36C24424Q0708.pdf

36C24424Q0708

Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

B.3 DELIVERY SCHEDULE

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS

AND COMMERCIAL SERVICES (NOV 2023)

C.2 52.216-18 ORDERING (AUG 2020)

C.3 52.216-19 ORDER LIMITATIONS (OCT 1995)

C.4 52.216-22 INDEFINITE QUANTITY (OCT 1995)

C.5 VAAR 852.219-74 VA NOTICE OF TOTAL SET-ASIDE FOR CERTIFIED

VETERAN-OWNED SMALL BUSINESSES (JAN 2023) (DEVIATION)

C.6 VAAR 852.219-75 VA NOTICE OF LIMITATIONS ON SUBCONTRACTING—

CERTIFICATE OF COMPLIANCE FOR SERVICES AND CONSTRUCTION (JAN 2023)

(DEVIATION)

C.7 VAAR 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV

2018)

C.8 VAAR 852.242-71 ADMINISTRATIVE CONTRACTING OFFICER (OCT 2020) ... 25

C.9 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

C.10 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT

STATUTES OR EXECUTIVE ORDERS—COMMERCIAL PRODUCTS AND

COMMERCIAL SERVICES (FEB 2024)

SECTION D - CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS

SECTION E - SOLICITATION PROVISIONS

E.1 52.212-1 INSTRUCTIONS TO OFFERORS—COMMERCIAL PRODUCTS AND

COMMERCIAL SERVICES (SEP 2023)

E.2 ADDENDUM to FAR 52.212-1 INSTRUCTIONS TO OFFERERS – COMMERCIAL

PRODUCTS AND COMMERCIAL SERVICES

E.3 52.204-24 REPRESENTATION REGARDING CERTAIN TELECOMMUNICATIONS

AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT (NOV 2021)

E.4 52.204-29 FEDERAL ACQUISITION SUPPLY CHAIN SECURITY ACT

ORDERS—REPRESENTATION AND DISCLOSURES (DEC 2023)

E.5 52.216-1 TYPE OF CONTRACT (APR 1984)

E.6 52.252-1 SOLICITATION PROVISIONS INCORPORATED BY REFERENCE (FEB

1998)

E.7 VAAR 852.252-70 SOLICITATION PROVISIONS OR CLAUSES INCORPORATED

BY REFERENCE (JAN 2008)

E.8 52.212-2 EVALUATION—COMMERCIAL PRODUCTS AND COMMERCIAL

SERVICES (NOV 2021)

E.9 52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS—

COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (FEB 2024)

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: TBD

b. GOVERNMENT: Contracting Officer 36C244

Department of Veterans Affairs

Network Contracting Office 4

Services 2

1601 Kirkwood Highway

Wilmington DE 19805

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

[X] 52.232-33, Payment by Electronic Funds Transfer—System For Award Management, or

[] 52.232-36, Payment by Third Party

3. INVOICES: Invoices shall be submitted in arrears:

a. Quarterly []

b. Semi-Annually []

c. Other [x] Monthly. Invoices due within 30 days of completion.

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.

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

AMENDMENT NO DATE

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

ITEM

NUMBER

DESCRIPTION OF

SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

12.00 MO __________________ __________________

Monthly Pest Control Services at the Wilkes-Barre VAMC in accordance with the statement of work.

Contract Period: Base POP Begin: 09-16-2024 POP End: 09-15-2025 PRINCIPAL NAICS CODE: 561710 - Exterminating and Pest Control Services PRODUCT/SERVICE CODE: S207 - Housekeeping - Insect/Rodent Control accordance with the statement of work.

Contract Period: Base POP Begin: 09-16-2025 POP End: 09-15-2026 PRINCIPAL NAICS CODE: 561710 - Exterminating and Pest Control Services accordance with the statement of work.

Contract Period: Base POP Begin: 09-16-2026 POP End: 09-15-2027 PRINCIPAL NAICS CODE: 561710 - Exterminating and Pest Control Services accordance with the statement of work.

Contract Period: Base POP Begin: 09-16-2027 POP End: 09-15-2028 PRINCIPAL NAICS CODE: 561710 - Exterminating and Pest Control Services accordance with the statement of work.

