36C24422Q1047.docx

36C24422Q1047

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. SIGNATURE OF OFFEROR/CONTRACTOR 31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER) 30b. NAME AND TITLE OF SIGNER (TYPE OR PRINT) 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER (TYPE OR PRINT) 31c. DATE SIGNED

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. NOV 2021)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES

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

36C24422Q1047 08-23-2022 Lev Stowe 717-304-9291 09-01-2022 16:00

EDT

36C244 Department of Veterans Affairs Network Contracting Office 4 Services 5 1700 S. Lincoln Ave.

Lebanon PA 17042 Lev Stowe | Lev.Stowe@va.gov (717)304-9291 X X Y 561320 $30 Million N/A X Department of Veterans Affairs Wilkes-Barre VA Medical Center

EMS

1111 East End Blvd.

Wilkes-Barre PA 18711 36C244 Department of Veterans Affairs Network Contracting Office 4 Services 5 1700 S. Lincoln Ave.

Lebanon PA 17042

Refer to VAAR: 852.232-72 (Electronic Submission of Payment Req) https://www.fsc.va.gov/einvoice.asp

(877) 353-9791

(512) 460-5429 See CONTINUATION Page Subject: COVID Screener Services for the Wilkes-Barre VAMC.

This is a Request For Quote (RFQ). A 5-Year, Firm-Fixed Price ID IQ contract will result from this solicitation.

Offerors shall submit with their quote a statement certifying that services can be provided by the performance start date of September 20, 2022.

Failure to meet this Requirement shall Result in the rejection of the offeror’s quote.

- Additional Instructions to Offerors, p. 5 of 83

- Solicitation Description & Statement of Work, pp. 6-9 of 83

Instructions to Offerors (FAR 52.212-1 ), pp

-5 All quotes shall be submitted to Lev.Stowe@va.gov, NLT the date and time identified in "Block 8", above.

SCA WD No.: 2020-0156 (Rev.-14), dated 6/27/2022, is applicable and located in “Section D” for reference.

Refer to https://beta.sam.gov/ for SCA WD.

See CONTINUATION Page X X X Keith Costantino 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 36C244 Department of Veterans Affairs Network Contracting Office 4 Services 5 1700 S. Lincoln Ave.

Lebanon PA 17042

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.

Refer to VAAR: 852.232-72 (Electronic Submission of Payment Req) https://www.fsc.va.gov/einvoice.asp

ACKNOWLEDGMENT OF AMENDMENTS: The offeror acknowledges receipt of amendments to the Solicitation numbered and dated as follows:

B.2 ADDITIONAL INSTRUCTIONS TO OFFERORS

Offerors must ensure that proposals are submitted timely to ensure delivery and receipt by the Due Date and Time identified in Box 8 of the SF1449 (Page 1 of the solicitation).

Quote packages shall be submitted electronically via email, to Lev.Stowe@va.gov . Email shall contain solicitation number in subject line box.

In addition to the requirements of FAR 52.212-1, for an offer to be considered ACCEPTABLE, all Offerors SHALL (a-g):

(a) Complete Box 12, 17, and 30 of the SF 1449 (Page 1) of the solicitation. Provide the legal entity name, address, telephone number, and SAM.gov Unique Entity Identifier (UEI) identifier in Box 17.

(b) Complete Section B.1 (1) (a), contractor POC information (provide name, title and phone number/email).

(c) Complete Section B.5 PRICE SCHEDULE. Also include a separate narrative explanation of the criteria, market condition, information, assumptions, etc. taken into consideration and relied upon to arrive at the proposed contract price (to help determine price fair and reasonableness).

(d) Complete Section E Provision 52.212-3. Note: An offeror needs only to complete paragraph (b) at Section E Provision 52.212-3 if the offeror has completed the annual representations and certifications electronically in the System for Award Management database. Otherwise, complete paragraphs (c) through (v) as applicable.

