36C24624Q0723.docx

36C24624Q0723

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

36C24624Q0723 08-29-2024 Kristine Woodbury 757.722.9961 09-12-2024

10:00 AM

EDT

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

VA

23667 X X 238220 $19 Million

NET 30

N/A X Department of Veterans Affairs Hampton VAMC 100 Emancipation Drive Hampton

VA

23667 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 Cooling Tower Chemical and HVAC Maintenance Period of Performance: 10/01/2024 - 9/30/2025 with four (4) one-year options.

See B2 for the Schedule of Services.

See Section B3 for Performance Work Schedule.

See Section E1 for the Instructions to Offerors.

See CONTINUATION Page X X Harold L. McQuillia, Jr.

Contracting Officer Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

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

a. CONTRACTOR:

b. GOVERNMENT: Contracting Officer 36C246 Kristine Woodbury 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.

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

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

Cooling Tower Chemical and HVAC Maintenance Contract Period: Base POP Begin: 10-01-2024 POP End: 09-30-2025 PRINCIPAL NAICS CODE: 238220 - Plumbing, Heating, and Air-Conditioning Contractors PRODUCT/SERVICE CODE: J045 - Maintenance, Repair, and Rebuilding of Equipment - Plumbing, Heating, and Waste Disposal Equipment

Cooling Tower Chemical and HVAC Maintenance Contract Period: Option 1 POP Begin: 10-01-2025 POP End: 09-30-2026

PRODUCT/SERVICE CODE: J045 - Maintenance, Repair, and Rebuilding of Equipment - Plumbing, Heating, and Waste Disposal Equipment

Cooling Tower Chemical and HVAC Maintenance Contract Period: Option 2 POP Begin: 10-01-2026 POP End: 09-30-2027

PRODUCT/SERVICE CODE: J045 - Maintenance, Repair, and Rebuilding of Equipment - Plumbing, Heating, and Waste Disposal Equipment

Cooling Tower Chemical and HVAC Maintenance Contract Period: Option 3 POP Begin: 10-01-2027 POP End: 09-30-2028

PRODUCT/SERVICE CODE: J045 - Maintenance, Repair, and Rebuilding of Equipment - Plumbing, Heating, and Waste Disposal Equipment

Cooling Tower Chemical and HVAC Maintenance Contract Period: Option 4 POP Begin: 10-01-2028 POP End: 09-30-2029

PRODUCT/SERVICE CODE: J045 - Maintenance, Repair, and Rebuilding of Equipment - Plumbing, Heating, and Waste Disposal Equipment

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B.3 PERFORMANCE WORK STATEMENT

1. Background: Engineering Service (ENG) Mechanical Shop requires to establish a service contract to conduct mandated water treatment and testing and analysis on a monthly basis for the Hampton VA Medical center (VAMC) located in various buildings:

number

room

Heating Hot Water

Chill water loop

AM0l

Hot water

Heating hot water loop

Chill water

Chill water

loop

1 East

Ground Floor

Heating water

Ground Floor

water loop

Room

C408 Lab

Heating hot water

water

110B

110D

Heating Hot water

Cooling tower loop

Chill water loop

floor A122

Penthouse

Chill water

Heating hot

Cooling tower loop

"C" Section penthouse

Heating

Chill water

Heating

Chill water

room S133

Heating

Chill water

2. General Requirements The contractor shall provide chemical treatment and testing of the heating water, chill water and condensing water system located throughout the various buildings at the Hampton VAMC to address all aspects of water treatment to include providing test results, reports, and chemicals used to maintain and improve water chemistry. Additionally, the contractor will construct and provide to the POC a Cooling Tower Management Plan that meets all of the requirements found in VHA Directive 1061 Appendix D. The contractor is responsible for providing all testing equipment necessary to execute all requirements of treatment and testing. The contractor is required to maintain calibration of all testing equipment.

2.1. Contractors are encouraged to conduct a site visit prior to submitting their proposal. Site visits will be formally prescheduled and pre-coordinated through the Contracting Officer (CO). Unannounced site visits will not be honored. The Federal Government will not incur any costs associated with site visits.

2.2. Prior to the initial treatment, provide the Hampton VAMC a listing of all chemicals to be used and their ISO certifications.

2.3.

Page 1 of

2.4. Provide plan that allows zero tolerance for Legionella and meets all requirements found in the VHA Directive 1061 Appendix D, “Prevention of Legionella Disease from cooling tower at Department of Veterans Affairs Medical Facilities.”

3. Coordination. A Facility Point of Contact (POC) from the ENG Mechanical shop and Safety will be the Hampton VAMC point-of-contact for this contract. The POCs’ telephone numbers are TBA.

4. Laboratory. Testing of the cooling water towers shall be sent to a third-party (Non-VA) lab certified by the American Industrial Hygiene Association. Tests shall be conducted under the Environmental Microbiological Proficiency Analytical Testing Program.

5. Any chemical used must be capable of being drained to the sanitary sewer system should a system have to be drained. The authority determining feasibility of draining to the sanitary system is the Hampton Roads Sanitation District (HRSD). The proposal containing the chemicals to be used will contain a statement from HRSD stating their acceptance or disapproval of the chemicals involved.

6. The contractor shall not dispose of any excess chemicals or other material at any location on the medical facility premises.