Contract Period: Base POP Begin: 09-16-2028 POP End: 09-15-2029 PRINCIPAL NAICS CODE: 561710 - Exterminating and Pest Control Services

GRAND TOTAL __________________

B.3 DELIVERY SCHEDULE

ITEM

NUMBER SHIPPING INFORMATION QUANTITY

DELIVERY

DATE

0001 SHIP TO: Wilkes-Barre VAMC 1111 East End Blvd Wilkes-Barre, PA 18711

USA

12.00

1001 SHIP TO: Wilkes-Barre VAMC 1111 East End Blvd

2001 SHIP TO: Wilkes-Barre VAMC

3001 SHIP TO: Wilkes-Barre VAMC

4001 SHIP TO: Wilkes-Barre VAMC

SOW PEST MANAGEMENT SERVICES WILKES-BARRE

A. GENERAL:

1. The contractor shall provide all management, laboratory testing, tools, supplies, equipment, transportation, labor, and supervision required to perform pest management services for the interior of Wilkes-Barre Veteran Affairs Medical Center (WBVAMC) and all outlying buildings as well as exterior treatment of the campus grounds. The contractor shall provide pests control services in a manner that ensures the health and general well-being of patients, staff, and visitors.

2. LOCATIONS OF SERVICES PROVIDED:

Department of Veterans Affairs Wilkes-Barre Veteran Affairs Medical Center 1111 East End Blvd Wilkes-Barre, PA 18711

3. VA Regulations require Contractor must be licensed in the State of Pennsylvania. VA Regulations require that all Pest Control Applicators must be certified for those categories in which they are applying pesticides. The Contractor is required to be insured.

B. WORK HOURS & SCHEDULING:

1. Normal Work Hours: The contractor will be required to service three times per week between the hours of 8:00 am and 4:30 pm.

a. Each service shall begin with the contractor checking in with the Program Manager (PM) or Pest Management Officer (PMO) to receive the Wilkes-Barre VAMC Integrated Pest Management Sighting and Control Sheet, and immediately address any pest sightings.

b. All Performance Objectives at Section C shall be completed on a weekly basis unless otherwise noted.

Building Name Estimated Sq.Ft.

Critical Rooms Y/N

PIV Access Y/N

1 - Main 643,988 Y Must be escorted.

2 - Offices 4,839 N N 3 - Offices 4,865 N N 5 - Offices 4,866 N N 6 - Offices 6,000 N N 7 – Offices 5,501 N N 8 – Offices 5,597 N N 11 - Boiler 28,006 N N 12 – Shops, New Warehouse 18,282 N N 17 – Old Warehouse 5,366 N N 35 - Offices 3,600 N N 42 - Offices 6,500 N N

2. Emergencies: The contractor shall be capable of responding to emergencies within two (2) hours of notification from VAMC personnel.

a. Emergencies are defined as urgent needs for pest control services between the hours of 4:30 pm and 8:00 am on weekdays, as well as anytime on weekends, or federal holidays.

b. Response to emergencies meaning contractor receives and responds to the initial call, arrives on-site, and begins treatment.

c. Emergency calls may include but are not limited to pest infestations, beehives, wildlife trapping etc.

3. Any postponed service due to an observed Federal Holiday will be completed the following business day.

4. National Holidays: The holidays observed by the Federal Government are: New Years Day, Martin Luther King’s Birthday, President’s Day, Memorial Day, Juneteenth, Independence Day, Labor Day, Columbus Day, Veteran’s Day, Thanksgiving Day and Christmas Day and any other day specifically declared by the President of the United States to be a national holiday.

C. PERFORMANCE OBJECTIVES:

1. The contractor shall conform to all federal, state, and local regulations governing examining and licensing of pest control operators, performance of pest control, use of approved pest control chemicals and equipment, and proper disposal methods for all products/containers, which may be in effect for the area where the work under the contract will be performed.