(e) Submit a capability statement demonstrating their technical capability and ability to meet the full scope (all elements) of the Statement of Work (SOW) to include evidence of compliance with VAAR clause 852.219-10 (VA Notice of total service-disabled veteran-owned small business set-aside). This is an SDVOSB set-aside, to be eligible for award, an Offeror must be SDVOSB CVE certified via VetBiz located at Home · VetBiz Portal (va.gov) .

(f) Submit up to three (3) past performance references, including both the reference information and details of the work performance; past performance information shall be recent and relevant work (within the past 3 years). The Contracting Officer may also utilize all available records (e.g. PPIPRS and FAPIIS) as well.

(g) Submit a statement certifying their ability to provide COVID Screener Services in accordance with the SOW for the WBVAMC by September 20, 2022. Failure to meet this requirement shall result in the rejection of the offerors quote.

B.3 DESCRIPTION

The Department of Veterans Affairs, Wilkes-Barre VA Medical Center (WBVAMC), 1111 East End Blvd., Wilkes-Barre, PA 16001, has a requirement for COVID Screener Services.

The contractor shall provide COVID Screener Services that cover a 24-hour, 7-day a week schedule without interruption.

The COVID Screeners will be stationed to designated ingress/egress checkpoints around the facility where all personnel attempting to gain access are asked a short series of health screening questions associated with the CDC COVID-19 screening protocols, which includes administering a temperature check with a touchless apparatus.

36C24422Q1047 Under no circumstances may a COVID Screener leave their assigned COVID Screener Station unattended. Break relief of any kind, regardless of the duration is the responsibility of the contractor to provide its personnel while ensuring 100% coverage of COVID Screener Stations.

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B.4 STATEMENT OF WORK

DEPARTMENT OF VETERANS AFFAIRS

WILKES-BARRE VETERANS AFFAIRS MEDICAL CENTER

COVID SCREENER SERVICES

I. SCOPE:

The contractor shall supply COVID Screener Personnel to perform the watchstanding duties and responsibilities outlined in this Statement of Work (SOW), as well as those associated with the COVID-19 VA/ Federal Screening requirements.

II. GENERAL INFORMATION:

Due to the COVID-19 Pandemic, the WBVAMC continues to maintain controlled access into its facilities with contractor supplied COVID Screeners. The COVID Screeners are stationed to designated ingress/egress checkpoints around the facility where all personnel attempting to gain access are asked a short series of health screening questions associated with the CDC COVID-19 screening protocols, which includes administering a temperature check with a touchless apparatus.

III. LOCATION:

The Wilkes-Barre VA Medical Center (WBVAMC): 1111 East End Blvd., Wilkes-Barre, PA 18711.

IV. PERFORMANCE PERIOD:

5-Year, Firm-Fixed-Priced (FFP), Indefinite-Delivery Indefinite-Quantity (ID-IQ) contract with ordering periods for services initiated through the issuance of Task Orders. The minimum guarantee amount for this contract will be satisfied through the award of the initial 6-Month Task Order.

V. PERFORMANCE SCHEDULE:

Contractor supplied personnel will be required to work any shift, including evenings, weekends, and Federal Holidays in support of the WBVAMC’s COVID Screener watchstanding schedule.

VI. GENERAL REQUIREMENTS:

Contractor supplied personnel shall perform COVID Screener watchstanding duties, which include but are not limited to the following:

1. Present a well-groomed appearance while dressed in professional attire customary with watchstanding services provided in an administrative environment. Personal Protective Equipment (PPE) is required.

