36C24526Q0467

GENERAL INFORMATION

VAMC(688)

50 Irving Street NW Washington DC 20422

POINT OF CONTACT*

Contracting Officer

CHARLES WILLIS

charles.willis@va.gov 410-691-1328

PLACE OF PERFORMANCE

VIRTUAL

POSTAL CODE

ADDITIONAL INFORMATION

AGENCY’S URL

URL DESCRIPTION

AGENCY CONTACT’S EMAIL ADDRESS

EMAIL DESCRIPTION

DESCRIPTION

The Department of Veterans Affairs, is issuing Combined Synopsis/Solicitation. The contractor shall provide a virtual online Train the Trainer program that encompasses various proactive risk assessment (PRA) tools as defined in the statement of work

This is a “request for quotations (RFQ). The associated NAICS code for procurement is 611430 with a size standard of $15 million.

As a result of the solicitation, the Government intends to award Firm Fixed Price.

Prospective quoters must be registered in sam.gov. All SDVOSB/VOSB must be registered and current in U.S. Small Business Administration (SBA VetCert) at Veteran Small Business Certification (sba.gov) to be eligible for award. Contractors that submit quotation for SDVOSB/VOSB set asides that are not listed in VIP will be deemed non-responsive.

All quotes shall be submitted via email by May 20, 2026 at 1pm, EST. All interested contractors shall submit quotation via email to Contracting Officer, Charles.willis@va.gov. Prospective contractors are responsible for downloading attachments, and any issued amendments from https://sam.gov. Late proposals will be processed in accordance with FAR 52.212-1(f), “Late submission, modifications, revisions, and withdrawals of offers.”

Combined Synopsis/Solicitation Notice Combined Synopsis/Solicitation Notice

Combined Synopsis/Solicitation Notice

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

128-26-2-150-0035 36C24526Q0467 5-07 -2026 CHARLES WILLIS; charles.willis@va.gov

EMAIL ONLY

05- -2026

1PM

EDT

36C245 Department of Veterans Affairs

VAMC(688)

50 Irving Street NW Washington DC 20422 X X 611430 $15 Million N/A X Department of Veterans Affairs VA Medical Center 810 Vermont Avenue, NW Washington DC 20420 36C245 Department of Veterans Affairs

VAMC(688)

50 Irving Street NW Washington DC 20422

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 train the trainer service program that encompasses various proactive risk assessment (PRA) tools in accordance with the statement of work.

Period of Performance: 6/1/2026 TO 9/30/2026 Please submit all questions by 5/13/2026, 2pm. You may email the questions to Charles.willis@va.gov See CONTINUATION Page x X X

ONE

CHARLES WILLIS

NCO516L2-2280

Page 1 of 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:

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.3 STATEMENT OF WORK

I. SCOPE: Contractor shall provide a virtual online Train-the-Trainer program that encompasses various Proactive Risk Assessment (PRA) tools. The contractor’s off-the-shelf training shall include concepts for Fault Tree, Event Tree, Bowtie Analysis, and Hazard Identification. The training will be provided for up to fifteen members of the National Center for Patient Safety (NCPS) staff and include all associated course materials. Each trainee will receive a Certified Instructor Certificate once the training is complete. The course will include a form of competency check, e.g., quiz or test, to validate the attendees have met the basic requirements to be a trainer. Upon completion of the course, the training materials utilized in the training will become the property of NCPS to be used for training VA staff.

II. DEFINITIONS/ACRONYMS:

· National Center for Patient Safety (NCPS)

· Department of Veterans Affairs (VA)

III. GENERAL REQUIREMENTS:

A. Introduction: NCPS has identified a need to provide education on the specific Proactive Risk Assessment (PRA) techniques, including Fault Tree Analysis, Event Tree Analysis, Bowtie Analysis, and Hazard Identification for Patient Safety Officers (PSOs) and Patient Safety Managers (PSMs) at VA medical centers. This Train-the-Trainer course will provide NCPS with the knowledge and tools so the PSOs and PSMs can receive thorough tutelage. The requested course will prepare staff to complete PRAs in a healthcare setting.

B. Place of Performance: This training will be provided virtually as a two-day (8.5-hours per day including 30 minutes for lunch and (2) 15-minute breaks) minimum, instructor led course on Microsoft Teams or WEBEX.

C. Background: NCPS has recently changed the requirements for PRAs and needs to provide the field with various options for methods used in proactive risk assessments. NCPS has identified knowledge gaps in the field and requires industry-standard training so NCPS staff can provide robust training. This will bolster patient safety throughout the Veterans Health Administration with a goal of preventing patient safety events.

D. Performance Period: The period of performance must be delivered within 180 days of award.

a. The training must occur within 90 days of contract award.

b. The adaptation of training material (see IV., B., Task 5a) must be completed within 180 days contract award.

E. Type of Contract: Open market; firm, fixed-price

IV. SPECIFIC REQUIREMENTS/TASKS AND ASSOCIATED DELIVERABLES

A. As part of the request for quote (RFQ), contractors must provide the following as part of the submitted package:

a. Resume of trainer(s)

b. Syllabus outlining course content

c. Schedule detailing time allotment for each section of the course

d. Examples of course content, e.g., PowerPoint and course outline

e. Attestations of course quality and effectiveness from previous course attendees, minimum of 3 different examples

f. All training content including PowerPoint and handouts to be available to participants in advance of the course

B. Selected contractor shall perform all the following tasks:

Task 1: The contractor shall conduct training as specified below:

a) Training Event:

The contractor will conduct training consisting of a two-day (8.5-hours per day including 30 minutes for lunch and (2) 15-minute breaks) online virtual training course for up to fifteen participants. The instructor-led training would provide the participants with the instructional skills and knowledge for a Train-the-Trainer classroom instructor on proactive risk assessment techniques. The instructor is expected to provide the necessary tools to successfully complete various PRA techniques to include Fault Tree, Event Tree, Bowtie Analysis, and Hazard Identification. The participants would be able to apply the knowledge to healthcare scenarios provided during the course. At the end of the course, the contractor will provide graduates with a Certified Instructor Trainer certificate and administer a competency check, e.g., quiz or test, to validate the attendees have sufficient knowledge to be considered a trainer.

b) Training Content:

a. Fault Tree Analysis

i. Objectives, purpose, and application of Fault Tree Analysis

ii. Fault tree description and structure

1. Diagramming

2. Final event top outcome

3. Intermediate events

4. Undeveloped events

5. Single-point failure events

6. Common cause events

7. Replicated or repeated events

8. Final event

iii. Explanation of Fault Tree components and symbols

1. Commonly used event types

2. Commonly used logic gates

iv. Quantitative and qualitative methods to analyze a fault tree, e.g., minimal cut sets, probabilistic evaluation

v. At least 5 in-class case studies and examples

b. Event Tree Analysis

i. Objectives, purpose, and application of Event Tree Analysis

ii. Event tree description and structure

1. Diagramming (event sequence)

2. Initiating event

3. Accident progression

4. Barriers

5. Outcomes

iii. Explanation of Event Tree components and symbols

iv. Quantitative and qualitative methods to analyze an event tree

v. At least 5 in-class case studies and examples

c. Bowtie Analysis

i. Objectives, purpose, and application of Bowtie Analysis

1. Explore both proactive and reactive controls for the adverse event

ii. Bowtie description and structure

1. Diagramming

2. Adverse event

3. Consequence(s)

4. Threat(s)

5. Prevention barrier(s) (controls)

6. Reactive barriers (controls)

7. Prevention pathway

8. Mitigation pathway

9. Pre-event side

10. Post-event side

11. Escalation factors and barriers

iii. Explanation of Bowtie Analysis components and symbols

iv. Quantitative and qualitative methods to analyze a bowtie diagram, e.g., identification of gaps

v. At least 5 in-class case studies and examples

d. Hazard Identification

i. Objectives, purpose, and application of Hazard Identification

ii. Hazard Identification description and structure

1. Categorization of identified hazards

2. Severity

3. Probability

4. Risk assessment scoring

5. Existing controls

6. Action plan

iii. Explanation of Hazard Identification components and symbols, e.g., discuss difference of severity and probability ratings

iv. Quantitative and qualitative methods to analyze a hazard identification table

v. In-class case studies and examples

c) Contractor Qualifications The training will be conducted by an instructor who must provide a comprehensive, evidence-based curriculum for online PRA Training.

The trainer must have a minimum of 3 years’ experience conducting PRA Training. Resumes shall be provided to the COR and Program Manager for evaluation and pre-approval for all master trainers prior to providing training. The resume(s) must contain the following: 1) experience teaching PRA trainings, 2) relevant industry certifications, and 3) preferably healthcare experience. Once a trainer has been approved, a copy of their resume shall be kept on file for future reference.

For NCPS to utilize the curriculum effectively, the contractor must provide highly interactive and evidence-based instructor training to include associated course materials for both general instruction geared toward an audience of Patient Safety Officers and Patient Safety Managers at VA medical centers. The interactive segments of the training must include exercises where the attendees complete tasks and demonstrate their ability to comprehend the material. This can be accomplished through spot checks or breakout sessions.

The Train-the-Trainer course shall be designed to prepare NCPS Staff to implement the PRA Training and consultation to PSOs and PSMs at VA medical centers. The end goal is to assist PSOs and PSMs in utilizing the proactive risk assessment methods for proactive risk assessments at their facilities.

Contractors must demonstrate expansive knowledge of the accredited program. Contractors must have a proven track record that demonstrates their ability to successfully facilitate the course and curriculum material through interactive dialog.

Task 2: The contractor shall conduct a virtual preparation meeting using Teams or Webex with attendees at least one week prior to the event. These conversations shall prepare the attendee for the upcoming workshop by clarifying organizational and personal goals for change (and identifying potential roadblocks).

The following items, at a minimum, will be covered in the preparation meeting:

a) Verification of accessibility to training platforms

b) Review expectations for participants

c) Opportunity for attendees to ask questions of contractor

Task 3: The contractor shall assist the NCPS Staff and COR with preparing the invitation for course participants and opening remarks.

Task 4: The following is a general description of the training materials and support services that the contractor will be required to provide during the life of the awarded contract:

a) The Contractor must:

· Provide all associated, comprehensive, evidence-based curriculum for each technique listed in this scope of work for an online Proactive Risk Assessment Training, to include the associated course materials for the Train-the-Trainer course. All training material will become property of VA employee, once trained.

· Provide a support team that will work with the VA-employed instructors/trainers during the lifetime of the contract, once instructors are trained.

· The contractor team leader/consultant shall be available by telephone or email to assist with any pre-course or post-course questions. Response time requirement is within the next business day.

Task 5: The contractor will assist the NCPS Staff and COR in developing a plan to implement nationwide proactive risk assessment training curriculum using the materials covered in the virtual training.

This includes at least the following:

a) Adaptation of course materials into resources that can be used by VA Patient Safety Officers and Patient Safety Managers

a. Resources to be developed:

i. Updated training presentations to be used by VA staff

ii. Provide consultation to updating existing NCPS PRA guidebooks and pocket guides

iii. Provide consultation on creating VA PRA templates and worksheets for each PRA technique taught in the course

iv. Advise/facilitate the creation of case studies/examples in a healthcare setting for each PRA technique taught in the course

b) Competency verification of trainees

V. MEETING REPORTS AND OTHER DELIVERABLES

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

TRAIN-THE- TRAINER PROGRAM THAT ENCOMPASSES VARIOUS PROACTIVE RISK ASSESSMENT (PRA) TOOLS.

Contract Period: Base POP Begin: 06-01-2026 POP End: 09-30-2026 PRINCIPAL NAICS CODE: 611430 - Professional and Management Development Training PRODUCT/SERVICE CODE: U009 - Education/Training - General

Page 1 of Page 1 of

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (NOV 2023)

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

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

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

C.2 52.252-2 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)

852.232-72 852.242-71

ELECTRONIC SUBMISSION OF PAYMENT REQUESTS

ADMINISTRATIVE CONTRACTING OFFICER

NOV 2018

OCT 2020

C.3 52.222-90 ADDRESSING DEI DISCRIMINATION BY FEDERAL CONTRACTORS (APR 2026)

(a) Definitions.

As used in this clause—

Program participation means membership in or access to training, mentoring, leadership development programs, educational opportunities, clubs, associations, or similar opportunities sponsored or established by the contractor or subcontractor.

Racially discriminatory diversity, equity, and inclusion (DEI) activities means disparate treatment based on race or ethnicity in recruitment, employment (e.g., hiring, promotions), contracting (e.g., vendor agreements), program participation, or allocation or deployment of an entity’s resources.

(b) Contractor Obligations.

In connection with the performance of work under this contract, the Contractor agrees as follows:

Will not engage in any racially discriminatory DEI activities.

Will furnish all information and reports—including access to books, records, and accounts—required by the Contracting Officer to ascertain compliance.

Recognizes that noncompliance by the Contractor or any subcontractor may lead to contract cancellation, suspension, termination, or debarment from future Government contracts.

Will report any subcontractor’s known or reasonably knowable conduct that may violate this clause to the Contracting Officer, and implement any remedial actions directed.

Will inform the Contracting Officer if a subcontractor sues the Contractor in a manner that calls the validity of this clause into question.

Acknowledges that compliance with this clause is material to the Government’s payment decisions under 31 U.S.C. 3729(b)(4).

(c) Flow‑Down Requirement.

The Contractor must include the substance of this clause—including paragraph (c)—in all subcontracts at any tier for work performed in the United States, including commercial products and services.

(End of clause)

C.4 52.240-91 SECURITY PROHIBITIONS AND EXCLUSIONS (NOV 2025) (DEVIATION)

(a) Definitions. As used in this clause— American Security Drone Act-covered foreign entity means an entity included on a list that the Federal Acquisition Security Council (FASC) develops and maintains and publishes in the System for Award Management (SAM) at https://www.sam.gov (section 1822 of Pub. L. 118-31, 41 U.S.C. 3901 note prec.).

Backhaul means intermediate links between the core network, or backbone network, and the small subnetworks at the edge of the network (e.g., connecting cell phones/towers to the core telephone network). Backhaul can be wireless (e.g., microwave) or wired (e.g., fiber optic, coaxial cable, Ethernet).

Covered application means the social networking service TikTok or any successor application or service developed or provided by ByteDance Limited or an entity owned by ByteDance Limited.

Covered article, as defined in 41 U.S.C. 4713(k), means:

(1) Information technology, as defined in 40 U.S.C. 11101, including cloud computing services of all types;

(2) Telecommunications equipment or telecommunications service, as those terms are defined in section 3 of the Communications Act of 1934 (47 U.S.C. 153);

(3) The processing of information on a Federal or non-Federal information system, subject to the requirements of the Controlled Unclassified Information program (see 32 CFR part 2002); or

(4) Hardware, systems, devices, software, or services that include embedded or incidental information technology.

Covered foreign country means The People’s Republic of China.

Covered telecommunications equipment or services means—

(1) Telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities);

(2) For the purpose of public safety, security of Government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities);

(3) Telecommunications or video surveillance services provided by such entities or using such equipment; or

(4) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country.

Critical technology means—

(1) Defense articles or defense services included on the United States Munitions List set forth in the International Traffic in Arms Regulations under subchapter M of chapter I of title 22, Code of Federal Regulations;

(2) Items included on the Commerce Control List set forth in Supplement No. 1 to part 774 of the Export Administration Regulations under subchapter C of chapter VII of title 15, Code of Federal Regulations, and controlled—

(i) Pursuant to multilateral regimes, including for reasons relating to national security, chemical and biological weapons proliferation, nuclear nonproliferation, or missile technology; or

(ii) For reasons relating to regional stability or surreptitious listening;

(3) Specially designed and prepared nuclear equipment, parts and components, materials, software, and technology covered by part 810 of title 10, Code of Federal Regulations (relating to assistance to foreign atomic energy activities);

(4) Nuclear facilities, equipment, and material covered by part 110 of title 10, Code of Federal Regulations (relating to export and import of nuclear equipment and material);

(5) Select agents and toxins covered by part 331 of title 7, Code of Federal Regulations, part 121 of title 9 of such Code, or part 73 of title 42 of such Code; or

(6) Emerging and foundational technologies controlled pursuant to section 1758 of the Export Control Reform Act of 2018 (50 U.S.C. 4817).

FASC-prohibited unmanned aircraft system means an unmanned aircraft system manufactured or assembled by an American Security Drone Act—covered foreign entity.

FASCSA order means any of the following orders issued under the Federal Acquisition Supply Chain Security Act (FASCSA) requiring removing covered articles from executive agency information systems or excluding one or more named sources or named covered articles from executive agency procurement actions, as described in 41 CFR 201-1.303(d) and (e):

(1) The Secretary of Homeland Security may issue FASCSA orders that apply to civilian agencies, to the extent not covered by paragraph (2) or (3) of this definition. This type of FASCSA order may be referred to as a Department of Homeland Security (DHS) FASCSA order.

(2) The Secretary of Defense may issue FASCSA orders that apply to the Department of Defense (DoD) and national security systems other than sensitive compartmented information systems. This type of FASCSA order may be referred to as a DoD FASCSA order.

(3) The Director of National Intelligence (DNI) may issue FASCSA orders that apply to the intelligence community and sensitive compartmented information systems, to the extent not covered by paragraph (2) of this definition. This type of FASCSA order may be referred to as a DNI FASCSA order.

Information technology, as defined in 40 U.S.C. 11101(6)—

(1) Means any equipment or interconnected system or subsystem of equipment, used in the automatic acquisition, storage, analysis, evaluation, manipulation, management, movement, control, display, switching, interchange, transmission, or reception of data or information by the executive agency, if the equipment is used by the executive agency directly or is used by a contractor under a contract with the executive agency that requires the use—

(i) Of that equipment; or

(ii) Of that equipment to a significant extent in the performance of a service or the furnishing of a product;

(2) Includes computers, ancillary equipment (including imaging peripherals, input, output, and storage devices necessary for security and surveillance), peripheral equipment designed to be controlled by the central processing unit of a computer, software, firmware and similar procedures, services (including support services), and related resources; but

(3) Does not include any equipment acquired by a Federal contractor incidental to a Federal contract.

Intelligence community, as defined by 50 U.S.C. 3003(4), means the following—

(1) The Office of the Director of National Intelligence;

(2) The Central Intelligence Agency;

(3) The National Security Agency;

(4) The Defense Intelligence Agency;

(5) The National Geospatial-Intelligence Agency;

(6) The National Reconnaissance Office;

(7) Other offices within the Department of Defense for the collection of specialized national intelligence through reconnaissance programs;

(8) The intelligence elements of the Army, the Navy, the Air Force, the Marine Corps, the Coast Guard, the Federal Bureau of Investigation, the Drug Enforcement Administration, and the Department of Energy;

(9) The Bureau of Intelligence and Research of the Department of State;

(10) The Office of Intelligence and Analysis of the Department of the Treasury;

(11) The Office of Intelligence and Analysis of the Department of Homeland Security; or

(12) Such other elements of any department or agency as may be designated by the President, or designated jointly by the Director of National Intelligence and the head of the department or agency concerned, as an element of the intelligence community.

Interconnection arrangement means arrangements governing the physical connection of two or more networks to allow the use of another’s network to hand off traffic where it is ultimately delivered (e.g., connecting a customer of telephone provider A to a customer of telephone company B) or sharing data and other information resources.

Kaspersky Lab-covered article means any hardware, software, or service that—

(1) Is developed or provided by a Kaspersky Lab-covered entity;

(2) Includes any hardware, software, or service developed or provided in whole or in part by a Kaspersky Lab-covered entity; or

(3) Contains components using any hardware or software developed in whole or in part by a Kaspersky Lab-covered entity.

Kaspersky Lab-covered entity means—

(1) Kaspersky Lab;

(2) Any successor entity to Kaspersky Lab, including any change in name, e.g., “Kaspersky”;

(3) Any entity that controls, is controlled by, or is under common control with Kaspersky Lab; or

(4) Any entity of which Kaspersky Lab has a majority ownership.

National security system, as defined in 44 U.S.C. 3552, means any information system (including any telecommunications system) used or operated by an agency or by a contractor of an agency, or other organization on behalf of an agency—

(1) The function, operation, or use of which involves intelligence activities; involves cryptologic activities related to national security; involves command and control of military forces; involves equipment that is an integral part of a weapon or weapons system; or is critical to the direct fulfillment of military or intelligence missions, but does not include a system that is to be used for routine administrative and business applications (including payroll, finance, logistics, and personnel management applications); or

(2) Is protected at all times by procedures established for information that have been specifically authorized under criteria established by an Executive order or an Act of Congress to be kept classified in the interest of national defense or foreign policy.

Roaming means cellular communications services (e.g., voice, video, data) received from a visited network when unable to connect to the facilities of the home network either because signal coverage is too weak or because traffic is too high.

Sensitive compartmented information means classified information concerning or derived from intelligence sources, methods, or analytical processes, which is required to be handled within formal access control systems established by the Director of National Intelligence.

Sensitive compartmented information system means a national security system authorized to process or store sensitive compartmented information.

Source means a non-Federal supplier, or potential supplier, of products or services, at any tier.

Subsidiary means an entity in which more than 50 percent of the entity is owned directly by a parent corporation or through another subsidiary of a parent corporation.

Substantial or essential component means any component necessary for the proper function or performance of a piece of equipment, system, or service.

Unmanned aircraft means an aircraft that is operated without the possibility of direct human intervention from within or on the aircraft (49 U.S.C. 44801(11)).

Unmanned aircraft system means an unmanned aircraft and associated elements (including communication links and the components that control the unmanned aircraft) that are required for the operator to operate safely and efficiently in the national airspace system (49 U.S.C. 44801(12)).

(b) Prohibitions on providing or using specific products or services in performance of contract. Unless a waiver or exception applies, the Contractor is prohibited from providing any products or services to the Government or using in the performance of the contract any of the following:

(1) A covered application on any information technology owned or managed by the Government, or on any information technology used or provided by the Contractor under this contract, including equipment provided by the Contractor’s employees (section 102 of Division R of the…