2. The contractor must possess comprehensive knowledge and expertise in pest control with the capability to effectively control and eliminate various types of pests including but not limited to:

i. Predatory pests: (i.e., lice, fleas, mites, ticks, bees, nests, wasps, mosquitoes, etc.)

ii. Anthropoid pests: (i.e., cockroaches, ants, spiders, carpenter ants, carpenter bees, etc.).

i. Pest Elimination Technician will inspect three (3) times per week and replace any traps/glue boards deployed in but not limited to the Canteen, Canteen Kitchen, Main Kitchen food preparation areas, and emergency room.

iii. Rodents: (i.e., house mouse, field mouse, roof rat, Norway rats, etc.)

iv. Wildlife Removal: (i.e. cats, bats, squirrels, moles, snakes, raccoons, etc.).

i. Contractor must have the ability to trap and remove unwanted wildlife from the premises as needed.

v. Flying Insects: (i.e., housefly, stable fly, blow flies, etc.).

i. Technicians shall apply fast-acting residual insecticides monthly to fly resting surfaces including but not limited to garbage storage areas and building entryways. Fly bait shall also be applied in inaccessible areas, such as crawlspaces, ceilings, ductwork, etc. as needed. Service technician shall also service the stealth traps and non-reflecting insect light traps monthly by replacing the glue boards inside and applying attractant.

3. The work to be performed by the contractor will also include:

a. The contractor shall check the Wilkes-Barre VAMC Integrated Pest Management Sighting and Control Sheet at the beginning of every service and address all pest sightings by providing treatment and filling the log, as well as recording information or updates to existing problems.

i. The technician shall be required to recheck these log entries upon their next visit to replace/remove any full or unsightly traps/glue boards.

b. Inspect to determine whether pest management measures are appropriate and effective.

c. Selection and utilization of non-chemical control methods, which eliminate, exclude, or repel pests, i.e., insect electrocution devices, traps, caulking, air screens, etc.

d. All glue boards must contain the name of the technician and date of the glue board being deployed on the glue board itself.

e. Collection and disposal of all pests.

f. Contractor will select and use of the most environmentally sound pesticide(s) to affect control when chemical control methods are necessary per the Federal, State and Local requirements.

g. Contractor must provide all SDS sheets for any chemicals in their inventory that they may use at any time, including new products entering their inventory.

h. Service insect light traps located at VAMC Wilkes-Barre as to ensure these units are clean and operable according to manufacturer’s specifications.

i. The contractor shall clean, date, and maintain all traps.

j. Contractor shall provide maintenance of light traps that are currently in use or that are added on campus of various makes or models.

k. All bug lights traps must have glue boards and lightbulbs checked weekly except for the

Cath Lab which must be checked every scheduled service replacing as needed.

4. Exterior/Grounds Pest Control

a. The Contractor shall provide preventative pest control treatment by applying pesticide to the perimeter of the main hospital and outlying buildings in accordance with product recommendations.

i. All pesticide applications must have the prior approval of the Pest Management Officer (PMO).

b. The Contractor shall visually inspect and remove any nests from the exterior of the main hospital and outlying buildings.

c. Visually inspect exterior of main hospital and outlying buildings for pest penetrations, voids or cracks etc. must be completed quarterly.

i. If any penetrations, voids, cracks or otherwise are discovered, they must be reported to the Program Manager and noted on the report.

d. Contractor shall inspect exterior bug light traps on a weekly basis, and perform maintenance by replacing lightbulbs, glue boards/strips, etc as needed.

D. SPECIAL PROVISIONS:

1. The following provisions shall be adhered to by contractor personnel in performing pesticide applications of the areas specified below:

a. Food Handling Areas: Treatment of these areas is limited to only those times when food is not being held, processed, prepared, or served, and not occupied by facility employees. Contract personnel shall never enter facility elevators which are occupied by food service equipment while in the possession of pesticides or application equipment.

b. Critical Areas: Patients have access to these areas and critical areas are a priority for preventative and reactive pest control. The contractor shall submit a list of pesticides for intended use in areas listed below for approval by the PM or Pest Management Officer prior to any application. The planned use of pesticides in these areas requires recognition of the attendant hazards to occupants, supplies, equipment, and surfaces.

No substitution can be made any time without approval from the PM or Pest Management Officer. All critical areas are in building 1, the main hospital. Escorts will be needed for PIV Access areas.

i. Program Manager approval must be received before applying pesticide in critical areas by spraying.

ii. The contractor shall be escorted by VAMC staff in any areas requiring PIV access.

iii. Critical Areas List:

c. Selective herbicide 2,4-Dichlorophenoxyacetic Acid (2,4-D) is banned for use on VHA property.

d. Fumigation services shall not be used at any critical areas at Wilkes-Barre VAMC.