2. Communicate in a personable and friendly manner.

3. Maintain 100% stationary watchstanding coverage at the COVID Screener station assigned.

4. Ask health screening questions to anyone attempting to gain access into the facility

5. Perform a temperature check on anyone attempting to gain access into the facility

6. Verify patient appointments or other valid reasons to justify a visitor’s need to gain access into the facility

7. Direct visitors as needed, as well as those seeking care in response to the COVID-19 pandemic

8. Maintain a clean COVID screening station, free of food and drink related items.

9. Read and speak the English language clearly.

10. Stand and walk to perform COVID Screener functions.

11. Complete VA Privacy Training and VA COVID Screener orientation prior to starting work.

VII. CONTRACTOR RESPONSIBILITIES:

Contractor responsibilities include but are not limited to the following:

1. Under no circumstances may a COVID Screener leave their screener station unattended for any reason whatsoever.

2. Provide immediate break relief for COVID Screeners to ensure uninterrupted coverage at all times without exception.

3. Guarantee 24-hour, 7-days a week uninterrupted coverage, to include Federal holidays

4. Ensure that all contractor supplied COVID Screeners execute their duties in accordance with the contract requirements identified herein.

5. Ensure that the personnel assigned to perform COVID Screener Services are visibly in good health and show no signs/symptoms of illness.

6. Respond to concerns or directions from the Contracting Officer (CO), COR or Associate Chief of Nursing Services (ACNS) within 24 hours.

7. Ensure that all COVID Screeners provided can pass a security background check.

8. Coordinate with the COR and the WBVAMC’s PIV office on the issuance of a VA PIV card

9. Provide the COR with a watch schedule one (1) week in advance, prior to the first scheduled watch in that upcoming week. The schedule must include the names of the COVID Screeners, the times they’re slotted to assume the COVID Screener Station, and the COVID Screener Station they’re assigned to cover.

10. The contractor shall be responsible for the actions of all individuals provided to work under this contract. If in the event damages arise through the actions of contractor personnel, the contractor shall provide all resources necessary to remedy the incident.

VIII. GOVERNMENT RESPONSIBILITIES:

1. If the COR or ACNS detects symptoms of illness from a COVID Screener, or if the COVID Screener shows signs of an inability to perform their required duties, the COR will immediately notify the CO and contractor, and the contractor must supply an immediate replacement for that individual.

2. Provide specific on-site training/direction and procedural information on how to conduct COVID screening, as well as how to properly manage a COVID Screening Station.

3. Provide appropriate PPE and instruction on its use.

IX. SECURITY REQUIREMENTS:

The contractor shall adhere to the following security requirements:

1. While on VA property, all contractor personnel shall comply with the rules, regulations, and procedures governing the conduct of personnel at a Government facility.

2. Contractor personnel shall properly display their employee identification badge at all times while on VA property so that their name, photo, and the company they work for can easily be seen.

B.5 PRICE SCHEDULE

This is an Indefinite-Delivery Contract. Accordingly, all quantities are estimates and funds are not obligated on this Contract at award; rather, funds are obligated via Task Orders issued against this Contract. The Minimum Value will be obligated through a Task Order upon award. Notwithstanding the $0 award amount, the value of all Task Orders that may be placed against this Contract during its 5-year period is estimated to be:

Minimum Value: TBD (The Minimum Value will be equal to the price of the first 6-Month contract period Task Order) Maximum Value: TBD (The Maximum Value will be based on the price of the total contract value, i.e., the combined amount of all CLINS across all contract periods) NOTE: All funds are subject to the availability of funds per clause 52.232-19.

This is not an option year contract. The Period of Performance (POP) for this contract is 9/20/2022 through 9/19/2027.

All quantities and totals herein are estimates. The contractor will be paid only for actual work performed and accepted by the Government.

ITEM INFORMATION

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work.

24/7 coverage is required for one (1) COVID Screener Station located at the 2nd Floor Entrance of the Community Living Center (CLC).

One (1) COVID Screener required.

Contract Period: 1 POP Begin: 09-20-2022 POP End: 03-19-2023

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work.

24/7 coverage is required for one (1) COVID Screener Station located at the 1st Floor Entrance of the Community Living Center (CLC).

Two (2) COVID Screeners required.

Contract Period: 1 POP Begin: 09-20-2022 POP End: 03-19-2023

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work.

24/7 coverage is required for one (1) COVID Screener Station located at the 2nd Floor Entrance of the Community Living Center (CLC).

