36C24523Q1004.docx

36C24523Q1004

PAGE 1 OF

1. REQUISITION NO.

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NO.

5. SOLICITATION NUMBER

6. SOLICITATION ISSUE DATE

a. NAME

b. TELEPHONE NO. (No Collect Calls)

8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY

CODE

10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE:

% FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ

IFB

RFP

15. DELIVER TO

CODE

16. ADMINISTERED BY

CODE

17a. CONTRACTOR/OFFEROR

CODE

FACILITY CODE

18a. PAYMENT WILL BE MADE BY

CODE

TELEPHONE NO.

UEI:

EFT:

PHONE:

FAX:

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

SEE ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA

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

ARE

ARE NOT ATTACHED.

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

ARE

ARE NOT ATTACHED

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

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

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

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

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

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

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. NOV 2021)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES

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

08-11-2023 Jameel Gordon none 09-01-2023

5:00PM

EDT

36C245 Department of Veterans Affairs Network Contracting Office 5 Perry Point VA Medical Center Building 101C Perry Point, MD 21902

X

561730 $9.5 Million

N/A

36C245 Department of Veterans Affairs Network Contracting Office 5 DC VA Medical Center 50 Irving St. NW Washington, DC 20422 36C245 Department of Veterans Affairs Network Contracting Office 5 Perry Point VA Medical Center Building 101C 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 This solicitation is for landscaping and grounds keeping services for the Washington DC VA Medical Center in accordance with the statement of work.

This will be a straight five-year IDIQ contract with ordering periods 1 through 5. Period of performance is 10/1/23- 9/30/28

The site visit will be on 8/21/23 at 10:00AM EST See Section D for details.

Contractor shall be responsible for the correct title classification of workers and compliance with all applicable wage and hour laws.

One amendment will be posted to answer all questions received by the deadline. Please submit any questions in writing to: jameel.gordon@va.gov by 8/24/23 5:00PM EST.

No phone calls will be accepted.

See CONTINUATION Page

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 Department of Veterans Affairs Network Contracting Office 5 Perry Point VA Medical Center Building 101C Perry Point, MD 21902

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.

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

B.2 STATEMENT OF WORK

LANDSCAPING AND GROUNDSKEEPING SERVICES

1. General: The Contractor shall supply all labor, materials, equipment, supervision, and management to provide landscaping and groundskeeping services for the Washington DC VA Medical Center, Washington DC 20422. The grounds/landscape area is (see Appendix 1 for the site map). The Contractor is expected to perform the landscaping and groundskeeping services with a workforce having experience in landscape management and groundskeeping for medium to large facilities. The work site is the Washington DC VA Medical Center, Washington DC 20422.

2. Scope of Work: Landscaping and groundskeeping services for this facility are required year-round, with majority of the activity occurring during the growing season (March 1 to November 30). The government anticipate awarding a straight five-year IDIQ contract with ordering periods 1 through 5.

The following types of lawncare and groundskeeping activities are required:

· Lawn mowing

· Pruning (heading back and thinning) and removal of both trees and shrubs

· Debris removal

· Planting of annual and perennial plants

· Application of fertilizers and pesticides and herbicides provided by the Contractor as required and approved by the COR

· Parking lot/Sidewalk sweeping

3. Project Requirements:

a) LAWN MOWING, GRASS TRIMMING AND EDGING

· The Contractor shall mow lawns to a height of 2" whenever the grass reaches 3” to 4" (this activity is defined as the “mowing cycle”). Mowing shall be completed within 48 hours of the start of the mowing cycle. All grass clippings and debris shall be removed from lawn areas immediately after the mowing cycle and disposed offsite. Mowing, trimming, and leaf collection/removal (inside and outside the fence). Mulching of grass clippings and/or other debris is not acceptable. Grass clippings and other debris shall be removed from paved and/or concrete areas at the same time. The Contractor shall maintain shrub beds and landscaped areas in a weed and general debris-free condition.