Program Manager approval shall be received before fumigation is utilized in any other areas on VA premises.

Service Provided in Area Floor Room # PIV Access MHC Unit 9th Floor C9-58 No Emergency Room Ground Yes Boiler Plant Ground No Sleep Lab 8th Floor C8-02 Yes Storage 5th Floor C5-51D Yes Storage 5th Floor C5-48A Yes Inpatient med/surg 4E C4-40 Yes Inpatient med/surg 4E C4-51D Yes Inpatient med/surg 4E C4-51E Yes SPU 4W C4-20C No GI 4W C4-58 Yes ICU 4th Floor A4-31 Yes IC/MPCU 4th Floor A4-06 Yes Cardiac Cath 4th Floor N4-136 Yes Cardiac Cath 4th Floor N4-148 Yes Hemodialysis 4th Floor 4-104 Yes Hemodialysis 4th Floor 4-113 Yes Oncology 4th Floor 4-135 Yes SPS 4th Floor N4-112 Yes OR 4th Floor N4-125 Yes OR 4th Floor N4-A48 Yes Trace Cart Closet 4th Floor No Room # No Anesthesia Work Room 4th Floor No Room # Yes GU 4th Floor A4-53 Yes Respiratory 3rd Floor C3-32 Yes EKG 3rd Floor C3-52B Yes Specialty Clinic 3W C3-71 No Eye Clinic 3W A3-15 No Laboratory 3W N3-82 Yes Community Living Center 3CLC 3-149A Yes Community Living Center 3CLC 3-150 No Community Living Center 3CLC CLC Yes (oxygen room) Community Living Center 2CLC 2-148 Yes Community Living Center 2CLC 2-149 No Community Living Center 2CLC CLC Yes (oxygen room) Primary Care 2W A2-18 Yes Women’s Health 2W A2-15 No

E. SAFETY FACTORS:

1. All rodenticides or traps shall be placed only at times and in the areas approved by the PM or his/her designee. Rodenticides, and/or traps shall be replaced as necessary and per manufacturer recommendations. Checking of traps shall be logged.

F. PEST CONTROL MATERIALS:

1. Storage of pest control materials or equipment is prohibited without the written approval of the PM. Contractor shall not dispose of any excess pesticide, pesticide containers, or any other materials contaminated by pesticides at any location on the medical facility premises, except as specified by the PM or Pest Management Officer.

2. Pesticides or pest control materials shall not be disposed of on VA property.

G. REQUIRED CONTRACTOR REPORTING

1. After each service (scheduled or non-scheduled) contractor personnel will submit a report within 24 hours of the inspection/treatment to the PM/PMO including:

a. The name and address of the individual who applied the pesticide.

b. The location, by building and room number where each pesticide was applied.

c. The pest or pests against which the pesticide was applied.

d. The date and time of application.

e. The brand name of the pesticide applied.

f. The name of the pesticide manufacturer, or the federal environmental protection agency registration number of the pesticide.

g. The rate of application or amount of the pesticide applied, and the total area treated.

2. This information should be available online or hard copy on the Contractors website accessible by the PMO.

3. The contractor is responsible for supplying, completing, and submitting all reports required or requested by Federal, State, or local ordinances, which pertain to any duties contained in the contract.

4. The Contractor will furnish to the PM’s office, prior to initial application for approval the trade names (if any), and the chemical names of all approved pesticides/chemicals along with appropriate antidote information and current Safety Data Sheets (SDS). The Contractor shall supply this information as new products are submitted for approval to the PM.

H. CONTRACTOR PERSONNEL BADGES AND PARKING:

1. The contractor shall provide the PM with a list of contractor employees expected to enter the buildings. While on VA premises, all contractor personnel shall comply with the rules, regulations, and procedures governing the conduct of personnel and the operation of the facility.

2. An identification badge may be given to the contractor’s employee upon entrance into VA buildings. Contracted employee will be escorted in sensitive areas within the VA where PIV access is needed. The contractor employee must safeguard the badge and immediately report any lost, stolen, or destroyed badges to the PM. All contract personnel must properly display their identification badges/company uniform. Badges must be worn at or above the waist (facing forward.).