One (1) COVID Screener required.

Contract Period: 2 POP Begin: 03-20-2023 POP End: 09-19-2023

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work.

24/7 coverage is required for one (1) COVID Screener Station located at the 1st Floor Entrance of the Community Living Center (CLC).

Two (2) COVID Screeners required.

Contract Period: 2 POP Begin: 03-20-2023 POP End: 09-19-2023

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work.

24/7 coverage is required for one (1) COVID Screener Station located at the 2nd Floor Entrance of the Community Living Center (CLC).

One (1) COVID Screener required.

Contract Period: 3 POP Begin: 09-20-2023 POP End: 03-19-2024

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work.

24/7 coverage is required for one (1) COVID Screener Station located at the 1st Floor Entrance of the Community Living Center (CLC).

Two (2) COVID Screeners required.

Contract Period: 3 POP Begin: 09-20-2023 POP End: 03-19-2024

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work (SOW).

24/7 coverage is required for one (1) COVID Screener Station located at the 2nd Floor entrance of the Community Living Center (CLC).

One (1) COVID Screener required.

Contract Period: 4 POP Begin: 03-20-2024 POP End: 09-19-2024

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work.

24/7 coverage is required for one (1) COVID Screener Station located at the 1st Floor Entrance of the Community Living Center (CLC).

Two (2) COVID Screeners required.

Contract Period: 4 POP Begin: 03-20-2024 POP End: 09-19-2024

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work (SOW).

24/7 coverage is required for one (1) COVID Screener Station located at the 2nd Floor entrance of the Community Living Center (CLC).

One (1) COVID Screener required.

Contract Period: 5 POP Begin: 09-20-2024 POP End: 03-19-2025

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work.

24/7 coverage is required for one (1) COVID Screener Station located at the 1st Floor Entrance of the Community Living Center (CLC).

Two (2) COVID Screeners required.

Contract Period: 5 POP Begin: 09-20-2024 POP End: 03-19-2025

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work (SOW).

24/7 coverage is required for one (1) COVID Screener Station located at the 2nd Floor entrance of the Community Living Center (CLC).

One (1) COVID Screener required.

Contract Period: 6 POP Begin: 03-20-2025 POP End: 09-19-2025

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work.

24/7 coverage is required for one (1) COVID Screener Station located at the 1st Floor Entrance of the Community Living Center (CLC).

Two (2) COVID Screeners required.

Contract Period: 6 POP Begin: 03-20-2025 POP End: 09-19-2025

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work (SOW).

24/7 coverage is required for one (1) COVID Screener Station located at the 2nd Floor entrance of the Community Living Center (CLC).

One (1) COVID Screener required.

Contract Period: 7 POP Begin: 09-20-2025 POP End: 03-19-2026

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work.

24/7 coverage is required for one (1) COVID Screener Station located at the 1st Floor Entrance of the Community Living Center (CLC).

Two (2) COVID Screeners required.

Contract Period: 7 POP Begin: 09-20-2025 POP End: 03-19-2026

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work (SOW).

24/7 coverage is required for one (1) COVID Screener Station located at the 2nd Floor entrance of the Community Living Center (CLC).

One (1) COVID Screener required.

Contract Period: 8 POP Begin: 03-20-2026 POP End: 09-19-2026

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work.

24/7 coverage is required for one (1) COVID Screener Station located at the 1st Floor Entrance of the Community Living Center (CLC).

Two (2) COVID Screeners required.

Contract Period: 8 POP Begin: 03-20-2026 POP End: 09-19-2026

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work (SOW).

24/7 coverage is required for one (1) COVID Screener Station located at the 2nd Floor entrance of the Community Living Center (CLC).

One (1) COVID Screener required.

Contract Period: 9 POP Begin: 09-20-2026 POP End: 03-19-2027

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work.

24/7 coverage is required for one (1) COVID Screener Station located at the 1st Floor Entrance of the Community Living Center (CLC).

