36C24519Q0348-001.docx

36C24519Q0348

PAGE 1 OF

1. REQUISITION NO.

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NO.

5. SOLICITATION NUMBER

6. SOLICITATION ISSUE DATE

a. NAME

b. TELEPHONE NO. (No Collect Calls)

8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY

CODE

10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE:

% FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ

IFB

RFP

15. DELIVER TO

CODE

16. ADMINISTERED BY

CODE

17a. CONTRACTOR/OFFEROR

CODE

FACILITY CODE

18a. PAYMENT WILL BE MADE BY

CODE

TELEPHONE NO.

DUNS:

DUNS+4:

PHONE:

FAX:

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN OFFER 18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK BELOW IS CHECKED

SEE ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

(Use Reverse and/or Attach Additional Sheets as Necessary)

25. ACCOUNTING AND APPROPRIATION DATA

26. TOTAL AWARD AMOUNT (For Govt. Use Only) 27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 AND 52.212-5 ARE ATTACHED. ADDENDA

ARE

ARE NOT ATTACHED.

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA

ARE

ARE NOT ATTACHED

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN _______________

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY

(BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

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

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. 2/2012)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

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

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

613-19-2-985-0057 36C24519Q0348 06-13-2019 Tyler Hallock 304-263-0811 * 3222 07-12-2019

4:30PM

Department of Veterans Affairs Martinsburg VAMC Contracting Officer (90C) 510 Butler Ave.

Martinsburg WV 25405 X X 337127 500 Employees N/A X Department of Veterans Affairs Martinsburg VAMC 510 Butler Ave Martinsburg WV 25405 Department of Veterans Affairs VA Maryland Health Care System Contracting Officer (90C) P.O. Box 1000, Bldg. 101, Room 26 Perry Point MD 21902

PAYMENT WILL BE MADE BY

FSC e-Invoice Payment Invoice must be submitted electronically http://www.fsc.va.gov/einvoice.asp Invoice Setup Information 1-877-489-6135 See CONTINUATION Page Furnishings for 2D Surgical Renovations at Martinsburg VAMC See Statement Of Work On Page 3. For Supplies List Contract POC: Tyler Hallock, robert.hallock@va.gov Contract POC Phone No: 304-263-0811 * 3222 SDVOSB Set Aside, Tiered Evaluations to Includ Small Bus.

Firm Fixed Price, LPTA Standards Site Visit on 06/20/2019 @ 10:30am Main Lobby Martinsburg Questions Submitted by: 06/28/2019 @ 4:30pm RFQ Ends: 07/12/2019 @ 4:30pm See Attachments For Excel Spreadsheets Of Items & Drawings See CONTINUATION Page X X Robert Tyler Hallock Contracting Officer Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

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

b. GOVERNMENT: Contracting Officer 36C245 Department of Veterans Affairs Martinsburg VAMC Contracting Officer (90C) 510 Butler Ave.

Martinsburg WV 25405

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

3. INVOICES: Invoices shall be submitted in arrears:

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

PAYMENT WILL BE MADE BY

FSC e-Invoice Payment Invoice must be submitted electronically http://www.fsc.va.gov/einvoice.asp Invoice Setup Information 1-877-489-6135

613-19-2-985-0057

Statement of Work

PURPOSE: 2D SURGICAL SUITE ACTIVATION FURNISHINGS- BLDG 500- 2ND FLOOR

COMPLETION DATE: August 12, 2019 INSTALLATION: Date/time be coordinated with POC.

PHYSICAL ADDRESS: Martinsburg VAMC 510 Butler Ave Martinsburg, WV 25405 Contract POC: Robert Tyler Hallock – 304-263-0811 * 3222 - robert.hallock@va.gov

Alt: Kim Graham, Activations Coordinator 304-363-0811 x3076 Kimberly.Graham2@va.gov

INTERIOR DESIGN -

Admin Area

500-2D-118

Accessory: Square Magnets (set of 3)- soft gray

Accessory: Magnetic Box (soft gray)

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

On Call

500-2D-119

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

Conference Room

500-2D-120

Accessory: Square Magnets (set of 3)- soft gray

Accessory: Magnetic Box (soft gray)

Office

500-2D-121

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

Accessory: Square Magnets (set of 3)- soft gray

Accessory: Magnetic Box (soft gray)

Office

500-2D-122

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

Accessory: Square Magnets (set of 3)- soft gray

Accessory: Magnetic Box (soft gray)

Breakroom

500-2D-123

Lockable Storage

500-2D-123A

SINGLE TIER FULL HEIGHT

HASP CONCEALED HINGE

3/4" SHELF-2 QTY

VANITY-1 QTY

COAT HOOKS-3 QTY

MIRROR

SLOPED TOP

TOE KICK, ADJ. LEGS NUMBERS 1-6 L TO R

FILLER PANEL AND DECORATIVE END PANEL

Office

500-2D-124

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

Accessory: Square Magnets (set of 3)- soft gray

Accessory: Magnetic Box (soft gray)

Office

500-2D-125

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

Accessory: Square Magnets (set of 3)- soft gray

Accessory: Magnetic Box (soft gray)

Exam Room

500-2D-127

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

Exam Room

500-2D-128

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

Office

500-2D-129

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

Accessory: Square Magnets (set of 3)- soft gray

Accessory: Magnetic Box (soft gray)

Exam Room

500-2D-130

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

On Call

500-2D-133

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

Exam Room

500-2D-134

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

Exam Room

500-2D-136

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

Exam Room

500-2D-137

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

Exam Room

500-2D-138

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

Exam Room

500-2D-139

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

Exam Room

500-2D-140

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

Waiting Room

500-2D-141

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

Check-In

500-2D-143

see layout

J2507:B1:C1:Y1:SS:AOPL/AOPR:SFS: PB:G1

AOPL/AOPR- Optima Platinum Arm

B1- 26" standard marquis base

Y1- Standard Cylinder; 3.5" stroke (adj. seated height range 17"-20.5")

SFS- Sport Foam on Seat

SS- Seat Slider; Side Lever

PB- Upholstered back with back shell

Upholstered seat and back: Spradling Silvertex STX-8822 Storm

Est. Install (to include Shipping)

Section Subtotal

$0.00

Project Total

For a Better Detailed Drawing Please See Adobe Attachment to RFQ.

SECTION C - CONTRACT CLAUSES

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

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

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

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

C.2 VAAR 852.215-71 EVALUATION FACTOR COMMITMENTS (DEC 2009)

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

(End of Clause) C.3 VAAR 852.219-74 LIMITATIONS ON SUBCONTRACTING—MONITORING AND COMPLIANCE (JUL…