3. It is the responsibility of the contractor’s personnel to park in the appropriate designated parking areas. Parking information shall be coordinated with the facility PM.

I. INTERFERENCE TO NORMAL FUNCTION:

1. Contractor may be required to interrupt their work at any time so as not to interfere with the normal functioning of the facility, including utility services, fire protection systems, and passage of facility patients, personnel, equipment, and carts.

2. In the event of an emergency, contractor services may be stopped and rescheduled at no additional cost to the government.

3. Contractor personnel shall inform the PM or the designee of the need to gain access to secured areas. If access is required to secure areas, prearranged scheduling will be made with PM or designee.

J. DELIVERABLES

1. Professional Certifications and Proof of Insurance

a. When Required: With contractor's quote.

2. List of chemical and pesticides to be used along with SDS sheet.

a. When Required: With Contractor’s quote; prior to application and requires approval of

PM.

3. Service Report

a. When Required: After each service call, scheduled, emergency, or non-emergent.

Reports shall be submitted to the PMO within 7 business days of service. Sample report provided with Contractor’s quote.

K. Security/Training

a. The Contractor shall coordinate with the Program Manager to ensure that all physical security policies are understood and adhered to.

b. The Contractor shall complete and provide the Program Manager proof of completion for the following trainings:

i. “VA Privacy Training for Personnel without Access to VA Computer Systems or

Direct Access to or Use to VA Sensitive Information”, available via the VA’s TMS system.

c. The Certification and Accreditation (C&A) requirements do not apply, and a Security Accreditation Package is not required.

L. Task Orders

1. The Contract will be a Single Award Indefinite Delivery/Indefinite Quantity (IDIQ) Contract with fixed price task orders to provide the services required. The IDIQ will be established for a five-year period. Task orders will vary in size and will be issued by the individual task orders awarded and administered by duly appointed Contracting Officers. Total dollar amount of the task orders any one-year period is not to exceed to be determined. A minimum total contract order guarantee of $2,500.00 is set for this contract. The total value of all task orders is not expected to exceed to be determined in a 60-month period and is the estimated total contract maximum for this requirement.

2. Price shall be determined by submitted rates for line-item tasks as submitted to the VA Contracting Officer as basis of award. Each task order shall use this line-item schedule and the quantities to be completed for the project as the basis for the task order.

3. Task Order Process Steps and Timeline

a. The VA will identify a need for services.

b. The CO will create and issue the task order to the Contractor. The task order will include the line items, quantities, and associated pricing. All pricing shall be determined directly from the Base IDIQ contract Pricing Schedule, less any applicable discounts. The Task Order will also include the location of the work, and an effective start and ending dates for the period of performance.

c. Services cannot be performed until a task order is issued by the Contracting Officer, any services performed outside of awarded and issued task orders will be considered unauthorized commitments and go through the ratification process.

d. To facilitate closeout of individual orders placed under this contract, within thirty (30) days of completion of any individual order, the contract holder shall submit a final invoice in accordance with VAAR 852.232–72, Electronic Submission of Payment Requests.

4. Service Contract Labor Standards are applicable. Wage determinations will be incorporated at the task order level.

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL

PRODUCTS AND COMMERCIAL SERVICES (NOV 2023)

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

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

and

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

(l) Termination for the Government's convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the Contractor shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the

Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system, have resulted from the termination. The Contractor shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor's records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.

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

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

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

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

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

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

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

(End of Clause)

ADDENDUM to FAR 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL

PRODUCTS AND COMMERCIAL SERVICES

Clauses that are incorporated by reference (by Citation Number, Title, and Date), have the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available.

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

C.2 52.216-18 ORDERING (AUG 2020)

(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule. Such orders may be issued from - Provided upon contract award - through - Provided upon contract award -.

(b) All delivery orders or task orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c) A delivery order or task order is considered "issued" when—

(1) If sent by mail (includes transmittal by U.S. mail or private delivery service), the Government deposits the order in the mail;

(2) If sent by fax, the Government transmits the order to the Contractor’s fax number; or

(3) If sent electronically, the Government either—

(i) Posts a copy of the delivery order or task order to a Government document access system, and notice is sent to the Contractor; or

(ii) Distributes the delivery order or task order via email to the Contractor’s email address.