Two (2) COVID Screeners required.

Contract Period: 9 POP Begin: 09-20-2026 POP End: 03-19-2027

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work (SOW).

24/7 coverage is required for one (1) COVID Screener Station located at the 2nd Floor entrance of the Community Living Center (CLC).

One (1) COVID Screener required.

Contract Period: 10 POP Begin: 03-20-2027 POP End: 09-19-2027

The contractor shall provide COVID Screener Services for the Wilkes-Barre VA Medical Center IAW the Statement of Work.

24/7 coverage is required for one (1) COVID Screener Station located at the 1st Floor Entrance of the Community Living Center (CLC).

Two (2) COVID Screeners required.

Contract Period: 10 POP Begin: 03-20-2027 POP End: 09-19-2027

SECTION C - CONTRACT CLAUSES

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

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

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

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

C.2 52.204-21 BASIC SAFEGUARDING OF COVERED CONTRACTOR INFORMATION SYSTEMS (NOV 2021)

(a) Definitions. As used in this clause— Covered contractor information system means an information system that is owned or operated by a contractor that processes, stores, or transmits Federal contract information.

Federal contract information means information, not intended for public release, that is provided by or generated for the Government under a contract to develop or deliver a product or service to the Government, but not including information provided by the Government to the public (such as on public Web sites) or simple transactional information, such as necessary to process payments.

Information means any communication or representation of knowledge such as facts, data, or opinions, in any medium or form, including textual, numerical, graphic, cartographic, narrative, or audiovisual (Committee on National Security Systems Instruction (CNSSI) 4009).

Information system means a discrete set of information resources organized for the collection, processing, maintenance, use, sharing, dissemination, or disposition of information (44 U.S.C. 3502).

Safeguarding means measures or controls that are prescribed to protect information systems.

(b) Safeguarding requirements and procedures. (1) The Contractor shall apply the following basic safeguarding requirements and procedures to protect covered contractor information systems. Requirements and procedures for basic safeguarding of covered contractor information systems shall include, at a minimum, the following security controls:

(i) Limit information system access to authorized users, processes acting on behalf of authorized users, or devices (including other information systems).

(ii) Limit information system access to the types of transactions and functions that authorized users are permitted to execute.

(iii) Verify and control/limit connections to and use of external information systems.

(iv) Control information posted or processed on publicly accessible information systems.

(v) Identify information system users, processes acting on behalf of users, or devices.

(vi) Authenticate (or verify) the identities of those users, processes, or devices, as a prerequisite to allowing access to organizational information systems.

(vii) Sanitize or destroy information system media containing Federal Contract Information before disposal or release for reuse.

(viii) Limit physical access to organizational information systems, equipment, and the respective operating environments to authorized individuals.

(ix) Escort visitors and monitor visitor activity; maintain audit logs of physical access; and control and manage physical access devices.

(x) Monitor, control, and protect organizational communications (i.e., information transmitted or received by organizational information systems) at the external boundaries and key internal boundaries of the information systems.

(xi) Implement subnetworks for publicly accessible system components that are physically or logically separated from internal networks.

(xii) Identify, report, and correct information and information system flaws in a timely manner.

(xiii) Provide protection from malicious code at appropriate locations within organizational information systems.

(xiv) Update malicious code protection mechanisms when new releases are available.

(xv) Perform periodic scans of the information system and real-time scans of files from external sources as files are downloaded, opened, or executed.

(2) Other requirements. This clause does not relieve the Contractor of any other specific safeguarding requirements specified by Federal agencies and departments relating to covered contractor information systems generally or other Federal safeguarding requirements for controlled unclassified information (CUI) as established by Executive Order 13556.

(c) Subcontracts. The Contractor shall include the substance of this clause, including this paragraph (c), in subcontracts under this contract (including subcontracts for the acquisition of commercial products or commercial services, other than commercially available off-the-shelf items), in which the subcontractor may have Federal contract information residing in or transiting through its information system.

