36C24523Q1100.docx

36C24523Q1100

RFQ 36C24523Q1100

Valet Services VA Maryland Healthcare 10 North Greene St Baltimore, MD 21201

This solicitation is intended to procure valet services in accordance with the statement of work.

NAICS: 485999

TYPE OF CONTRACT: This will be a Firm-Fixed-Price Contract

This is a SDVOSB set-aside. Please see section E for Instructions to Offerors.

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

512-24-1-532-0003 36C24523Q1100 08-18-2023 Tracy Dotson 304-263-0811 x7627 09-01-2023 15:00

EDT

Department of Veterans Affairs Network Contracting Office 5 (NCO 5) 90C

NCO 5

1540 Spring Valley Dr.

Huntington WV 25704 X X 485999 $19 Million N/A X VA Maryland Healthcare 10 North Greene St Baltimore MD 21201 Department of Veterans Affairs Network Contracting Office 5 (NCO 5) Satelite Office Spring Valley Drive Huntington WV 25704

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 Contractor shall provide valet services in accordance with the statement of work.

See Section E for instructions to offerors.

POC: tracy.dotson@va.gov See CONTINUATION Page X X X Craig Armagost 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:

a. CONTRACTOR: TBD

b. GOVERNMENT: Contracting Officer 36C245 Department of Veterans Affairs Network Contracting Office 5 (NCO 5) 90C

NCO 5

1540 Spring Valley Dr.

Huntington WV 25704

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.

B.2 STATEMENT OF WORK

OVERVIEW:

The VA Maryland Health Care System located at 10 north Greene Street and 3900 Loch Raven Boulevard in Baltimore Maryland has approximately 1650 outpatients seen per day. The amount of available parking spaces at both Medical Centers to accommodate patients, staff, volunteers and visitors on any given day is limited. The need is for a contractor to park and/or provide assistance in parking to veteran patients only, five days per week Monday through Friday.

The VA wants to assist these veterans by creating a friendly and caring environment showing our veterans compassion and a feeling of great service. The valet parking would eliminate the veteran from driving around the parking garage or parking lots looking for a parking space, and would also eliminate the veteran’s walking distance from their vehicle to the elevator at Baltimore VA Medical Center or to the Main Entrance to the Loch Raven Medical Center. The valet service would give the veteran a stress-free experience and an efficient start to VA service care.

LOCATIONS:

VA Maryland Health Care System main campus

10 N Greene Street, Baltimore, Maryland, 21201

The contractor shall provide valet parking services at the VA Maryland Health Care System main campus located at 10n Greene Street, Baltimore, Maryland, 21201. The site has approximately 150 parking spaces available for full valet parking. The contractor will operate from the designated entrance area on P-1 of the Baltimore Garage. The contractor will be responsible for greeting valet customers, managing claim tickets, parking vehicles, securing keys and retrieving vehicles for the period specified in the contract.

The contractor shall also provide valet parking services at the VA Maryland Health Care System Community Living Center located at 3900 Loch Raven Blvd, Baltimore Maryland, 21218. The site has approximately 31 parking spaces available for full valet parking. The contractor will operate from the designated entrance of the bldg. #5, located at 3901 Alameda Blvd, Baltimore, Maryland, 21218.The contractor will be responsible for greeting valet customers, managing claim tickets, parking vehicles, securing keys and retrieving vehicles for the period specified in the contract.

SCOPE:

The need is for a contractor to park and/or provide assistance in parking to veteran patients only, five days per week Monday through Friday. The contractor will be completely liable and responsible for providing patients with a valet claim check, securing keys, parking, delivering, and directing certain valet vehicles to and from the valet greeting area.

The contractor will staff the valet parking operation with as many employees needed at all times to ensure an efficient operation. An efficient operation is defined as: No vehicle waits more than 5 minutes to be valet parked and 10 minutes to be retrieved 95% of the time. The Contracting Officer's Technical Representative (COR) will audit the turnaround time to assure contractor compliance. The contractor's ability to manage the traffic flow will be periodically audited to assure that the contractor is putting the Veteran first and providing a safe and efficient operation.

