36C24520Q0201-001.docx

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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

36C24520Q0201 01-31-2020 Caitlin Hippensteel

304.263.0811 x3012 02-14-2020

2:00 PM EST

Department of Veterans Affairs

VAMC (613)

VISN 5 Contract Satellite Office 510 Butler Avenue, Building 306A Martinsburg WV 25405 X X 561710 $12 Million N/A X Department of Veterans Affairs

VAMC (613)

VISN 5 Contract Satellite Office 510 Butler Avenue, Building 306A Martinsburg WV 25405 Department of Veterans Affairs

VAMC (613)

VISN 5 Contract Satellite Office 510 Butler Avenue, Building 306A Martinsburg WV 25405

PAYMENT WILL BE MADE BY

FSC e-Invoice Payment Invoice must be submitted electronically http://www.fsc.va.gov/einvoice.asp http://www.fsc.va.gov/einvoice.asp See CONTINUATION Page The contractor shall provide Pest Management Services to the Martinsburg, WV VAMC. All work shall be in accordance with the incorporated Statement of Work.

Period of Performance: 2/21/20 - 2/20/21, with four 12-month option periods.

All questions are due to caitlin.hippensteel@va.gov on 2/7/2020 at 2:00 PM EST.

See CONTINUATION Page x X x Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

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

a. CONTRACTOR:

b. GOVERNMENT: Contracting Officer 36C245 Deborah Reardon Department of Veterans Affairs

VAMC (613)

VISN 5 Contract Satellite Office 510 Butler Avenue, Building 306A 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 http://www.fsc.va.gov/einvoice.asp

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

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

Provide Monthly Integrated Pest Control Services in accordance with the SOW.

Contract Period: Base POP Begin: 02-21-2020 POP End: 02-20-2021 PRODUCT/SERVICE CODE: S207 - Housekeeping- Insect/Rodent Control

Maintenance Termite Colony Elimination Sytem Chapel, #203, CPOD, #217, Baker House and Building 501

POP Begin: 02-21-2020 POP End: 01-20-2021

Bed Bug Treatment thermal remediation to single room. All work shall be in accordance with the Statement of Work.

POP Begin: 02-21-2020

Canine inspection services. All work shall be in accordance with the statement of work.

POP Begin: 02-21-2020

Maintenance Termite Colony Elimination Sytem Chapel, #203, CPOD, #217, Baker House and Building 501 Contract Period: Option 2 POP Begin: 02-21-2022 POP End: 01-20-2023

Maintenance Termite Colony Elimination Sytem Chapel, #203, CPOD, #217, Baker House and Building 501 Contract Period: Option 1 POP Begin: 02-21-2021 POP End: 01-20-2022

Bed Bug Treatment thermal remediation to single room. All work shall be in accordance with the Statement of Work.

POP Begin: 02-21-2021 POP End: 02-20-2022

Canine inspection services. All work shall be in accordance with the statement of work.

POP Begin: 02-21-2021 POP End: 02-20-2022

Maintenance Termite Colony Elimination System Chapel, #203, CPOD, #217, Baker House and Building 501

POP Begin: 02-21-2022

Maintenance Termite Colony Elimination Sytem Chapel, #203, CPOD, #217, Baker House and Building 501

POP Begin: 02-21-2022

Maintenance Termite Colony Elimination System Chapel, #203, CPOD, #217, Baker House and Building 501

POP Begin: 02-21-2022

Canine inspection services. All work shall be in accordance with the statement of work.

POP Begin: 02-21-2022 POP End: 02-20-2023

Bed Bug Treatment thermal remediation to single room. All work shall be in accordance with the Statement of Work.

POP Begin: 02-21-2022 POP End: 02-20-2023

Maintenance Termite Colony Elimination System Chapel, #203, CPOD, #217, Baker House and Building 501

POP Begin: 02-21-2022

Maintenance Termite Colony Elimination System Chapel, #203, CPOD, #217, Baker House and Building 501

POP Begin: 02-21-2022

Maintenance Termite Colony Elimination Sytem Chapel, #203, CPOD, #217, Baker House and Building 501 Contract Period: Option 3 POP Begin: 02-21-2023 POP End: 02-20-2024

Provide Monthly Integrated Pest Control Services in accordance with the SOW.

Contract Period: Option 4 POP Begin: 02-21-2024 POP End: 02-20-2025

Canine inspection services. All work shall be in accordance with the statement of work.