(End of Clause)

C.3 IT CONTRACT SECURITY

VA INFORMATION AND INFORMATION SYSTEM SECURITY/PRIVACY

1. GENERAL

Contractors, contractor personnel, subcontractors, and subcontractor personnel shall be subject to the same Federal laws, regulations, standards, and VA Directives and Handbooks as VA and VA personnel regarding information and information system security.

2. ACCESS TO VA INFORMATION AND VA INFORMATION SYSTEMS

a. A contractor/subcontractor shall request logical (technical) or physical access to VA information and VA information systems for their employees, subcontractors, and affiliates only to the extent necessary to perform the services specified in the contract, agreement, or task order.

b. All contractors, subcontractors, and third-party servicers and associates working with VA information are subject to the same investigative requirements as those of VA appointees or employees who have access to the same types of information. The level and process of background security investigations for contractors must be in accordance with VA Directive and Handbook 0710, Personnel Suitability and Security Program. The Office for Operations, Security, and Preparedness is responsible for these policies and procedures.

c. Contract personnel who require access to national security programs must have a valid security clearance. National Industrial Security Program (NISP) was established by Executive Order 12829 to ensure that cleared U.S. defense industry contract personnel safeguard the classified information in their possession while performing work on contracts, programs, bids, or research and development efforts. The Department of Veterans Affairs does not have a Memorandum of Agreement with Defense Security Service (DSS). Verification of a Security Clearance must be processed through the Special Security Officer located in the Planning and National Security Service within the Office of Operations, Security, and Preparedness.

d. Custom software development and outsourced operations must be located in the U.S. to the maximum extent practical. If such services are proposed to be performed abroad and are not disallowed by other VA policy or mandates, the contractor/subcontractor must state where all non-U.S. services are provided and detail a security plan, deemed to be acceptable by VA, specifically to address mitigation of the resulting problems of communication, control, data protection, and so forth. Location within the U.S. may be an evaluation factor.

e. The contractor or subcontractor must notify the Contracting Officer immediately when an employee working on a VA system or with access to VA information is reassigned or leaves the contractor or subcontractor's employ. The Contracting Officer must also be notified immediately by the contractor or subcontractor prior to an unfriendly termination.

3. VA INFORMATION CUSTODIAL LANGUAGE

a. Information made available to the contractor or subcontractor by VA for the performance or administration of this contract or information developed by the contractor/subcontractor in performance or administration of the contract shall be used only for those purposes and shall not be used in any other way without the prior written agreement of the VA. This clause expressly limits the contractor/subcontractor's rights to use data as described in Rights in Data - General, FAR 52.227-14(d) (1).

b. VA information should not be co-mingled, if possible, with any other data on the contractors/subcontractor's information systems or media storage systems in order to ensure VA requirements related to data protection and media sanitization can be met. If co-mingling must be allowed to meet the requirements of the business need, the contractor must ensure that VA's information is returned to the VA or destroyed in accordance with VA's sanitization requirements. VA reserves the right to conduct on site inspections of contractor and subcontractor IT resources to ensure data security controls, separation of data and job duties, and destruction/media sanitization procedures are in compliance with VA directive requirements.

c. Prior to termination or completion of this contract, contractor/ subcontractor must not destroy information received from VA, or gathered/ created by the contractor in the course of performing this contract without prior written approval by the VA. Any data destruction done on behalf of VA by a contractor/subcontractor must be done in accordance with National Archives and Records Administration (NARA) requirements as outlined in VA Directive 6300, Records and Information Management and its Handbook 6300.1 Records Management Procedures, applicable VA Records Control Schedules, and VA Handbook 6500.1, Electronic Media Sanitization. Self-certification by the contractor that the data destruction requirements above have been met must be sent to the VA Contracting Officer within 30 days of termination of the contract.

d. The contractor/subcontractor must receive, gather, store, back up, maintain, use, disclose and dispose of VA information only in compliance with the terms of the contract and applicable Federal and VA…