(d) Orders may be issued by methods other than those enumerated in this clause only if authorized in the contract.

(End of Clause)

C.3 52.216-19 ORDER LIMITATIONS (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than $2,500.00, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor—

(1) Any order for a single item in excess of - Provided upon contract award -;

(2) Any order for a combination of items in excess of - Provided upon contract award -; or

(3) A series of orders from the same ordering office within 1 days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) of this section.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) of this section.

(d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within 3 days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

(End of Clause)

C.4 52.216-22 INDEFINITE QUANTITY (OCT 1995)

(a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the "maximum." The Government shall order at least the quantity of supplies or services designated in the Schedule as the "minimum."

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period;

provided, that the Contractor shall not be required to make any deliveries under this contract after - Provided upon contract award -.

(End of Clause)

C.5 VAAR 852.219-74 VA NOTICE OF TOTAL SET-ASIDE FOR CERTIFIED

VETERAN-OWNED SMALL BUSINESSES (JAN 2023) (DEVIATION)

(a) Definition. For the Department of Veterans Affairs, ‘‘Veteran-owned small business or

VOSB’’:

(1) Means a small business concern—

(i) Not less than 51 percent of which is owned by one or more 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 Veteran(s);

(ii) The management and daily business operations of which are controlled by one or more Veteran(s);

(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 U.S.C. 8127 and 13 CFR 128, and is certified and listed in the SBA certification database at https://veterans.certify.sba.gov/; and

(v) The business agrees to comply with VAAR subpart 819.70 and Small Business Administration (SBA) regulations regarding small business size and government contracting, and the Veterans Small Business Certification Program at 13 CFR parts 121, 125, and 128.

(2) ‘‘Veteran’’ is defined in 38 U.S.C. 101(2).

(3) The term ‘‘small business concern’’ has the meaning given that term under section 3 of the Small Business Act (15 U.S.C. 632).

(4) The term ‘‘small business concern owned and controlled by Veterans’’ has the meaning given that term under section 3(q)(3) of the Small Business Act (15 U.S.C. 632(q)(3)), except that for a VA contract the firm must be certified and listed in the SBA certification database.

(5) The term “VOSB participant” or certified VOSB means a small business that has been certified as eligible to participate in the Veteran Small Business Certification Program and listed in the SBA certification database (see 13 CFR 128.102). It includes certified service-disabled veteran-owned small businesses (SDVOSBs).

(b) General. In order for a concern to submit an offer and be eligible for the award of a VOSB set-aside or sole source contract, the concern must qualify as a small business concern under the size standard corresponding to the NAICS code assigned to the contract and be certified and listed as a VOSB or SDVOSB participant in the certification database as set forth in 13 CFR 128.

(1) Offers received from entities that are not certified VOSBs or SDVOSBs and listed in the SBA certification database at the time of offer shall not be considered.

(2) Any award resulting from this solicitation shall be made only to a certified VOSB who is eligible at the time of submission of offer(s) and at time of award.

(3) The requirements in this clause apply to any contract, order or subcontract where the firm receives a benefit or preference from its designation as a VOSB, including set-asides, sole source awards, and evaluation preferences.

(c) Representation. Pursuant to 38 U.S.C. 8127(e), only certified VOSBs listed in the SBA certification database are considered eligible to receive award of a resulting contract. By submitting an offer, the prospective contractor represents that it is an eligible and certified VOSB as defined in this clause, 13 CFR 121, 125, and 128, and VAAR subpart 819.70.

(d) Agreement/LOS certification. When awarded a contract action, including orders under multiple-award contracts, a VOSB agrees that in the performance of the contract, the VOSB shall comply with requirements in VAAR subpart 819.70 and SBA regulations on small business size, and government contracting programs at 13 CFR parts 121 and 125, including the non-manufacturer rule and limitations on-subcontracting (LOS) requirements in 13 CFR 121.406(b) and 125.6. For the purpose of the limitations on subcontracting, only certified VOSBs listed in the SBA certification database, (including independent contractors) shall be considered eligible https://veterans.certify.sba.gov/ and/or ‘‘similarly situated’’ (i.e., a firm that has the same small business program status as the prime contractor). An otherwise eligible firm further agrees to comply with the required LOS certification requirements in this solicitation (see 852.219–75 and/or 852.219–76 as applicable).