POP Begin: 02-21-2023

Bed Bug Treatment thermal remediation to single room. All work shall be in accordance with the Statement of Work.

POP Begin: 02-21-2023

Maintenance Termite Colony Elimination Sytem Chapel, #203, CPOD, #217, Baker House and Building 501

POP Begin: 02-21-2024

Bed Bug Treatment thermal remediation to single room. All work shall be in accordance with the Statement of Work.

POP Begin: 02-21-2024

Canine inspection services. All work shall be in accordance with the statement of work.

POP Begin: 02-21-2024 POP End: 02-21-2025

36C24520Q0201

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B.3 STATEMENT OF WORK

Qualification: Vendor must be licensed/ permitted in the State of West Virginia for Integrated Pest Management (IPM).

1. GENERAL REQUIREMENTS

1.1 The contractor shall furnish all labor, equipment, supplies, transportation, developing and implementing an integrated pest management plan consistent of the integrated pest management guide (IPM)1850.2, including both the interior and exterior of the Veterans Affairs Medical Center (henceforth referred to as the VA) medical facilities during the period of for the Martinsburg VAMC, 510 Butler Avenue, Martinsburg, WV 25405.

1.2 Work Hours: The Environmental Management Service (EMS) reserves the right to set normal work hours, including on call scheduling with the contractor and CO/ COR prior to any services provided.

1.3 National Holidays: The Federal Government has observed the ten following holidays:

a. New Years

b. Martin Luther King

c. President’s day, Memorial Day

d. Independence Day

e. Labor Day

f. Columbus Day

g. Veteran’s Day

h. Thanksgiving Day

i. Christmas Day Note: Other days specifically declared by the President of the United States to be a national holiday.

2. SPECIFICATION

2.1 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. SPECIFICATION (Continued)

2.2 The IPM plan requires approval by the CO/ COR prior to implementation.

2.3 Contractors IPM plan requires following tasks:

a. Must be able to furnish and operate Heat Unit(s) and fan(s) equipment’s to raise room temperature above 120 degree Fahrenheit and hold temperatures at that rate for minimum of five hours.

b. Inspect to determine pest management measures are appropriate and required.

c. Recommend and communicate to the CO/ COR environmental sanitation practices that restrict or eliminate food, water or harborage for pests and recommend engineering practices that limit entry of pests.

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

e. Collection and disposal of all pests.

f. Selection and use of the most environmentally sound pesticide(s) to affect control when chemical control methods are necessary.

g. Control general structural arthropod pests (i.e., cockroaches, ants, carpet beetles, spiders, carpenter ants, carpenter bees, etc.).

h. Control flying insect pests (i.e., housefly, stable fly, blow flies, etc.).

i. Control predatory pests (i.e., lice, bedbugs, fleas, mites, ticks, bees, wasps, mosquitoes, scorpions, etc.)

j. Control stored product pests (i.e., saw tooth grain beetle, red confused flour beetle, trogoderma beetles, grain moths etc.)

k. Control mice and rats (i.e., house mouse, field mouse, roof rat, Norway rats, etc.)

l. Control pest birds (i.e., pigeons, sparrows, blackbirds, etc.)

m. Control other vertebrate pests (i.e., dogs, cats, bats, squirrels, gophers, moles, skunks, snakes, rabbits, raccoons, etc.).

n. Control wood destroying organisms (i.e., subterranean termites, dry wood termites, fungi, wood boring beetles, etc.).

o. Control aquatic pests (i.e., mosquito larva/pupae, algae etc.).

p. Provide Termite Colony Elimination system in Chapel #203, CPOD, #217, Baker House, and Building 501.

3. CALL BACKS

3.1 EMERGENCY CALL BACK: The Contractor shall within two hours after receipt of notification by the CO/ COR or designee, perform Integrated Pest Management (IPM) Services to correct the emergent condition. This call back service shall be accomplished at no additional charge to the Government.

3.1.1

a. Bed bug inspection by Pest Technician or K-9. K-9 services will be utilized on a as need basis.

b. Other pest emergencies as identified by COR

3.2 NON-EMERGENT CALLS: Contractor shall report within mutually agreed upon time with CO/ COR for non-scheduled services without additional charge to the Government.

4. REPORTING FOR SCHEDULED SERVICES

4.1 The Contractor shall report to GA-137 D in building 500 of the Martinsburg VHA facility, on scheduled days or on demand, for any instructions for location of infestation. The contractor will maintain daily log/ written reports of type activities and visits.

5. COMPLIANCE/ REGULATIONS

2. Contractor must obey all Environmental Protection Agency (EPA) regulations.

a. Every pesticide bought, sold, or used in the United States must, by law, be registered by the U.S. EPA and in each of the sates. EPA approves not only the product itself, but also each separate use for which it is intended, and the product label. Contractor is responsible for applying only those pesticides that are registered.

3. Contractor must obey all Department of Transportation (DOT) regulations.

a. Shipment of pesticides and other dangerous substances across state lines is regulated by the federal DOT.

4. Contractor must obey all Occupational Safety and Health Administration (OSHA) regulations.

6. SAFETY FACTORS

5.1 All rodenticides or traps shall be placed only at times and in areas approved by the CO/ COR or his/her designee. Rodenticides and/ or traps shall be placed as necessary and per manufacturer recommendations. No pest control material or trap shall be placed where it may be recovered by patients, nor shall such material be allowed to contact food or cooking utensils.

7. STORAGE OF PEST CONTROL MATERIALS

6.1 Storage of pest control materials or equipment is prohibited without the written approval of the CO/ COR.

6.2 Guidelines within the integrated pest management plan IPM 1850.2 of the VHA program guide will be maintained during any approval of the CO/COR.

8. QUALITY ASSURANCE

7.1 Emergency complaints will be addressed and corrected within twenty four hours or less. Non-emergent complaints will be addressed and corrected within seventy two hours.

7.2 Failure to meet prescribed timeframes shall not exceed two times per month.

9. REPORTS

9.1 After each service (scheduled or non-scheduled) contractor personnel will submit documentation including but not limited to:

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.

10. VENDORS PERSONNEL BADGES AND PARKING

10.1 The vendor shall provide the CO/ COR with a list of employees expected to enter the buildings to pick up confidential documents. 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.

10.2 An access badge will be given to the vendor’s employee upon entrance into VA buildings. The contractor employee must safeguard the access badge and immediately report any lost, stolen, or destroyed badges to the CO/ COR. All contract personnel must properly display their access badges. Access badges must be worn at or above the waist (facing forward.). The contractor’s employees must return the access badge(s) to the COTR or designee at the end of each pick up process.

10.3 The contractor shall be required to comply with all security policies/requirements of (your facility). All security policies/requirements must be met and employees cleared prior to the contractor performing work under this contract. Employees that cannot meet the security and clearance requirements shall not be allowed to perform work under this contract.

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

10.5 Martinsburg VAMC does not validate or make reimbursement for parking violations of the contractor’s personnel under any circumstance.

11. INTERFERENCE TO NORMAL FUNCTION

11.1Contractor 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.

11.2In the event of an emergency, contractor services may be stopped and rescheduled at no additional cost to the government.

12. INTERFERENCE TO NORMAL FUNCTION (Continued)

10.3 Contractor personnel shall inform the CO/ COR 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 CO/ COR or designee.

B.4 CONTRACTOR’S PERFORMANCE ASSESSMENT REPORTING SYSTEM

This contract will require reporting by the Veterans Health Administration (VHA) in the Contractor Performance Assessment Reporting System (CPARS); therefore, at the time of award the contractor shall provide to the Contracting Officer a Point-of-Contract (POC) individual who will be responsible for managing reports within CPARS on this contract and will be assigned the role as “contractor representative” (CR) within CPARS.

CPARS is a Federal-agency wide system for the collection of Contractor Past Performance Information (PPI). Reporting PPI through CPARS is being implemented throughout VHA to be in compliance with the requirements of FAR Part 42 for documenting contractor performance assessments and evaluations.

PPI is relevant information for future source selection purposes regarding a contractor’s actions under previously awarded contracts. It includes, for example, the contractor’s record of conforming to contract requirements and to standards of good workmanship; the contractor’s record of forecasting and controlling costs; the contractor’s adherence to contract schedules, including the administrative aspects of performance; the contractor’s history of reasonable and cooperative behavior and commitment to customer satisfaction; the contractor’s record of integrity and business ethics, and, generally, the contractor’s business-like concern for the interest of the customer.

After award, the contractor’s CR will receive an email notification that access to the contract has been given to them. The CR should ensure that their contact information is accurate in CPARS at http://www.cpars.gov. The Contracting Officer/Contracting Officer Representative will evaluate the contractor's performance throughout the life of the contract, generally every 365 days, and at the end of contract performance. The report shall, then, be assigned in CPARS to the contractor's designated CR for comment.

The contractor’s CR will have up to 60 days to submit any comments and then the evaluation will be re-assigned to the VA Contracting Officer/contract specialist acting as the Assessing Official within CPARS. Failure to comment and respond within the 60 days will result in the Government's evaluation being placed on file in the database with a statement that the contractor failed to respond. The contractor should note that the government’s evaluation will appear in the Past Performance Information Retrieval System (PPIRS) on day 15 in a pending status if the CR has not commented by day 15. After the CR has either commented or failed to respond within 60 days, the evaluation will become final in PPIRS.

It is the responsibility of the contractor to contact the contracting officer and request a change if, at any time, the contractor wishes to change the person assigned as the contractor representative on this contract.

Training in the use of CPARS is available on line at http://www.cpars.gov by clicking on the tab “Training”.

CPARS REPORTING

In order to ensure the timely completion of contractor performance evaluations within the Contractor Performance Assessment Reporting System (CPARS), the following individuals are assigned these specific roles within the system:

Assessing Official’s Representative (if applicable) - to be determined

Assessing Official – CAITLIN.HIPPENSTEEL@VA.GOV

Contractor Representative – to be determined

Training for all persons responsible for the preparation and review of performance assessments is available online at:

https://www.cpars.gov/allapps/cpartrng/webtrain/webtrain_all.htm

SECTION C - CONTRACT CLAUSES

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

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

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

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

C.2 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 30 days.

“Evaluations of Options" For purposes of award of this Contract, the Government intends to evaluate the option to extend services under FAR 52.217-8 as follows: The evaluation will consider the possibility that the option can be exercised at any time and can be exercised in increments of one to six months, but not for more than a total of six months during the life of the contract. The evaluation will assume that the prices for any option exercised under FAR 52.217-8 will be those rates in effect under the contract each time an option is exercised under this clause. The evaluation will therefore assume that the addition of the price or prices of any possible extension or extensions under FAR 52.217-8 to the total price for the basic requirement and the total price for the priced options has the same effect on the total price of all proposals relative to each other, and will not affect the ranking of proposals based on price, unless, after reviewing the proposals, the Government determines that there is a basis for finding otherwise. This evaluation will not obligate the Government to exercise any option under FAR 52.217-8.

(End of Clause)

C.3 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within 30 days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed five (5) years.

(End of Clause)

C.4 52.219-14 LIMITATIONS ON SUBCONTRACTING (JAN 2017)

(a) This clause does not apply to the unrestricted portion of a partial set-aside.

(b) Applicability. This clause applies only to—

(1) Contracts that have been set aside or reserved for small business concerns or 8(a) participants;

(2) Part or parts of a multiple-award contract that have been set aside for small business concerns or 8(a) participants; and

(3) Orders set aside for small business or 8(a) participants under multiple-award contracts as described in 8.405-5 and 16.505(b)(2)(i)(F).

(c) By submission of an offer and execution of a contract, the Offeror/Contractor agrees that in performance of the contract in the case of a contract for—

(1) Services (except construction). At least 50 percent of the cost of contract performance incurred for personnel shall be expended for employees of the concern.

(2) Supplies (other than procurement from a nonmanufacturer of such supplies). The concern shall perform work for at least 50 percent of the cost of manufacturing the supplies, not including the cost of materials.

(3) General construction. The concern will perform at least 15 percent of the cost of the contract, not including the cost of materials, with its own employees.

(4) Construction by special trade contractors. The concern will perform at least 25 percent of the cost of the contract, not including the cost of materials, with its own employees.

(End of Clause)

C.5 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.6 VAAR 852.203-70 COMMERCIAL ADVERTISING (MAY 2018)

The Contractor shall not make reference in its commercial advertising to Department of Veterans Affairs contracts in a manner that states or implies the Department of Veterans Affairs approves or endorses the Contractor’s products or services or considers the Contractor’s products or services superior to other products or services.

(End of Clause) C.7 VAAR 852.219-74 LIMITATIONS ON SUBCONTRACTING—MONITORING AND COMPLIANCE (JUL 2018)

(a) This solicitation includes FAR 52.219-14 Limitations on Subcontracting.

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

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

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

(End of Clause)

C.8 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.9 VAAR 852.270-1 REPRESENTATIVES OF CONTRACTING OFFICERS (JAN 2008)

The contracting officer reserves the right to designate representatives to act for him/her in furnishing technical guidance and advice or generally monitor the work to be performed under this…