Vehicles requiring Valet Parking shall be stopped by the contractor's employee, who will ask the driver/passengers for VA Patient Identification Card and the estimated time of departure. The attendants will give the driver a claim ticket and park the car in a space based on the length of stay. If the driver does not qualify for valet parking, the attendant will direct the driver to a parking lot for self-parking. All vehicles parked by the contractor's parking attendants will be locked and secured. Driver's keys will be secured at the valet booth. When a parking patron returns for their car, they will give the attendant their claim check; and the attendant will deliver the car for easy exiting. The contractor's parking attendant will turn over any vehicle keys to vehicles still on the premises after valet parking hours 5:00 PM to the Contract Security booth on P-1. Owners of these vehicles will contact the Contract Security Guard to pick up their keys. In the event of a lost claim check, vehicle owners will be referred to the VA Police for resolution. No vehicle will be released without a claim check or direction from the VA Police.

Contractor shall provide attendants trained to operate handicapped vehicles. Handicapped patients will be encouraged to utilize valet parking to ease their access into the facility.

Only VA patients are permitted to use the valet service. It is the contractor's responsibility to screen out employees, volunteers, visitors and vendors from using the valet parking services. A tag will be hung from the rear-view mirror of all valet parked vehicles to quickly identify the vehicle as authorized to be in valet parking space. Valet parked vehicles will be backed into the parking space to make it easier for enforcement of parking policies. The valet contractor is responsible for parking control and monitoring of valet parking areas for unauthorized vehicles. The contractor will report any violations to VA Police.

CONTRACTOR RESPONSIBILITIES:

The contractor will provide a locking key cabinet(s) to be located in the Government provided valet area. The contractor will furnish and install all signs needed for the Government provided valet area. Signs directing patients to the free valet parking drop-off point will designate days and hours of operation and indicate, "No tipping". A sign must be furnished and installed on the Valet Parking Podium and at the vehicle drop-off point that outlines the procedure for vehicle owners and identifies valet parking as free for VA Patients as well as the "no tipping" policy. No tipping will be strictly enforced. Contractor's employees are restricted from accepting tips of any kind. In the event that the valet parking becomes full a sign will be posted near the Parking Attendant guard reading “Valet Full”. The contractor will advised the VA Police Service the valet parking is temporary full and again advise the VA Police Service when it reopens. Signs shall be posted at necessary locations in the valet lot to restrict access from non-valet parked vehicles. Signs shall be in accordance with VA signage regulations. Hand-written signs are not allowed. Prior to installation, the sign must be approved by the Contracting Officer's Technical Representative (COR).

The contractor will provide uniforms (including outerwear, jackets, hats, etc.) to all personnel working under this contract. Uniforms shall facilitate easy identification of contractor employees by employee name and company name. Uniforms must be consistent in style and color and be worn at all times during performance of contract duties. All uniform styles must be approved by the COR prior to implementation.

The contractor shall have at least three (3) years of experience in successfully providing parking valet services. The contractor shall provide experienced, fully trained valent parking attendants completely competent to perform the required work. All parking attendants will be trained in providing excellent customer service demonstrating courtesy, kindness, and caring. Orientation and training of contractor employees will be documented in writing to the COR. All contractor employees serving as parking attendants must possess a valid Maryland driver's license, have no criminal history, and be fluent in the English language. Parking patrons will be treated courteously and with respect at all times. Contractor's employees shall be neat and clean in appearance. Contractor employees shall be required to adhere to all VA rules and regulations.

The COR may request immediate removal and replacement of any contract employee found not representative of the image of a professional health care organization regarding appearance, behavior, professional attitude, and other causes deemed tarnishing of the image of the Department of Veterans Affairs.

The contractor will designate in writing an employee to act in a supervisory capacity and as representative of the contractor in handling any valet parking concerns. If this person is not present on site, the contractor will designate another employee, in writing, as "acting" during the period of absence.

Parking attendants will assist parking patrons by removing wheelchairs and carts from their automobiles for patrons exiting their vehicle. Parking attendants will drive slowly and cautiously, paying attention to pedestrian traffic.

The VA will provide lot maintenance, cleaning, repair and snow removal services in the parking areas involved in this contract. The contractor will notify the VA of any areas that may pose a safety hazard to patients, employees, and visitors. Any suspicious activity occurring in valet parking areas will be reported to VA police.

Hours of Operation: Hours of valet operations are 7:00 am to 5:00 pm Monday - Friday, excluding Federal Holidays listed below and any other day specifically declared by the President of the United States to be a Federal Holiday

Valet parking services shall be provided continuously Mondays through Fridays, from 7:00 a.m. to 5:00 p.m., with no break in service due to Contractor employee lunch breaks or coffee breaks.

Insurance Requirements:

a. Refer to FAR 52.228-5, Insurance—Work on a Government Installation, VAAR 852.237-70, Contractor Responsibilities, and VAAR 852.237-71, Indemnification and Insurance. Supplemental insurance requirements are as follows:

(3) Garage-keepers Liability: A minimum of $200,000 limit is required.

b. The Contractor must provide the Contracting Officer insurance certificate(s) evidencing the required minimum coverage prior to commencing work on this contract. The insurance must be maintained during the entire performance.

REPORTING PROCUDURES:

1. The Contractor shall submit daily reports to the Police Service Operations at the end of the day and monthly to the COR. Reports to the COR shall be either hand-delivered or submitted electronically via email to the COR (or designee). The reports shall be legible and easy to understand. Reports shall be signed by the authorized representative of the Contractor.

2. The reports shall include, but are not limited to, the following:

a. Summary of the number of vehicles valet parked by date, for all valet areas.

b. A final summary sheet which includes the total number of vehicles, for all valet areas.

c. Any unusual events by date. This shall include any accidents or special situations with patients, visitors, VA employees, or VA volunteers.

d. Reports or incidences in which the assistance of the VA Police was requested.

e. Failure to provide these reports as required may result in a delay of verifying invoices and payment to the Contractor.

f. The Contractor shall disclose the status of all open claims for vehicle damage or lost/misplaced property.

3. The Contractor shall provide a sample of the types of report forms used on similar projects

4. Records of valet parking activity shall be maintained on a daily basis to facilitate the creation of the reports. This information shall provide documentation for appropriate staffing levels, as well as serve as a mechanism to adjust the service to meet customer demand and to reduce cost if possible.

PROTOCOL FOR INCIDENTS

1. The Contractor shall immediately report any motor vehicle accidents or theft/misplaced property claims to the COR.

2. All incidents reported by customers shall be directed to and handled by the on-site Supervisor who shall immediately notify the COR.

CLAIMS, COMPLAINTS AND DISRUPTIVE BEHAVIOR

1. Any claims of damage or missing/stolen property involving patient/customer’s vehicles shall be the responsibility of the Contractor. The GOVERNMENT assumes no responsibility for such claims. All claims shall be addressed within five (5) working days, unless extenuating circumstances warrant additional time and that time is authorized by the COR.

2. The Contractor shall promptly and courteously respond to complaints within twenty-four

(24) hours including complaints brought to Contractor’s attention by the Contracting Officer. The Contractor shall maintain a written record of all complaints, both written and oral, indicating the identity of the individual, the nature of the complaint, and Contractor’s response. The Contractor shall permit the Government to inspect such records upon reasonable notice.

a. All vehicle accidents or theft claims shall be immediately reported to VA Police and the COR.

b. The Contractor shall be completely liable for all vehicle damages that occurred while in the possession of the valet staff and/or service. All vehicle damage claims brought to the attention of the Contractor personnel shall be immediately investigated and validated claims shall be processed for settlement.

c. The Contractor shall be financially liable to replace lost or misplaced keys in addition to being responsible for the transportation of the vehicle owner and passengers to their place of residence when the owner’s vehicle cannot be utilized for transportation.

d. The Contractor shall be financially responsible to provide services for retrieval of all keys locked in vehicles by Contractor’s Staff.

e. The Contractor shall provide the Claimant with a Valet Claim Receipt that shall include the following:

VALET CLAIM RECIEPT

Company Name

Supervisor on Duty

Claim Point of Contact (POC)

POC Phone number

Date and Time of the incident.

Details:

3. The Contractor shall provide adequate on site supervision at all times in order to handle disruptive behavior of any parking attendant performing under the contract.

4. The Contractor shall agree to permanently remove any member of its parking Staff from performing work associated with this contract at the discretion of the Contracting Officer, the employee poses a health and/or safety risk, or if the COR disapproves of the conduct due to interferences with the business or operation of the VASDHS.

The contractor will submit daily reports directly to the Police Service Operations at the days end. The reports will summarize the number of vehicles valet parked by date and hour.

Claims/Damages - Any claims of damage or problems with customers' vehicles will be directed to and handled by the contractor in coordination with the Contracting Officer, if required.

Any claims of damage or missing/stolen property involving customer's vehicles will be the responsibility of the contractor. The VA assumes no responsibility for such claims.

The COR may request immediate removal and replacement of any contract employee found not representative of the image of a professional health care organization regarding appearance, behavior, professional attitude, and other causes deemed tarnishing of the image of the Department of Veterans Affairs.

MONITORING PROCEDURES:

The Contracting Officer Representative (COR) shall be responsible for monitoring the Contractor's performance. Performance deficiencies or poor performance identified during the term of the contract shall be reported to the Contractor. Upon notification of deficiencies or poor performance, the Contractor shall be given a reasonable time to take corrective action. If determined appropriate, the COR shall meet with representatives of the Contractor to review performance and resolve issues. All deficiencies or poor performance shall be documented and MUST be corrected within the timeframe specified in the cure notice. The Contractor shall notify the COR when correction(s) have been made. If the appropriate correction is not made within the timeframe specified in the cure notice, the Government shall have the right to terminate the contract in it is entirety.

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

Valet Parking for VA Maryland Health Care System - Main Campus Contract Period: Base POP Begin: 10-01-2023 POP End: 09-30-2024 PRINCIPAL NAICS CODE: 485999 - All Other Transit and Ground Passenger Transportation PRODUCT/SERVICE CODE: V129 - Transportation/Travel/Relocation - Transportation: Other

Valet Parking for Loch Raven - Community Living Center Contract Period: Base POP Begin: 10-01-2023 POP End: 09-30-2024

Valet Parking for VA Maryland Health Care System - Main Campus Contract Period: Option 1 POP Begin: 10-01-2024 POP End: 09-30-2025

Valet Parking for Loch Raven - Community Living Center Contract Period: Option 1 POP Begin: 10-01-2024 POP End: 09-30-2025

Valet Parking for VA Maryland Health Care System - Main Campus Contract Period: Option 2 POP Begin: 10-01-2025 POP End: 09-30-2026

Valet Parking for Loch Raven - Community Living Center Contract Period: Option 2 POP Begin: 10-01-2025 POP End: 09-30-2026

Valet Parking for VA Maryland Health Care System - Main Campus Contract Period: Option 3 POP Begin: 10-01-2026 POP End: 09-30-2027

Valet Parking for Loch Raven - Community Living Center Contract Period: Option 3 POP Begin: 10-01-2026 POP End: 09-30-2027

Valet Parking for VA Maryland Health Care System - Main Campus Contract Period: Option 4 POP Begin: 10-01-2027 POP End: 09-30-2028

Valet Parking for Loch Raven - Community Living Center Contract Period: Option 4 POP Begin: 10-01-2027 POP End: 09-30-2028

36C24523Q1100

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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:

(End of Addendum to 52.212-4)

C.2 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (JUN 2023)

(a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial products and commercial services:

(1) 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (JAN 2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

(2) 52.204–23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered Entities (NOV 2021) (Section 1634 of Pub. L. 115–91).

(3) 52.204–25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (NOV 2021) (Section 889(a)(1)(A) of Pub. L. 115–232).

(4) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (NOV 2015).

(5) 52.232–40, Providing Accelerated Payments to Small Business Subcontractors (MAR 2023) (31 U.S.C. 3903 and 10 U.S.C. 3801).

(6) 52.233-3, Protest After Award (AUG 1996) (31 U.S.C. 3553).

(7) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) (Public Laws 108-77 and 108-78 (19 U.S.C. 3805 note)).

(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial products and commercial services:

[X] (1) 52.203–6, Restrictions on Subcontractor Sales to the Government (JUN 2020), with Alternate I (NOV 2021) (41 U.S.C. 4704 and 10 U.S.C. 4655).

[] (2) 52.203–13, Contractor Code of Business Ethics and Conduct (NOV 2021) (41 U.S.C. 3509).

[] (3) 52.203–15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (JUN 2010) (Section 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

[X] (4) 52.204–10, Reporting Executive Compensation and First-Tier Subcontract Awards (JUN 2020) (Pub. L. 109–282) (31 U.S.C. 6101 note).

[] (5) [Reserved] [X] (6) 52.204–14, Service Contract Reporting Requirements (OCT 2016) (Pub. L. 111–117, section 743 of Div. C).

[] (7) 52.204–15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (OCT 2016) (Pub. L. 111–117, section 743 of Div. C).

[X] (8) 52.204–27, Prohibition on a ByteDance Covered Application (JUN 2023) (Section 102 of Division R of Pub. L. 117–328).

[X] (9) 52.209–6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (NOV 2021) (31 U.S.C. 6101 note).

[X] (10) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (OCT 2018) (41 U.S.C. 2313).

[] (11) [Reserved] [] (12) 52.219–3, Notice of HUBZone Set-Aside or Sole-Source Award (OCT 2022) (15 U.S.C. 657a).

[] (13) 52.219–4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (OCT 2022) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

[] (14) [Reserved] [] (15)(i) 52.219-6, Notice of Total Small Business Set-Aside (NOV 2020) (15 U.S.C. 644).

[] (ii) Alternate I (MAR 2020) of 52.219-6.

[] (16)(i) 52.219-7, Notice of Partial Small Business Set-Aside (NOV 2020) (15 U.S.C. 644).

[] (ii) Alternate I (MAR 2020) of 52.219-7.

[X] (17) 52.219-8, Utilization of Small Business Concerns (OCT 2022) (15 U.S.C. 637(d)(2) and (3)).

[] (18)(i) 52.219–9, Small Business Subcontracting Plan (OCT 2022) (15 U.S.C. 637(d)(4)).

[] (ii) Alternate I (NOV 2016) of 52.219-9.

[] (iii) Alternate II (NOV 2016) of 52.219-9.

[] (iv) Alternate III (JUN 2020) of 52.219–9.

[] (v) Alternate IV (SEP 2021) of 52.219–9.

[] (19)(i) 52.219-13, Notice of Set-Aside of Orders (MAR 2020) (15 U.S.C. 644(r)).

[] (ii) Alternate I (MAR 2020) of 52.219-13.

[] (20) 52.219–14, Limitations on Subcontracting (OCT 2022) (15 U.S.C. 657s).

[] (21) 52.219-16, Liquidated Damages—Subcontracting Plan (SEP 2021) (15 U.S.C. 637(d)(4)(F)(i)).

[X] (22) 52.219–27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (OCT 2022) (15 U.S.C. 657f).

[X] (23) (i) 52.219–28, Post-Award Small Business Program Rerepresentation (MAR 2023) (15 U.S.C. 632(a)(2)).

[] (ii) Alternate I (MAR 2020) of 52.219–28.

[] (24) 52.219–29, Notice of Set-Aside for, or Sole-Source Award to, Economically Disadvantaged Women-Owned Small Business Concerns (OCT 2022) (15 U.S.C. 637(m)).

[] (25) 52.219–30, Notice of Set-Aside for, or Sole-Source Award to, Women-Owned Small Business Concerns Eligible Under the Women-Owned Small Business Program (OCT 2022) (15 U.S.C. 637(m)).

[] (26) 52.219-32, Orders Issued Directly Under Small Business Reserves (MAR 2020) (15 U.S.C. 644(r)).

[] (27) l(26) 52.219–33, Nonmanufacturer Rule (SEP 2021) (15 U.S.C. 657s).

[X] (28) 52.222-3, Convict Labor (JUN 2003) (E.O. 11755).

[] (29) 52.222–19, Child Labor—Cooperation with Authorities and Remedies (DEC 2022) (E.O. 13126).

[X] (30) 52.222-21, Prohibition of Segregated Facilities (APR 2015).

[X] (31)(i) 52.222–26, Equal Opportunity (SEP 2016) (E.O. 11246).

[] (ii) Alternate I (FEB 1999) of 52.222-26.

[X] (32)(i) 52.222–35, Equal Opportunity for Veterans (JUN 2020) (38 U.S.C. 4212).

[] (ii) Alternate I (JUL 2014) of 52.222-35.

[X] (33)(i) 52.222–36, Equal Opportunity for Workers with Disabilities (JUN 2020) (29 U.S.C. 793).

[] (ii) Alternate I (JUL 2014) of 52.222-36.

[X] (34) 52.222–37, Employment Reports on Veterans (JUN 2020) (38 U.S.C. 4212).

[X] (35) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (DEC 2010) (E.O. 13496).

[X] (36)(i) 52.222-50, Combating Trafficking in Persons (NOV 2021) (22 U.S.C. chapter 78 and E.O. 13627).

[] (ii) Alternate I (MAR 2015) of 52.222-50 (22 U.S.C. chapter 78 and E.O. 13627).

[X] (37) 52.222-54, Employment Eligibility Verification (MAY 2022). (E. O. 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial products or commercial services as prescribed in FAR 22.1803.)

[] (38)(i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA-Designated Items (MAY 2008) (42 U.S.C.6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

[] (ii) Alternate I (MAY 2008) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

[] (39) 52.223-11, Ozone-Depleting Substances and High Global Warming Potential Hydrofluorocarbons (JUN 2016) (E.O. 13693).

[] (40) 52.223-12, Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners (JUN 2016) (E.O. 13693).

[] (41)(i) 52.223-13, Acquisition of EPEAT®-Registered Imaging Equipment (JUN 2014) (E.O.s 13423 and 13514).

[] (ii) Alternate I (OCT 2015) of 52.223-13.

[] (42)(i) 52.223-14, Acquisition of EPEAT®-Registered Televisions (JUN 2014) (E.O.s 13423 and 13514).

[] (ii) Alternate I (JUN 2014) of 52.223-14.

[] (43) 52.223-15, Energy Efficiency in Energy-Consuming Products (MAY 2020) (42 U.S.C. 8259b).

[] (44)(i) 52.223-16, Acquisition of EPEAT®-Registered Personal Computer Products (OCT 2015) (E.O.s 13423 and 13514).

[] (ii) Alternate I (JUN 2014) of 52.223-16.

[X] (45) 52.223–18, Encouraging Contractor Policies to Ban Text Messaging While Driving (JUN 2020) (E.O. 13513).

[] (46) 52.223-20, Aerosols (JUN 2016) (E.O. 13693).

[] (47) 52.223-21, Foams (JUN 2016) (E.O. 13693).

[] (48)(i) 52.224-3, Privacy Training (JAN 2017) (5 U.S.C. 552a).

[] (ii) Alternate I (JAN 2017) of 52.224-3.

[] (49)(i) 52.225-1, Buy American—Supplies (OCT 2022) (41 U.S.C. chapter 83).

[] (ii) Alternate I (OCT 2022) of 52.225–1.

[] (50)(i) 52.225-3, Buy American—Free Trade Agreements—Israeli Trade Act (DEC 2022) (19 U.S.C. 3301 note, 19 U.S.C. 2112 note, 19 U.S.C. 3805 note, 19 U.S.C. 4001 note, 19 U.S.C. chapter 29 (sections 4501-4732), Public Law 103-182, 108-77, 108-78, 108-286, 108-302, 109-53, 109-169, 109-283, 110-138, 112-41, 112-42, and 112-43.

[] (ii) Alternate I [Reserved].

[] (iii) Alternate II (DEC 2022) of 52.225-3.

[] (iv) Alternate III (JAN 2021) of 52.225-3.

[] (v) Alternate IV (OCT 2022) of 52.225-3.

[] (51) 52.225–5, Trade Agreements (DEC 2022) (19 U.S.C. 2501, et seq., 19 U.S.C. 3301 note).

[X] (52) 52.225-13, Restrictions on Certain Foreign Purchases (FEB 2021) (E.O.'s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury).

[] (53) 52.225–26, Contractors Performing Private Security…