execution does not bind the Government or any Government authorized end user to such clause.

(iii) Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement.

(2) Paragraph (u)(1) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations and procedures.

(v) Incorporation by reference. The Contractor’s representations and certifications, including those completed electronically via the System for Award Management (SAM), are incorporated by reference into the contract.

(End of Clause) ADDENDUM to FAR 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS Clauses that are incorporated by reference (by Citation Number, Title, and Date), have the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available.

The following clauses are incorporated into 52.212-4 as an addendum to this contract:

C.2 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es):

http://www.acquisition.gov/far/index.html http://www.va.gov/oal/library/vaar/

(End of Clause)

C.3 52.217-9 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.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 852.219-10 VA NOTICE OF TOTAL SERVICE-DISABLED VETERAN-OWNED SMALL BUSINESS SET-ASIDE (JUL 2016)(DEVIATION)

(a) Definition. For the Department of Veterans Affairs, “Service-disabled veteran-owned small business concern or SDVSOB”:

(1) Means a small business concern:

(i) Not less than 51 percent of which is owned by one or more service-disabled veterans or, in the case of any publicly owned business, not less than 51 percent of the stock of which is owned by one or more service-disabled veterans or eligible surviving spouses (see VAAR 802.201 Surviving Spouse definition);

(ii) The management and daily business operations of which are controlled by one or more service-disabled veterans (or eligible surviving spouses) or, in the case of a service-disabled veteran with permanent and severe disability, the spouse or permanent caregiver of such veteran;

(iii) The business meets Federal small business size standards for the applicable North American Industry Classification System (NAICS) code identified in the solicitation document;

(iv) The business has been verified for ownership and control pursuant to 38 CFR 74 and is so listed in the Vendor Information Pages database, (https://www.vip.vetbiz.gov); and

(v) The business will comply with subcontracting limitations in 13 CFR 125.6, as applicable

(2) “Service-disabled veteran” means a veteran, as defined in 38 U.S.C. 101(2), with a disability that is service-connected, as defined in 38 U.S.C. 101(16).

(b) General.

(1) Offers are solicited only from verified service-disabled veteran-owned small business concerns. Offers received from concerns that are not verified service-disabled veteran-owned small business concerns shall not be considered.

(2) Any award resulting from this solicitation shall be made to a verified service-disabled veteran-owned small business concern.

(c) Agreement. A service-disabled veteran-owned small business concern agrees that in the performance of the contract, the concern will comply with the limitation on subcontracting requirements in 13 CFR §125.6.

(d) A joint venture may be considered a service-disabled veteran owned small business concern if the joint venture complies with the requirements in 13 CFR 125.15, provided that any reference therein to SDVO SBC is to be construed to apply to a VA verified SDVOSB as appropriate.

(e) Any service-disabled veteran-owned small business concern (non-manufacturer) must meet the requirements in FAR 19.102(f) of the Federal Acquisition Regulation to receive a benefit under this program.

(End of Clause) C.6 VAAR 852.219-74 LIMITATIONS ON SUBCONTRACTING—MONITORING AND COMPLIANCE (JUL 2018)

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

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

(c) All support contractors conducting this review on behalf of VA will be required to sign an “Information Protection and Non-Disclosure and Disclosure of Conflicts of Interest Agreement” to ensure the Contractor's business records or other proprietary data reviewed or obtained in the course of assisting the Contracting Officer in assessing the Contractor for compliance are protected to ensure information or data is not improperly disclosed or other impropriety occurs.

(d) Furthermore, if VA determines any services the support contractor(s) will perform in assessing compliance are advisory and assistance services as defined in FAR 2.101, Definitions, the support contractor(s) must also enter into an agreement with the Contractor to protect proprietary information as required by FAR 9.505-4, Obtaining access to proprietary information, paragraph (b). The Contractor is required to cooperate fully and make available any records as may be required to enable the Contracting Officer to assess the Contractor's compliance with the limitations on subcontracting or percentage of work performance requirement.

(End of Clause)

C.7 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.8 VAAR 852.237-70 CONTRACTOR RESPONSIBILITIES (APR 1984)

The contractor shall obtain all necessary licenses and/or permits required to perform this work. He/she shall take all reasonable precautions necessary to protect persons and property from injury or damage during the performance of this contract. He/she shall be responsible for any injury to himself/herself, his/her employees, as well as for any damage to personal or public property that occurs during the performance of this contract that is caused by his/her employees fault or negligence, and shall maintain personal liability and property damage insurance having coverage for a limit as required by the laws of the State of Pennsylvania. Further, it is agreed that any negligence of the Government, its officers, agents, servants and employees, shall not be the responsibility of the contractor hereunder with the regard to any claims, loss, damage, injury, and liability resulting there from.

(End of Clause) (End of Addendum to 52.212-4)

C.9 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS—COMMERCIAL ITEMS (OCT 2018)

(a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

(1) 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (JAN 2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

(2) 52.204–23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered Entities (Jul 2018) (Section 1634 of Pub. L. 115–91).

(3) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (NOV 2015).

(4) 52.233-3, Protest After Award (Aug 1996) (31 U.S.C. 3553).

(5) 52.233-4, Applicable Law for Breach of Contract Claim (Oct 2004) (Public Laws 108-77 and 108-78 (19 U.S.C. 3805 note)).

(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

[] (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (Sept 2006), with Alternate I (Oct 1995) (41 U.S.C. 4704 and 10 U.S.C. 2402).

[] (2) 52.203-13, Contractor Code of Business Ethics and Conduct (OCT 2015) (41 U.S.C. 3509).

[] (3) 52.203-15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (JUN 2010) (Section 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

[X] (4) 52.204–10, Reporting Executive Compensation and First-Tier Subcontract Awards (Oct 2018) (Pub. L. 109–282) (31 U.S.C. 6101 note).

[] (5) [Reserved] [] (6) 52.204–14, Service Contract Reporting Requirements (OCT 2016) (Pub. L. 111–117, section 743 of Div. C).

[] (7) 52.204–15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (OCT 2016) (Pub. L. 111–117, section 743 of Div. C).

[X] (8) 52.209-6, Protecting the Government's Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (OCT 2015) (31 U.S.C. 6101 note).

[] (9) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters…