36C24425Q0802.pdf

This is a combined synopsis/solicitation for commercial items prepared in accordance with the format in Subpart 12.6 in conjunction with Part 13 of Federal Acquisition Regulation (FAR), as supplemented with additional information included in this notice. This announcement constitutes the only solicitation; quotes are being requested and a written solicitation will not be issued. This Solicitation is issued as a Request for Quote (RFQ), and the solicitation number is 36C24425Q0802.

This notice incorporates provisions and clauses in effect through Federal Acquisition Circular (FAC) 2025- 04 effective June 11, 2025, and the Veterans Affairs Acquisition Regulations (VAAR). The complete text of any of the clauses and provisions may be accessed in full text at FAR | Acquisition.GOV.

This Solicitation is being competed as a total Small Business (SB) Set-Aside. The NAICS Code is 561621, and the Product Service Code (PSC) is H312 with a business size standard of $19 million.

The NCO4 Contracting Office is seeking to obtain Fire Alarm and Suppression Inspection, Maintenance, and Testing Services in accordance with the statement of work.

Service Contract Act Wage Determinations applies to this acquisition and will be incorporated into the resulting contract.

Complete instructions for submitting a response to this solicitation and applicable provisions and clauses are found in the solicitation. All quoters are advised to pay careful attention to the quote submission instructions as there are very specific instructions, Section E.2, as what is required to be provided. The quoter is responsible for any quote preparation and/or submission costs.

The period of performance (POP) in the attached schedule is an estimate.

Any award resulting from this solicitation will be issued on a Standard Form 1449.

NOTE: To receive an award resulting from this solicitation, offerors MUST be registered in the System for Award Management (SAM) database. Registration may be done online at: www.acquisition.gov or www.sam.gov.

Offerors are advised that any and all questions concerning this solicitation must be sent in writing to the Contracting Office at NCO 4. Questions may be sent via email to Nicholas Guzenski at nicholas.guzenski@va.gov. No questions will be answered after the question submission deadline:

August 13th, 2025, at 10:00AM Eastern Time.

System updates may lag policy updates. The System for Award Management (SAM) may continue to require entities to complete representations based on provisions that are not included in agency solicitations. Examples include 52.222-25, Affirmative Action Compliance, and paragraph (d) of 52.212-3, Offeror Representations and Certifications—Commercial Products and Commercial Services. Contracting officers will not consider these representations when making award decisions or enforce requirements.

Entities are not required to, nor are they able to, update their entity registration to remove these representations in SAM.

http://www.sam.gov/

36C24425Q0802

Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

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 52.237-3 CONTINUITY OF SERVICES (JAN 1991)

C.6 SUPPLEMENTAL INSURANCE REQUIREMENTS

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

2018)

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

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 (JAN 2025) (DEVIATION FEB 2025)

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 52.212-2 EVALUATION—COMMERCIAL PRODUCTS AND COMMERCIAL

SERVICES (NOV 2021)

E.3 52.201-1 ACQUISITION 360: VOLUNTARY SURVEY (SEP 2023)

E.4 52.204-24 REPRESENTATION REGARDING CERTAIN TELECOMMUNICATIONS

AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT (NOV 2021)

E.5 52.204-29 FEDERAL ACQUISITION SUPPLY CHAIN SECURITY ACT

ORDERS—REPRESENTATION AND DISCLOSURES (DEC 2023)

E.6 52.216-1 TYPE OF CONTRACT (APR 1984)

E.7 52.233-2 SERVICE OF PROTEST (SEP 2006)

E.8 VAAR 852.233-71 ALTERNATE PROTEST PROCEDURE (OCT 2018)

E.9 52.252-1 SOLICITATION PROVISIONS INCORPORATED BY REFERENCE (FEB

1998)

E.10 52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS—

COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (MAY 2024) (DEVIATION

FEB 2025)

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

1010 Delafield Rd

Pittsburgh PA 15215

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] Upon completion, invoice due within 30 days

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.

Fire Alarm and Sprinkler Inspection, Testing, and Maintenance (ITM) Statement of Work

GENERAL

Contractor shall provide comprehensive services to inspect, test, maintain and repair the fire alarm system, and the fire alarm central annunciation system, and all applicable components associated, in accordance with NFPA 72, NFPA 25, NFPA 96, NFPA 10, and NFPA 291. To include testing of the Notifier System, standpipes, and fire pumps at the Wilmington VA Medical Center.

Description of Work.: The contractor shall be certified by the National Fire Protection Association (NFPA), National Institute for Certification in Engineering Technologies (NICET) or another recognized credentialing organization to work on fire alarm and suppression systems. The VA adheres to the most current NFPA Standards. Therefore, the contractor shall perform annual tests and inspections on the fire alarm and sprinkler system in accordance with the most current National Fire Protection Association (NFPA) Standards, recommendations, manufacturer’s recommended procedures, and following the frequency standards required by The Joint Commission on Accreditation of Healthcare Organizations (TJC).

Testing and Inspections shall be performed as required per the most current edition of the NFPA Standard. Testing frequencies at the Main Medical Center, Community Living Center and all on-campus buildings are to be as follows:

Standard EP Inspection and Test Frequency EC.02.03.05 1 Supervisory Signals Quarterly EC.02.03.05 2 Waterflow Devices and Tamper

Switches Semi-Annual

EC.02.03.05 3 Duct Detectors, Heat Detectors, Pull Stations, Smoke Detectors

Annually

EC.02.03.05 4 Audio/Visual Devices, Speakers, Door Releasing Devices

Annually

EC.02.03.05 5 Off-site Transmission Annually EC.02.03.05 9 Main Drain Flows Annually EC.02.03.05 10 Fire Department Connections Quarterly EC.02.03.05 11 Fire Pump Test Under Flow Annually EC.02.03.05 12 Standpipe Flow Test 5 Years (2027) EC.02.03.05 13 Kitchen Suppression Semi-annual

Testing Semi-annual

EC.02.03.05 16 Portable Fire Extinguishers Annual Inspection

Annually

EC.02.03.05 19 Smoke Detection Shutdown Devices for

HVAC

Annually

EC.02.03.05 20 Horizontal, vertical roller, and slider doors

Annually

NFPA 291 Fire Hydrant Flow Tests 5 Years (2025) NFPA 291 Fire Hydrant Inspections Annually NFPA 72 Visual Inspection of Initiating Devices and Audio/Visual devices Semi-annual

FIRE ALARM AND SPRINKLER INSPECTORS

Inspection – Fire Alarm inspection services shall be performed in accordance with the latest edition of NFPA 72, Testing and Maintenance of Fire Alarm Systems, including appendices.

Sprinkler System inspection services shall be performed in accordance with the latest edition of NFPA 25, Testing and Maintenance of Water-based Sprinkler Systems, including appendices.

Report – Fire Alarm inspection reports shall be submitted to the requesting agency on the “suggested form”, as found in NFPA 72 and NFPA 25 or Program POC/Alternate Program POC authorized equivalent.

Hours Of Operation - The contractor shall coordinate with the Program POC/Alternate Program POC to decide when testing, maintenance and repair can be performed. Testing, maintenance and repair can be performed during normal business hours, excluding federal holidays (Monday through Friday 7:30 a.m. to 4:00 p.m.) when it does not interfere with building operations. When testing, maintenance or repair will interfere with building operations; it shall be performed after normal business hours (Monday through Friday 4:00 p.m. to 11:59 p.m.), excluding federal holidays.

And;

a. When making routine and/or periodic inspections and tests, to determine that the equipment conforms to the applicable Code edition (edition under which it was installed), and that the alterations conform to Code requirements. Determine that periodic tests performed by the owner, or his agent are conducted in accordance with Code requirements and results of these tests demonstrate Code compliance.

b. Report the results of inspections and tests in accordance with applicable local regulations, or as directed by the Program POC/Alternate Program POC.

c. When required by the Government, the inspector shall perform a maintenance quality control audit. Detail requirements shall be listed in the request for service from Program POC/Alternate Program POC.

d. Preventative Maintenance Inspection and Testing. The Contractor shall perform normal fire alarm system inspection; testing and maintenance as covered in NFPA 72, sprinkler system inspection; testing and maintenance as covered in NFPA 25;

Kitchen Overhead Suppression System inspection; testing and maintenance as covered in NFPA 96, Fire Extinguisher Inspection; testing and maintenance as covered in NFPA 10, and Fire Hydrant Annual inspection; and testing as covered in

NFPA 291.

CERTIFICATIONS AND QUALIFICATIONS

1. Certifications: All Fire Alarm Technicians shall be certified by the National Institute for Certification in Engineering Technologies (NICET).

2. Fire Alarm Systems Engineering Technicians. Fire Alarm Systems technicians performing contract work shall meet NFPA 72’s qualifications and also hold at least a NICET Level 2 (Associate Engineering Technician) in Fire Protection Engineering Technology, Fire Alarm Systems. Additionally, the Technician must have experience in the past five years in fire alarm system testing, repair, maintenance, installation, and related activities of buildings and equipment comparable to the buildings and equipment covered by this contract.

3. Addressable Systems. Technicians modifying the fire alarm control panel of systems shall be factory trained and currently certified for the operating system, including software version, of the particular fire alarm system, and shall provide documentation of this certification per NFPA 72.

4. Documentation. The Contractor shall provide to the Program POC/Alternate Program POC documentation of the certificates of training, licenses, and permits for all new employees not later than seven (7) days prior to that person beginning work under the terms of this contract. The Contractor shall ensure that all certificates of training, licenses, permits, and bonds are current and valid.

INSPECTION, TESTING, AND MAINTENANCE FOR FIRE ALARM(S) AND SPRINKLER

SYSTEM(S)

1. Inspection, Testing and Maintenance: Inspect, test and maintain fire alarm system in accordance with NFPA 72, Fire Alarm Code and NFPA 25, Sprinkler Systems.

a. Testing Frequencies from NFPA 72 and NFPA 25 shall be used.

b. Testing Methods from NFPA 72 and NFPA 25 shall be used.

c. All inspections and testing for quarterly intervals shall be conducted within +/- 10 days of the previous inspection and testing.

d. All inspection and testing for semi-annual intervals shall be conducted within +/- 20 days of the previous inspection and testing. All semiannual inspection, testing, and maintenance shall be initiated and completed within the same month.

e. All inspection and testing for annual intervals shall be conducted within +/- 30 days of the previous inspection and testing.

f. The Government will inform the Contractor of any changes to the inventory. These changes will be reflected in the Inspection and Testing documentation that is provided from the Contractor to ensure all inventory and testing are accurate.

1. INSPECTION, TESTING AND MAINTENANCE RECORDS. Within 14 days of inspection, testing, and maintenance, the contractor shall deliver an electronic written (not handwritten) record, in conjunction with its digital file, which shall describe the test and inspection results, and services performed. This report shall be detailed based on the Elements of Performance (EP) specified by The Joint Commission. It is to include the name, number, and location of the device of activity, date of activity, required frequency of activity, NFPA standard referenced for activity, TJC Element of Performance referenced for the activity, results of the activity and name/contact information including affiliation of the person who performed the activity. If the contractor wishes to barcode devices in an effort to ensure test reports are accurate, the contractor shall ensure they have enough staff to conduct this activity while ensuring the inspection is completed within required the required timeframe. In addition to an EP-based report, the contractor shall also provide a spreadsheet database file of all testable items which may be cross-referenced by device number to the EP-based report. Each EP based report shall only show test result for that EP. For example, Supervisory signal device testing results should not be intermixed with waterflow devices, and so forth.

The contractor will provide an Inspection and Testing schedule no less than sixty (60) days prior to the quarter of the required inspection and testing date.

2.1 Report formatting shall include the following:

a. A Contractor’s Inspection and Testing Form that includes all the information required by NFPA 72 and NFPA 25, including listing of the NFPA Standard to which the work was completed. Inspection, Testing and Maintenance Records and Inspection and Testing Form from NFPA 72, NFPA 25 shall be used.

b. The Contractor shall provide an inspection record for each individual standard listed per The Joint Commission for the Accreditation of Health Care Organizations (See Above “Description of Work”).

c. The Contractors Inspection and Testing Form shall also include any deficiencies to equipment noted during the testing, and individual costs to correct each deficiency noted. Each cost shall itemize both a parts cost and a labor cost.

d. The Form shall be provided electronically (by email) to the Program POC/Alternate Program POC.

e. If any database is used to document Inspection, Testing, and Maintenance Records by the Contractor, the Contractor shall provide “Administrator Access” or the equivalent to ensure the Wilmington VA Medical Center has access to the database to pull records as necessary.

2. Reporting of Deficiencies. Devices that cannot be calibrated, tested, or serviced in accordance with the manufacturer’s recommendations shall be reported as a deficiency.

A list of deficiencies shall be provided by the contractor prior to leaving each day to ensure the Wilmington VA Medical Center has the ability to take proper actions.

3. Correction of Deficiencies. Within two business days from the date of inspection, the

Contractor shall provide the Safety Office a estimate to repair deficiencies identified during the inspection. No repairs will take place without written authorization from the contracting officer. When listed deficiencies have been corrected, the Contractor shall sign and date the inspection report and return it to the Program point of contact. The contractor will then schedule retesting of the corrected deficiencies. Retesting will be scheduled and completed within 10 days of the completed repairs.

4. Repair Response.

a. After being notified of a critical repair request, make live voice contact with the Program

POC/Alternate Program POC within one hour, have a qualified technician on-site within 4 hours of a valid order for repairs, and complete the repair within 48 hours from the time of arrival.

b. After being notified of a non-critical repair request, make live voice contact with the

Program POC/Alternate Program POC within one business day, have a qualified technician on-site within 3 business days of a valid order for repairs and complete the complete the repair within 96 hours from time of arrival.

c. After making contact with the TPOC the contractor shall provide as estimate to make needed repairs within 4 hours for critical repairs and 24 hours for non-critical repairs to the TPOC and contracting officer.

d. No repair work shall take place without written authorization from the Contracting Officer.

e. Repairs are defined as unscheduled work to repair or modify a fire alarm system, or to correct recurring system and/or equipment malfunction(s).

f. Contractors who perform repairs under this contract shall be capable of providing replacement parts within 24 hours for the central processing unit (CPU), controller, monitoring and signaling cards, display boards, and other critical parts that may be necessary to restore the equipment and systems.

g. The contract shall include 100 hours for maintenance and repair per year of the contract (500 service hours for the life of the contract). Repair hours shall be included with the maintenance, testing, and inspection costs. There will not be a separate line item. The contractor and program POC are responsible for tracking the hours used. Hours may not be exceeded without written authorization from the contracting officer.

h. Parts to make needed repairs shall be provided to the program POC and contracting officer using the agreed upon prices found in Attachment A: Parts Price list. An estimate shall be provided to the program POC and contracting officer. No repairs or parts shall be provided without written authorization from the contracting officer. Parts will be covered under contract line item 0006.

5. Testing after repairs. All repairs shall be tested according to requirements of NFPA 72.

A representative of the Government may witness testing. Notify the Program POC/Alternate Program POC of the schedule for testing with sufficient notice to allow testing to be witnessed. Contractor must provide written certification that repairs are complete. The document shall also include the names and titles of the witnesses to the test.

Contractor shall provide, in writing, before leaving the building:

a. Suspected cause(s) of the malfunction(s), and actions to prevent reoccurrence.

b. A list of components used to make the repair.

c. Hours required to make the repair.

6. Repair Records. Upon request, the Contractor shall furnish a record of all repairs they have made to an individual fire alarm system. All records must be provided to the Wilmington VA Medical Center with a report of the repair.

7. Government Assistance. The Contractor shall contact the Program POC/Alternate

Program POC for assistance in coordinating any service.

8. Notification. Before proceeding with any testing, the Contractor shall coordinate the notification of all persons and facilities that receive alarm, supervisory or trouble signals (e.g. Program POC/Alternate Program POC, dispatcher, Police). The Contractor will coordinate with the Program POC/Alternate Program POC to ensure that all building occupants are notified. At the conclusion of testing, the Contractor shall notify those previously notified that the testing has been concluded.

9. After Hours. The Contractor may be required to perform some work, inspections, and tests outside the normal working hours of the building occupants. Any scheduled work that is disruptive to the tenants (testing audible devices, elevator capture, fan shutdown, etc.) shall be performed after the building occupant’s normal working hours. The Contractor shall coordinate with the Program POC/Alternate Program POC to coordinate after-hours access to the building.

10. Damage to Fire Alarm System. Any damage to the fire alarm or associated equipment

(e.g. fans, elevators, generators, pumps) caused by normal testing shall be repaired by the Contractor at no additional cost to the Government. At its discretion, the Government may have representatives present to witness any or all such tests. All costs associated with this damage shall be borne by the Contractor.

11. Safety Hazards. The Contractor shall immediately notify the Program POC/Alternate

Program POC of any recognized safety hazard that might severely affect building occupants.

12. Tests and Inspections. At its discretion, the Government reserves the right to make any test or inspection it deems necessary to make sure the system is being properly maintained.

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

ITEM

NUMBER

DESCRIPTION OF

SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

5.00 JB ______________ ____________

Annual Fire Alarm Inspection, Testing, and Maintenance in accordance with the statement of work.

PRINCIPAL NAICS CODE: 561621 - Security Systems Services (except Locksmiths) PRODUCT/SERVICE CODE: H312 - Inspection - Fire Control Equipment

LOCAL STOCK NUMBER: CLIN 0001

Annual Fire Suppression Inspection, Testing and Maintenance in accordance with the statement of work.

PRINCIPAL NAICS CODE: 561621 - Security Systems Services (except Locksmiths) PRODUCT/SERVICE CODE: H312 - Inspection - Fire Control

LOCAL STOCK NUMBER: CLIN 0002

Annual portable fire extinguisher inspection in accordance with the statement of work.

LOCAL STOCK NUMBER: CLIN 0003

10.00 JB ______________ ____________

Semi Annual Overhead Kitchen Suppression Testing in accordance with the Statement of Work.

PRINCIPAL NAICS CODE: 561621 - Security Systems Services (except Locksmiths) PRODUCT/SERVICE CODE: H312 - Inspection - Fire Control

LOCAL STOCK NUMBER: CLIN 0004

10.00 JB ______________ ____________

Annual Fire Alarm Central Station Monitoring Inspections. There are 2 central monitoring stations that need to be inspected annually.

PRINCIPAL NAICS CODE: 561621 - Security Systems Services (except Locksmiths) PRODUCT/SERVICE CODE: H312 - Inspection - Fire Control

1.00 LT __________ ________

Fire Alarm maintenance and repair parts in accordance with the statement of work. This CLIN is an estimate for the given ordering period, actual usage will vary. See Attachment A: Parts Price List.

PRINCIPAL NAICS CODE: 561621 - Security Systems Services (except Locksmiths) PRODUCT/SERVICE CODE: H312 - Inspection - Fire Control

LOCAL STOCK NUMBER: CLIN 0006

GRAND TOTAL ____________

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 Estimated 9/8/2025 through Estimated 9/7/2030.

(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 $2500.00, 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 $50,000.00;

(2) Any order for a combination of items in excess of $150,000.00; or

(3) A series of orders from the same ordering office within 3 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 1 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 Estimated 9/7/2030.

(End of Clause)

C.5 52.237-3 CONTINUITY OF SERVICES (JAN 1991)

(a) The Contractor recognizes that the services under this contract are vital to the Government and must be continued without interruption and that, upon contract expiration, a successor, either the Government or another contractor, may continue them. The Contractor agrees to (1) furnish phase-in training and (2) exercise its best efforts and cooperation to effect an orderly and efficient transition to a successor.

(b) The Contractor shall, upon the Contracting Officer's written notice, (1) furnish phase-in, phase-out services for up to 90 days after this contract expires and (2) negotiate in good faith a plan with a successor to determine the nature and extent of phase-in, phase-out services required. The plan shall specify a training program and a date for transferring responsibilities for each division of work described in the plan, and shall be subject to the Contracting Officer's approval. The Contractor shall provide sufficient experienced personnel during the phase-in, phase-out period to ensure that the services called for by this contract are maintained at the required level of proficiency.

(c) The Contractor shall allow as many personnel as practicable to remain on the job to help the successor maintain the continuity and consistency of the services required by this contract.

The Contractor also shall disclose necessary personnel records and allow the successor to conduct on-site interviews with these employees. If selected employees are agreeable to the change, the Contractor shall release them at a mutually agreeable date and negotiate transfer of their earned fringe benefits to the successor.

(d) The Contractor shall be reimbursed for all reasonable phase-in, phase-out costs (i.e., costs incurred within the agreed period after contract expiration that result from phase-in, phase-out operations) and a fee (profit) not to exceed a pro rata portion of the fee (profit) under this contract.

(End of Clause)

C.6 SUPPLEMENTAL INSURANCE REQUIREMENTS

In accordance with FAR 28.307-2 and FAR 52.228-5, the following minimum coverage shall apply to this contract:

(a) Workers' compensation and employers liability: Contractors are required to comply with applicable Federal and State workers' compensation and occupational disease statutes. If occupational diseases are not compensable under those statutes, they shall be covered under the employer's liability section of the insurance policy, except when contract operations are so commingled with a Contractor's commercial operations that it would not be practical to require this coverage. Employer's liability coverage of at least $100,000 is required, except in States with exclusive or monopolistic funds that do not permit workers' compensation to be written by private carriers.

(b) General Liability: $500,000.00 per occurrences.

(c) Automobile liability: $200,000.00 per person; $500,000.00 per occurrence and $20,000.00 property damage.

(d) The successful bidder must present to the Contracting Officer, prior to award, evidence of general liability insurance without any exclusionary clauses for asbestos that would void the general liability coverage.

(End of Clause)

C.7 VAAR 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT

REQUESTS (NOV 2018)

(a) Definitions. As used in this clause—

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

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

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

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

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

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

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

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

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

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

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

Submission of payment requests by mail may be required for—

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

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

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

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

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

(End of Clause)

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

2020) The Contracting Officer reserves the right to designate an Administrative Contracting Officer (ACO) for the purpose of performing certain tasks/duties in the administration of the contract.

Such designation will be in writing through an ACO Letter of Delegation and will identify the responsibilities and limitations of the ACO. A copy of the ACO Letter of Delegation will be furnished to the Contractor.

(End of Clause)

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

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

https://www.acquisition.gov/browse/index/far https://www.va.gov/oal/library/vaar/

FAR

Number

Title Date

52.203-17 CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS NOV 2023

52.204-13 SYSTEM FOR AWARD MANAGEMENT MAINTENANCE OCT 2018

52.204-18 COMMERCIAL AND GOVERNMENT ENTITY CODE

MAINTENANCE

AUG 2020

52.228-5 INSURANCE—WORK ON…