b) TREE/SHRUB CARE

· The Contractor shall trim trees and shrubs of dead, broken branches or those branches/tree parts which must otherwise be removed to preserve the tree or shrub, or which may be an obstruction to pedestrian or vehicle traffic. The Contractor shall notify the Facility Manager in writing within 24 hours of the discovery of any dead trees or bushes. The Contractor shall remove all dead trees and bushes having a height of less than 10 ft. (removal includes the stump of any such tree or bush and removal of debris) after written approval from Facility Manager. The Government will arrange for removal of any dead trees or bushes exceeding 10 ft. in height under a separate contract or an amendment to this contract.

c) MONITORING AND DEBRIS REMOVAL

· The Contractor shall monitor and remove debris weekly from all lawn areas, landscaped areas, paved areas and against buildings.

d) MULCHING

· The Contractor shall maintain a minimum of 2 inches of Hemlock bark mulch in all landscaped areas. Contractor shall submit, in writing, 72 hours in advance for facility manager approval prior to ordering material. Written approval request shall identify areas for application, specification of product to be used and proposed schedule of application.

e) ANNUAL AND PERENNIAL PLANT REPLACEMENT

· The Contractor shall plant and maintain up to 40 individual plants (size pots 1 gallon or smaller) and up to 8 planting flats per ordering period.

f) FERTILIZING, PESTICIDES AND HERBICIDES

· The Contractor shall provide and apply fertilizers, pesticides, and herbicides to landscaped areas and trees. The Contractor shall inspect lawn areas, trees, shrubs and planted areas for insects, rodents or other pests, weedy species of plants, and fungus or other diseases. The Contractor shall be responsible for monitoring the grounds on a routine basis, throughout the period of performance to identify any type of plant pest, disease or any other problem(s) that may cause harm to plants. If any of these problems exist, the Contractor shall submit a written request for chemical application to the facility manager within 24 hours of identifying the problem. A written request shall include, at a minimum the following information: identification of the problem, treatment recommendation, copy of current certified applicator license, SDS for each chemical, and a proposed schedule of application. Chemical application shall be provided by the Contractor ONLY after receiving the written approval from the facility manager. The Contractor shall, weather permitting, apply the approved treatment within 24 hours of receiving the written approval from the facility manager. All pesticides shall be applied by a State of Oregon licensed pesticide applicator. The Contractor shall provide a copy of the applicator’s license and Safety Data Sheets (SDS’s) and manufacturer’s label for any chemicals used on EPA facilities to the facility manager prior to any pesticide application.

Note: EPA is striving to maintain a landscaped condition in conformance with Integrated Pest Management Policy objectives (see Appendix 2). Repeated applications to achieve a 100% pest free condition is not desired. However, EPA emphasizes that early detection and treatment of pests, disease and weeds is the goal.

g) LEAF COLLECTION AND REMOVAL

Outgrowth from a plant stem that is typically a flattened expanded variably shaped greenish organ, constitutes a unit of the foliage, and functions primarily in food manufacture by photosynthesis shall be collected and remove from the VA property and dispose of offsite.

h) PLANT WATERING

All plants and vegetation shall be water on a maintenance cycle in order to keep foliage green.

i) CLEANING AND WEEDING FLOWERBEDS

All flower bed shall be cleaned, and all debris shall be removed.

j) TRANSPLANTING

Lift and reset (a plant) in another soil or situation remove from one place or context and settle or introduce elsewhere.

k) SWEEPING AND IRRIGATION

The Contractor shall sweep (Note: the use of leaf blowers as a substitute for sweeping is not acceptable) all paved parking areas and driveways, supplemented by shoveling as required, to remove all gravel, stones, dirt, wood, grass, and debris. The Contractor shall remove debris from curbs, wheel stops and bumpers. This service shall be performed during weekends monthly in accordance with the approved work plan.

Irrigation shall occur between the hours of 2 - 5 a.m. except for the Front Entry, which may be irrigated at any time outside normal business hours. No drip irrigation is permitted at the Front Entry Landscaped area due to the tripping hazard that would be caused by the section of tubing required from the faucet to the Front Entry area.

Note: Contact the Facility Manager by phone or email at least 24 hours prior to activation of the automatic sprinkler system in courtyard.

l) FUEL STORAGE

The Contractor shall not store any equipment, fuel, fuel mixtures or chemicals on any government property.

m) WORK PLAN REVISIONS

In the event the Contractor is unable to perform any task identified in this Statement of Work in accordance with the approved work plan, the Contractor shall submit a written work plan revision to the facility manager for approval within 24 hours of the delay. Permanent revisions to the work plan must be approved by the Contracting Officer and incorporated into the contract via written modification.

4. Delivery and Installation

Place of Performance: The equipment setup and training will be conducted at the facility:

DC VA Medical Center 50 Irving St. NW Washington, DC 20422

Period of Performance: A straight five-year IDIQ contract with ordering periods 1 through 5. Estimated period of performance is10/1/23- 9/30/28

Base Ordering Period: 10/1/23 - 9/30/24

Delivery Hours: The Warehouse is open to receive deliveries Monday through Friday, 8:00 a.m. to 4:00 p.m., excluding holidays. National Holidays: The holidays observed by the Federal Government are: New Year’s Day, Martin Luther King Day, President’s Day, Memorial Day, Juneteenth, Independence Day, Labor Day, Columbus Day, Veteran’s Day, Thanksgiving Day, and Christmas Day and any other day specifically declared by the President of the United States to be a national holiday. Contractor may work on holidays with prior communication and coordination.

5. Access, Work hours, and Identification: All contractors must report to security upon arrival at the facility. VA identification day badge/s may be required, and if needed/obtained, must be returned upon leaving the VA site being serviced. The Contractor's office will be staffed on regular business days between 9:00 a.m. through 4:00 p.m. Hours of Operation: Normal business hours are Monday through Friday, 8:00 a.m. to 4:00 p.m., excluding holidays. Should the Contractor require work after hours, the Contractor shall arrange in advance with the Contracting Officer's Representative (COR).

Delivery Hours: The Warehouse is open to receive deliveries Monday through Friday, 8:00 a.m. to 4:00 p.m., excluding holidays. National Holidays: The holidays observed by the Federal Government are: New Year's Day, Martin Luther King Day, President's Day, Memorial Day, Juneteenth, Independence Day, Labor Day, Columbus Day, Veteran's Day, Thanksgiving Day, Christmas Day, and any other day expressly declared by the President of the United States to be a national holiday. The contractor may work on holidays with prior communication and coordination.

6. Payment: The contractor shall submit an invoice on an individual basis for services provided. Only invoices with proper documentation will be returned. The invoice shall contain the contract number, date(s) of service, and additional contracting information. Invoicing must be submitted electronically:

Tungsten Support Phone: 1-877-489-6135 Website: http://www.tungsten-network.com/uk/en/ Department of Veterans Affairs Financial Service Center Phone: 1-877-353-9791 Email: vafscched@va.go

Appendix 1 for the site map

B.3 PRICE/COST SCHEDULE

Quantities listed are estimated only and are not guarantees.

This is an Indefinite Delivery Indefinite Quantity Contract. Accordingly, funds are not obligated on this contract at award; rather, funds are obligated via task orders issued against the contract. Task orders shall only be issued by the Contracting Officer. The CO will issue task orders to the Contractor authorizing services via Standard Form 1449. Each task order shall clearly identify the dollar amount authorized under the individual task order and the period of performance of the individual task order. When a task order period of performance is completed, additional services shall not be provided unless a new task order is issued in accordance with the contract.

The minimum dollar amount guaranteed under this contract per task order is $2,5000.00. The maximum dollar amount or contract ceiling for this contract is $1,600,000.00. The maximum amount is not guaranteed. The combined total of all orders placed against this contract cannot exceed the maximum amount/ceiling of this contract.