These requirements are summarized as follows:

(1) Services. In the case of a contract for services (except construction), the VOSB prime contractor will not pay more than 50% of the amount paid by the government to the prime for contract performance to firms that are not certified VOSBs listed in the SBA certification database (excluding direct costs to the extent they are not the principal purpose of the acquisition and the SDVOSB/ VOSB does not provide the service, such as airline travel, cloud computing services, or mass media purchases). When a contract includes both services and supplies, the 50 percent limitation shall apply only to the service portion of the contract.

(2) Supplies/products.

(i) In the case of a contract for supplies or products (other than from a non-manufacturer of such supplies), the VOSB prime contractor will not pay more than 50% of the amount paid by the government to the prime for contract performance, excluding the cost of materials, to firms that are not certified VOSBs listed in the SBA certification database. When a contract includes both supply and services, the 50 percent limitation shall apply only to the supply portion of the contract.

(ii) In the case of a contract for supplies from a non-manufacturer, the VOSB prime contractor will supply the product of a domestic small business manufacturer or processor, unless a waiver as described in 13 CFR 121.406(b)(5) has been granted. Refer to 13 CFR 125.6(a)(2)(ii) for guidance pertaining to multiple item procurements.

(3) General construction. In the case of a contract for general construction, the VOSB prime contractor will not pay more than 85% of the amount paid by the government to the prime for contract performance, excluding the cost of materials, to firms that are not certified VOSBs listed in the SBA certification database.

(4) Special trade construction contractors. In the case of a contract for special trade contractors, no more than 75% of the amount paid by the government to the prime for contract performance, excluding the cost of materials, may be paid to firms that are not certified VOSBs listed in the SBA certification database.

(5) Subcontracting. A VOSB must meet the NAICS size standard assigned by the prime contractor and be listed in the SBA certification database to count as similarly situated. Any work that a first tier VOSB subcontractor further subcontracts will count towards the percent of subcontract amount that cannot be exceeded. For supply or construction contracts, the cost of materials is excluded and not considered to be subcontracted. When a contract includes both services and supplies, the 50 percent limitation shall apply only to the portion of the contract with the preponderance of the expenditure upon which the assigned NAICS is based. For information and more specific requirements, refer to 13 CFR 125.6.

(e) Required limitations on subcontracting compliance measurement period. A VOSB shall comply with the limitations on subcontracting as follows:

[] By the end of the base term of the contract or order, and then by the end of each subsequent option period; or

[] By the end of the performance period for each order issued under the contract.

(f) Joint ventures. A joint venture may be considered eligible as a VOSB if the joint venture complies with the requirements in 13 CFR 128.402 and the managing joint venture partner makes the representations under paragraph (c) of this clause. A joint venture agrees that, in the performance of the contract, the applicable percentage specified in paragraph (d) of this clause will be performed by the aggregate of the joint venture participants.

(g) Precedence. The VA Veterans First Contracting Program, as defined in VAAR 802.10, subpart 819.70, and this clause, takes precedence over any inconsistencies between the requirements of the SBA Veteran Small Business Certification Program and the VA Veterans First Contracting Program.

(h) Misrepresentation. Pursuant to 38 U.S.C. 8127(g), any business concern, including all its principals, that is determined by VA to have willfully and intentionally misrepresented a company’s VOSB status is subject to debarment from contracting with the Department for a period of not less than five years (see VAAR 809.406–2, Causes for Debarment).

(End of Clause)

C.6 VAAR 852.219-75 VA NOTICE OF LIMITATIONS ON

SUBCONTRACTING—CERTIFICATE OF COMPLIANCE FOR SERVICES AND

CONSTRUCTION (JAN 2023) (DEVIATION)

(a) Pursuant to 38 U.S.C. 8127(l)(2), the offeror certifies that—

(1) If awarded a contract (see FAR 2.101 definition), it will comply with the limitations on subcontracting requirement as provided in the solicitation and the resultant contract, as follows:

(i) [X] Services. In the case of a contract for services (except construction), the contractor will not pay…