36C24622R0034.docx

Pre-solicitation Notice Pre-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.

DUNS:

DUNS+4:

PHONE:

FAX:

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

SEE ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA

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

ARE

ARE NOT ATTACHED.

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

ARE

ARE NOT ATTACHED

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

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

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

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

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

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

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. 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

36C24622R0034 Monique Cordero, Contract Specialist 757-315-3977 03-16-2022 2:00pm

EDT

Department of Veterans Affairs Network Contracting Office 6 100 Emancipation Drive Hampton

VA

23667 X 623110 N/A X Department of Veterans Affairs Hunter Holmes McGuire Veterans VA Medical Center 1201 Board Rock Blvd Richmond

VA

23249-0002 Department of Veterans Affairs Network Contracting Office 6 100 Emancipation Drive Hampton

VA

23667

Department of Veterans Affairs Financial Services Center

PO BOX 149971

Austin

TX

78714-9971 512-460-5049 512-460-5221 See CONTINUATION Page As a result of this Request for Proposals (RFP), the Government anticipates awarding multiple Indefinite U.S.C Delivery Contracts (IDC) under authority 38 U.S.C.

1720 for Community Nursing Home services for eligible veterans for the Department of Veterans Affairs for the State of Virginia covering all 95 counties.

See CONTINUATION Page X X one(1) Mario L. Santiago Contractign 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:

b. GOVERNMENT: Contracting Officer 36C246

Department of Veterans Affairs Network Contracting Office 6 100 Emancipation Drive Hampton VA 23667

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.

Department of Veterans Affairs Financial Services Center

PO BOX 149971

Austin TX 78714-9971 ACKNOWLEDGMENT OF AMENDMENTS: The offeror acknowledges receipt of amendments to the Solicitation numbered and dated as follows:

This is a basic ordering agreement for the period from to , in accordance with FAR 16.7. A contract is formed, in accordance with the terms and conditions of this agreement, when VA agrees to place a patient in the nursing home and the nursing home agrees to accept the patient. Upon acceptance by the contractor of beneficiaries of Department of Veterans Affairs (VA), all terms and conditions of this agreement shall apply during such time as a VA patient remains in that nursing home at the expense of VA.

Upon acceptance of a VA patient by the nursing home, if and when requested by the Contracting Officer or authorized representative, the contractor shall furnish all supplies and services herein described, at the per diem rates for the levels of care specified below. VA levels of care are defined in Section E of this agreement. VA is obligated only to the extent authorized placements of patients are made under this agreement.

B.2 RATE DETERMINATION

The per diem rate is established by the current Medicaid rate for Medicaid approved nursing homes plus a fair market amount (percentage) to cover the cost of supplies, services, and equipment above that provided under Medicaid established by the local state Medicaid agency (SMA). Rates established after the effective date of this contract will constitute a modification to the contract.

VA will use Medicaid rates for room, board, and routine nursing care.

For all levels of nursing care a percentage is added for routine ancillary services/supplies, such as drugs, nursing supplies, oxygen (occasional use), x-ray, laboratory, physician visits, and rental equipment.

Special equipment, e.g. clinitron bed, isare not considered routine ancillary services (and may be provided by the VA).

Drug costs which comprise more than eight and one-half percent (8.5%) of the per diem rate are generally not considered routine ancillary supplies (and may be provided by the VA).

Rehabilitation therapies will be provided as a distinct level of care. Hospice Care and Dialysis are not included in the rate. VA or other payers may be used for Hospice and Dialysis, as determined by the veteran with VA approval.

B.3 ORAL MEDICATIONS

Oral medications, which comprise more than 8.5% of the per diem rate on a monthly basis, are excluded from that rate. High drug costs will be determined or priced using the Average Wholesale Price (AWP) of the drugs plus a transaction fee of 3% per month. All calculations will be made on a monthly basis. When a high cost drug patient is identified, VA staff must be advised promptly to establish an appropriate course of action, which may include the provision of the medications by VA.

B.4 PRICE SCHEDULE

(Sample) Price Schedule (Quote a price for each level of care furnished by the nursing home):

Description of Care Plus Percentage Per Diem Rate Private Care Reduced Physical Function, RUG III Behavior Problems RUG III; Cognitively Impaired, RUG III Clinically Complex, RUG III Special Care RUG III Extensive Care, RUG III Special Rehabilitation, RUG III Extensive Plus Rehabilitation, RUG III Ventilator Dependent (if not covered by Extensive Care above)

HIV/+AIDS

****CO insert state level of care if applicable****

B.5 DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK

B.1. The nursing home shall ensure that care meets the health needs and promotes the maximum well being of VA patients. Nursing home care will be furnished to ensure the total medical, nursing, and psycho-social needs of VA beneficiaries. Physician visits, laboratory, x ray, and other special services for VA patients will be at the same frequency as that provided to other patients at the nursing home receiving the same or comparable level of care. In addition, the care provided will include room, meals, nursing care, and other services or supplies commensurate with the VA authorized level of care, without extra charge. The per diem rate(s) established in this contract will include the cost of medical care, drugs, laboratory, x ray, and other special services authorized by VA, unless otherwise specifically excepted.

B.2. Full attention shall be given to motivating and educating patients to achieve and maintain independence in the activities of daily living, to the maximum extent possible. Every effort shall be made to keep patients ambulatory and to achieve an optimal level of self care.

B.3. Veterans receiving care under this agreement, who begin to require acute hospital care, will be readmitted to an appropriate VA facility, as determined and authorized by the VA. When such admission is not feasible because of the nature of the emergency, it is agreed that hospitalization in a non-Federal facility may be accomplished provided VA authorization is obtained. VA authorization must be obtained as soon as possible and not to exceed 72 hours of admission to the non-Federal facility. If hospitalization of a non-emergency nature is required, it is agreed that readmission to a VA facility will be accomplished as soon as the patient's condition is sufficiently stabilized to permit admission to VA.

B.4. If a veteran is re-hospitalized from the nursing home, the nursing home and VA facility will arrange to hold a bed in reserve, when such a decision is in the best interest of the patient and the VA. The number of covered bed hold days will be determined by VA on a case-by-case basis, but will not exceed the number of bed hold days allowed by state Medicaid regulations. Payment will follow state Medicaid regulations. The VA facility will include payment for these "bed hold" days only when the conditions above are met.

B.5. The VA facility will approve leave days (days away from the nursing home) for long-term placements. The leave must be part of a therapeutic plan and approved by VA. Leave days at VA expense are limited to 6 days per calendar year. Payment will follow state Medicaid regulations. Exceptions may be approved by the VA facility director or designee.

B.6. Patients receiving care under this contract, who begin to require more than the level of care authorized by VA, will be readmitted to an appropriate VA facility, as determined and authorized by VA. When such admission is not feasible because of the nature of the emergency, it is agreed that hospitalization in a non Federal facility may be accomplished provided VA authorization is obtained. VA authorization must be obtained within 72 hours of admission of the patient to a non Federal facility. If hospitalization of a non emergency nature is required, it is agreed that readmission to a VA Medical Center will be accomplished as soon as the patient's condition is sufficiently stabilized to permit admission to VA.

B.7. In the event a VA beneficiary receiving nursing home care under this contract dies, the nursing home will promptly notify the VA office authorizing admission and immediately assemble, inventory, and safeguard the patient's personal effects pending further guidance by VA.

B.8. It is agreed that VA will have the right to on-site reviews of the nursing home and all appurtenances by authorized VA representative(s) to ensure that acceptable standards are maintained and that the necessary care to maintain the well-being of the patient is rendered.

B.9. The nursing home shall accept referral of and shall provide all services specified in this contract for any person determined eligible by the VA Under Secretary for Health or his/her designee, regardless of the race, color, religion, sex, or national origin of the person for whom such services are ordered. In addition, the nursing home warrants that subcontracting will not be resorted to as a means of circumventing this provision.

B.10. It is agreed that duly authorized representatives of VA will provide follow up supervision visits to veterans placed to assure the continuity of care and to assist in the veteran's transition back to the community. It is understood that these visits do not substitute for nor relieve the nursing home in any way of the responsibility for the daily care and medical treatment of the veteran.

B.11. All medical records concerning the veteran's care in the nursing home will be readily accessible to VA. Upon discharge or death of the patient, medical records will be retained by the nursing home for a period of at least three years following termination of care. Patient records will be maintained in conformance with the Privacy Act of 1974 (5 U.S.C. 552a). A medical record shall be maintained for each patient that includes at least the following:

B.11.1. Admission identification record.

B.11.2. VA Form 10 1204, Referral for Community Nursing Home Care, or State-approved referral form.

B.11.3. Admitting evaluation (including diagnosis by nursing home physician).

B.11.4. Physician orders.

B.11.5. Progress notes. The physician orders/notes shall be charted immediately after patient is seen.

B.11.6. Special reports (laboratory, x ray, activity, etc.).

B.11.7. SMA Patient Assessment Form (****only if SMA level of care is used****).

B.11.8. Minimum Data Set (MDS) information, provided to VA upon admission and every six months thereafter B.12. The beneficiary will be provided nursing home care at the expense of VA for a period not in excess of that stated in the referral form, unless an \ extension of the authorization is provided in writing by the placing VA facility.

B.13. The authorization agreement, VA Form 10 7078, for the affected patient will terminate whenever a VA patient is re-hospitalized for 15 calendar days or more, whether in a VA or in a non Federal facility. A new authorization agreement will be required at the time the patient returns.

B.14. Level of Care Classification Effective Records: The level of care classification and associated per diem rate will remain in effect for each placement until and unless one of the following events takes place:

B.14.1. The recipient is discharged and subsequently qualifies for a new admission assessment.

B.14.2. The nursing home submits an assessment requesting a change in the level of care classification and VA approves it. Classification changes may also occur based on a determination by VA. VA will make the determination whether classification changes require readmission to VA.

B.15. The VA, at its sole option, will monitor the professional care and administrative management of services provided to VA beneficiaries under this agreement, through one or any combination of the following methods; reviews of state agencies reports, on-site review of the Nursing Home by VA staff, and/or on-site monitoring of VA patients. It is agreed that the Nursing Home shall provide VA with copies of all state agency reports when requested, and cooperate fully with VA's quality improvement-quality assurance program functions relating to this agreement, including VA's on-site review and monitoring. The VA contracting Officer shall make all final determinations as to the contractor's reasonable cooperation with VA and compliance with these requirements. It is understood that certain internal quality indicator/quality assurance information is not available for VA review. Current quality measure and current individual MDS information will be made available.

B.6 PRICE/COST SCHEDULE

ITEM INFORMATION

Rehabilitation Plus Extensive Services: RUX, RUL, RVX, RVL, RHX, RHL, RMX, RML, RLX Contract Period: Base Year POP Begin:

POP End:

Contract Period: Base POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

NATIONAL STOCK NUMBER: 0

LOCAL STOCK NUMBER: 0

Rehabilitation: RUA, RUB, RUC, RVA, RVB, RVC, RHA, RHB, RHC, RMA, RMB, RMC, RLA, RLB Contract Period:

POP Begin:

POP End:

Contract Period: Base POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Extensive Services: ES3, ES2, ES1

POP Begin:

POP End:

Contract Period: Base POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Special Care High: HE2, HE1, HD2, HD1, HC2, HC1, HB2, HB1

POP Begin:

POP End:

Contract Period: Base POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Special Care Low: LE2, LE1, LD2, LD1, LC2, LC1, LB2, LB1

POP Begin:

POP End:

Contract Period: Base POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Clinically Complex: CE2, CE1, CD2, CD1, CC2, CC1, CB2, CB1, CA2, CA1 Contract Period:

POP Begin:

POP End:

Contract Period: Base POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Behavioral Symptoms: BB2, BA2, BB1, BA1, POP Begin:

POP End:

Contract Period: Base POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Reduced Physical Function: PE2, PE1, PD2, PD1, PC2, PC1, PB2, PB1, PA2, PA1

POP Begin:

POP End:

Contract Period: Base POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Rehabilitation Plus Extensive Services: RUX, RUL, RVX, RVL, RHX, RHL, RMX, RML, RLX Contract Period: Option Year 1 POP Begin:

POP End:

Contract Period: Option 1 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Rehabilitation: RUA, RUB, RUC, RVA, RVB, RVC, RHA, RHB, RHC, RMA, RMB, RMC, RLA, RLB

POP Begin:

POP End:

Contract Period: Option 1 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Extensive Services: ES3, ES2, ES1

POP Begin:

POP End:

Contract Period: Option 1 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Special Care High: HE2, HE1, HD2, HD1, HC2, HC1, HB2, HB1

POP Begin:

POP End:

Contract Period: Option 1 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Special Care Low: LE2, LE1, LD2, LD1, LC2, LC1, LB2, LB1

POP Begin:

POP End:

Contract Period: Option 1 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Clinically Complex: CE2, CE1, CD2, CD1, CC2, CC1, CB2, CB1, CA2, CA1

POP Begin:

POP End:

Contract Period: Option 1 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Behavioral Symptoms: BB2, BA2, BB1, BA1

POP Begin:

POP End:

Contract Period: Option 1 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Reduced Physical Function: PE2, PE1, PD2, PD1, PC2, PC1, PB2, PB1, PA2, PA1

POP Begin:

POP End:

Contract Period: Option 1 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Rehabilitation Plus Extensive Services: RUX, RUL, RVX, RVL, RHX, RHL, RMX, RML, RLX Contract Period: Option Year 2 POP Begin:

POP End:

Contract Period: Option 2 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Rehabilitation: RUA, RUB, RUC, RVA, RVB, RVC, RHA, RHB, RHC, RMA, RMB, RMC, RLA, RLB

POP Begin: 04/01/2021 POP End: 03/31/2022

Contract Period: Option 2 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Extensive Services: ES3, ES2, ES1

POP Begin:

POP End:

Contract Period: Option 2 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Special Care High: HE2, HE1, HD2, HD1, HC2, HC1, HB2, HB1

POP Begin:

POP End:

Contract Period: Option 2 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Special Care Low: LE2, LE1, LD2, LD1, LC2, LC1, LB2, LB1

POP Begin: 04/01/2021 POP End: 03/31/2022

Contract Period: Option 2 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Clinically Complex: CE2, CE1, CD2, CD1, CC2, CC1, CB2, CB1, CA2, CA1

POP Begin:

POP End:

Contract Period: Option 2 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Behavioral Symptoms: BB2, BA2, BB1, BA1

POP Begin:

POP End:

Contract Period: Option 2 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Reduced Physical Function: PE2, PE1, PD2, PD1, PC2, PC1, PB2, PB1, PA2, PA1

POP Begin:

POP End:

Contract Period: Option 2 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Rehabilitation Plus Extensive Services: RUX, RUL, RVX, RVL, RHX, RHL, RMX, RML, RLX Contract Period: Option Year 3 POP Begin:

POP End:

Contract Period: Option 3 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Rehabilitation: RUA, RUB, RUC, RVA, RVB, RVC, RHA, RHB, RHC, RMA, RMB, RMC, RLA, RLB

POP Begin:

POP End:

Contract Period: Option 3 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Extensive Services: ES3, ES2, ES1

POP Begin:

POP End:

Contract Period: Option 3 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Special Care High: HE2, HE1, HD2, HD1, HC2, HC1, HB2, HB1

POP Begin:

POP End:

Contract Period: Option 3 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Special Care Low: LE2, LE1, LD2, LD1, LC2, LC1, LB2, LB1

POP Begin:

POP End:

Contract Period: Option 3 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Clinically Complex: CE2, CE1, CD2, CD1, CC2, CC1, CB2, CB1, CA2, CA1

POP Begin:

POP End:

Contract Period: Option 3 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Behavioral Symptoms: BB2, BA2, BB1, BA1

POP Begin:

POP End:

Contract Period: Option 3 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Reduced Physical Function: PE2, PE1, PD2, PD1, PC2, PC1, PB2, PB1, PA2, PA1

POP Begin:

POP End:

Contract Period: Option 3 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Rehabilitation Plus Extensive Services: RUX, RUL, RVX, RVL, RHX, RHL, RMX, RML, RLX Contract Period: Option Year 4 POP Begin:

POP End:

Contract Period: Option 4 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Rehabilitation: RUA, RUB, RUC, RVA, RVB, RVC, RHA, RHB, RHC, RMA, RMB, RMC, RLA, RLB

POP Begin:

POP End:

Contract Period: Option 4 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Extensive Services: ES3, ES2, ES1

POP Begin:

POP End:

Contract Period: Option 4 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Special Care High: HE2, HE1, HD2, HD1, HC2, HC1, HB2, HB1

POP Begin:

POP End:

Contract Period: Option 4 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Special Care Low: LE2, LE1, LD2, LD1, LC2, LC1, LB2, LB1

POP Begin:

POP End:

Contract Period: Option 4 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Clinically Complex: CE2, CE1, CD2, CD1, CC2, CC1, CB2, CB1, CA2, CA1

POP Begin:

POP End:

Contract Period: Option 4 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Behavioral Symptoms: BB2, BA2, BB1, BA1

POP Begin:

POP End:

Contract Period: Option 4 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

Reduced Physical Function: PE2, PE1, PD2, PD1, PC2, PC1, PB2, PB1, PA2, PA1

POP Begin:

POP End:

Contract Period: Option 4 POP Begin:

POP End:

PRINCIPAL NAICS CODE: 623110 - Nursing Care Facilities (Skilled Nursing Facilities) PRODUCT/SERVICE CODE: Q402 - Medical - Nursing Home Care Contracts UNSPSC: 95122002 - Nursing home

SIC CODE: 8051 - SKILLED NURSING CARE FACILITIES

MANUFACTURER PART NUMBER (MPN): 0

B.7 DELIVERY SCHEDULE

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

0.00

36C24622R0034

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 2021)

(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. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

(ii) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such clause by virtue of it…