ITEM INFORMATION

Spring Clean Up Contract Period: Ordering Period 1 POP Begin: 10-01-2023 POP End: 09-30-2024 PRINCIPAL NAICS CODE: 561730 - Landscaping Services PRODUCT/SERVICE CODE: S208 - Housekeeping - Landscaping/Groundskeeping

Fertilization (tree and shrubs)

POP Begin: 10-01-2023 POP End: 09-30-2024

Pruning

POP Begin: 10-01-2023 POP End: 09-30-2024

Weed Control

POP Begin: 10-01-2023 POP End: 09-30-2024

Mowing

POP Begin: 10-01-2023 POP End: 09-30-2024

Fertilization (turf)

POP Begin: 10-01-2023 POP End: 09-30-2024

Core Aeration and Over Seeding

POP Begin: 10-01-2023 POP End: 09-30-2024

Leaf Removal

POP Begin: 10-01-2023 POP End: 09-30-2024

Liming

POP Begin: 10-01-2023 POP End: 09-30-2024

Irrigation System Management

POP Begin: 10-01-2023 POP End: 09-30-2024

Hand Watering (by hose)

POP Begin: 10-01-2023 POP End: 09-30-2024

Hand Watering (truck mounted)

POP Begin: 10-01-2023 POP End: 09-30-2024

Flower Rotation

POP Begin: 10-01-2023 POP End: 09-30-2024

Tree removal and stump grinding once the tree has been removed

POP Begin: 10-01-2023 POP End: 09-30-2024

Fallen Tree Removal

POP Begin: 10-01-2023 POP End: 09-30-2024

Spring Clean Up Contract Period: Ordering Period 2 POP Begin: 10-01-2024 POP End: 09-30-2025

Fertilization (tree and shrubs)

POP Begin: 10-01-2024 POP End: 09-30-2025

Pruning

POP Begin: 10-01-2024 POP End: 09-30-2025

Weed Control

POP Begin: 10-01-2024 POP End: 09-30-2025

Mowing

POP Begin: 10-01-2024 POP End: 09-30-2025

Fertilization (turf)

POP Begin: 10-01-2024 POP End: 09-30-2025

Core Aeration and Over Seeding

POP Begin: 10-01-2024 POP End: 09-30-2025

Leaf Removal

POP Begin: 10-01-2024 POP End: 09-30-2025

Liming

POP Begin: 10-01-2024 POP End: 09-30-2025

Irrigation System Management

POP Begin: 10-01-2024 POP End: 09-30-2025

Hand Watering (by hose)

POP Begin: 10-01-2024 POP End: 09-30-2025

Hand Watering (truck mounted)

POP Begin: 10-01-2024 POP End: 09-30-2025

Flower Rotation

POP Begin: 10-01-2024 POP End: 09-30-2025

Tree removal and stump grinding once the tree has been removed

POP Begin: 10-01-2024 POP End: 09-30-2025

Fallen Tree removal

POP Begin: 10-01-2024 POP End: 09-30-2025

Spring Clean Up Contract Period: Ordering Period 3 POP Begin: 10-01-2025 POP End: 09-30-2026

Fertilization (tree and shrubs)

POP Begin: 10-01-2025 POP End: 09-30-2026

Pruning

POP Begin: 10-01-2025 POP End: 09-30-2026

Weed Control

POP Begin: 10-01-2025 POP End: 09-30-2026

Mowing

POP Begin: 10-01-2025 POP End: 09-30-2026

Fertilization (turf)

POP Begin: 10-01-2025 POP End: 09-30-2026

Core Aeration and Over Seeding

POP Begin: 10-01-2025 POP End: 09-30-2026

Leaf Removal

POP Begin: 10-01-2025 POP End: 09-30-2026

Liming

POP Begin: 10-01-2025 POP End: 09-30-2026

Irrigation System Management

POP Begin: 10-01-2025 POP End: 09-30-2026

Hand Watering (by hose)

POP Begin: 10-01-2025 POP End: 09-30-2026

Hand Watering (truck mounted)

POP Begin: 10-01-2025 POP End: 09-30-2026

Flower Rotation

POP Begin: 10-01-2025 POP End: 09-30-2026

Tree removal and stump grinding once the tree has been removed

POP Begin: 10-01-2025 POP End: 09-30-2026

Fallen Tree removal

POP Begin: 10-01-2025 POP End: 09-30-2026

Spring Clean Up Contract Period: Ordering Period 4 POP Begin: 10-01-2026 POP End: 09-30-2027

Fertilization (tree and shrubs)

POP Begin: 10-01-2026 POP End: 09-30-2027

Pruning

POP Begin: 10-01-2026 POP End: 09-30-2027

Weed Control

POP Begin: 10-01-2026 POP End: 09-30-2027

Mowing

POP Begin: 10-01-2026 POP End: 09-30-2027

Fertilization (turf)

POP Begin: 10-01-2026 POP End: 09-30-2027

Core Aeration and Over Seeding

POP Begin: 10-01-2026 POP End: 09-30-2027

Leaf Removal

POP Begin: 10-01-2026 POP End: 09-30-2027

Liming

POP Begin: 10-01-2026 POP End: 09-30-2027

Irrigation System Management

POP Begin: 10-01-2026 POP End: 09-30-2027

Hand Watering (by hose)

POP Begin: 10-01-2026 POP End: 09-30-2027

Hand Watering (truck mounted)

POP Begin: 10-01-2026 POP End: 09-30-2027

Flower Rotation

POP Begin: 10-01-2026 POP End: 09-30-2027

Tree removal and stump grinding once the tree has been removed

POP Begin: 10-01-2026 POP End: 09-30-2027

Fallen Tree Removal

POP Begin: 10-01-2026 POP End: 09-30-2027

Spring Clean Up Contract Period: Ordering Period 5 POP Begin: 10-01-2027 POP End: 09-30-2028

Fertilization (tree and shrubs)

POP Begin: 10-01-2027 POP End: 09-30-2028

Pruning

POP Begin: 10-01-2027 POP End: 09-30-2028

Weed Control

POP Begin: 10-01-2027 POP End: 09-30-2028

Mowing

POP Begin: 10-01-2027 POP End: 09-30-2028

Fertilization (turf)

POP Begin: 10-01-2027 POP End: 09-30-2028

Core Aeration and Over Seeding

POP Begin: 10-01-2027 POP End: 09-30-2028

Leaf Removal

POP Begin: 10-01-2027 POP End: 09-30-2028

Liming

POP Begin: 10-01-2027 POP End: 09-30-2028

Irrigation System Management

POP Begin: 10-01-2027 POP End: 09-30-2028

Hand Watering (by hose)

POP Begin: 10-01-2027 POP End: 09-30-2028

Hand Watering (truck mounted)

POP Begin: 10-01-2027 POP End: 09-30-2028

Flower Rotation

POP Begin: 10-01-2027 POP End: 09-30-2028

Tree removal stump grinding once the tree has been removed

POP Begin: 10-01-2027 POP End: 09-30-2028

Fallen Tree Removal

POP Begin: 10-01-2027 POP End: 09-30-2028

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (DEC 2022)

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 4701 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

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

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

C.2 52.252-2 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/

(End of Clause)

C.3 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 10/01/2023 through 09/30/2028.

(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.4 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 $50.00, 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 $1,500,000.00;

(2) Any order for a combination of items in excess of $1,500,000.00; or

(3) A series of orders from the same ordering office within 365 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 30 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.5 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 the expiration date of the last task order.

(End of Clause)

C.6 52.228-5 INSURANCE—WORK ON A GOVERNMENT INSTALLATION (JAN 1997)

(a) The Contractor shall, at its own expense, provide and maintain during the entire performance of this contract, at least the kinds and minimum amounts of insurance required in the Schedule or elsewhere in the contract.

(b) Before commencing work under this contract, the Contractor shall notify the Contracting Officer in writing that the required insurance has been obtained. The policies evidencing required insurance shall contain an endorsement to the effect that any cancellation or any material change adversely affecting the Government's interest shall not be effective—

(1) For such period as the laws of the State in which this contract is to be performed prescribe; or

(2) Until 30 days after the insurer or the Contractor gives written notice to the Contracting Officer, whichever period is longer.

(c) The Contractor shall insert the substance of this clause, including this paragraph (c), in subcontracts under this contract that require work on a Government installation and shall require subcontractors to provide and maintain the insurance required in the Schedule or elsewhere in the contract. The Contractor shall maintain a copy of all subcontractors' proofs of required insurance, and shall make copies available to the Contracting Officer upon request.

(End of Clause)

C.7 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.8 VAAR 852.201-70 CONTRACTING OFFICER'S REPRESENTATIVE (DEC 2022)

The Contracting Officer reserves the right to designate representatives to act for him/her in furnishing…