7. Manufacturing Facilities/Chemicals ISO 9002. Contractor does not have to maintain a manufacturing facility, but all chemicals delivered must be ISO certified. Certification must be presented when the chemicals are delivered and may be rejected if they are not in compliance.

8. Chemicals. The contractor shall provide all chemicals in a manner that is safe and acceptable to VAMC. Solid chemicals shall be used with any chemical feed system located above or below the ground floor of any building. The contractor shall provide all liquid products in a bulk delivery method, eliminating any and all handling by VAMC personnel. The use of pressurized delivery containers is strictly prohibited. The cost for delivery must be included in the program cost. Transfer of liquid chemicals shall be made through the use of a transfer pump. The system shall be designed such that the transfer will be simple and quick. Storage of chemicals other than those in use will not be allowed. Chemicals that are in use shall be stored in a certified secondary containment sufficient to contain the entire amount in use in the event of a primary container failure. Drums, if used, required for transfer shall not be left onsite whether empty, full, or partially full. In the event of a spill during transfer, no matter how large or small, the contractor shall be responsible for cleanup.

9. Emergency Response Time. A contractor’s representative shall contact the COR or VA representative within one (1) hour of being notified of an emergency. The contractor’s representative must be on station within four (4) hours, or if unavailable, the backup representative must be on station within six (6) hours when notified that assistance is required.

10. Services Required

10.1 Hands-off/neat delivery where specified.

10.2 Treatment chemicals and testing reagents.

10.3 Monthly service visits with 24-hour emergency response.

10.4 Annual system review with management team.

10.5 Documentation of cost savings projects and engineering studies.

10.6 Cooling tower online disinfection.

10.7 Two (2) offline cleanings and disinfections annually of the facility’s cooling towers.

10.8 Provide emergency disinfection for affected cooling towers directed by the COR.

10.9 Chemically control the physical deterioration of the cooling towers: To improve chemical management and control of the cooling towers, the contractor shall provide:

10.9.1 Contractor shall furnish and install digital monitoring systems for the cooling tower chemical feed systems in Buildings 135, 137, and 110D to monitor and control corrosion inhibitor residual and biocide residual/dosing effectiveness which will allow for increased control of overall cooling tower system performance for the duration of the contract. The digital monitoring system shall allow HVAMC personnel to review data digitally and provide for enhanced visibility and remote alarm monitoring capabilities. The water treatment chemical feed system shall meet the following specific capabilities:

10.9.2 “Real Time” Control – Directly monitor and control the addition of corrosion inhibitor, the primary oxidizing biocide, and the secondary biocide. It must be capable of measuring the active polymer in the system as well. The corrosion inhibitor must be able to control levels within +/- 2 ppm of the desired set point. The controller must be capable of automatically compensating for un-metered make-up and/or blowdown via “real time” control.

10.9.3 Conductivity control - the controller must monitor and control conductivity.

10.9.4 ORP control – The controller must be capable of monitoring and controlling the condenser water’s ORP. This includes monitoring turbidity. Biocide feed cycles must be able to resume upon flow restoration ensuring the biocide is consistently fed. The ORP alarm capability, must provide notification if the expected ORP goal is not met during each biocide feed cycle.

10.9.5 Continuous Monitoring – Controller shall be capable of calculating system volumes, calculate holding time indexes, and perform leak detection studies. Operators shall be able to use the inhibitor data to solve unique problems resulting from improper feed or mixing of the inhibitor in the recirculating system.

10.9.6 24/7/365 remote monitoring shall be provided by the monitoring system for trained Hampton VAMC staff and qualified contractor personnel.

10.9.7 The digital monitoring system shall graphically report the chemical dosage in the cooling tower systems.

10.9.8 The digital monitoring system shall correlate dosage and inventory usage to calculate water losses on the cooling tower system.

10.9.9 The monitoring system shall be capable of data collection for analysis in SPC formats and send data via 4-20 mA signal to the DCS for monitoring.

10.9.10 The contractors monitoring system and monitoring program for the cooling towers shall be maintained in full by the contractor as part of this cooling tower water chemistry maintenance contract.

10.9.11 Contractor shall provide chemistry in the solid form to be used on any level above or below the ground floor of any building. The solid chemistry dispenser shall meet the following minimum requirements:

10.9. 11a. The capacity of the dispensing tube shall equate to the volume of active product in a 5 to 15-gallon container (please provide detail).

10.9.11b. The reservoir that contains the dissolving solid brick chemistry shall have 3 level sensors to minimize chemical spills.

10.9.11c. A level sensor is required and must be capable of shutting down the flow to prevent overflow conditions automatically.

10.9.11d. The reservoir shall be capable of doubling its capacity with two solid dispenser units and maintain one common reservoir to simplify feed and demand strategies based on real time control.

10.9.11e. Dispenser shall be capable of automatically notifying the operator of low inventory chemical levels.

10.9.11f. Dispenser must contain an automatic safety shut off when the inventory lid is opened to prevent spray or spill incidents.

10.9.11g. Dispenser shall be rated for up to IP-67 environmental conditions.

10.9.11h. The dispensing unit must have passed temperature testing for a range between 33F to 140F (please provide laboratory test results/proof).

10.9.12 Contractor shall provide cooling tower chemical services and furnish a chemical controller, for the duration of the contract service period, that meets the following minimum requirements:

10.9.12 a. The controller must be able to directly monitor and control both the addition of the corrosion inhibitor, the Primary Oxidizing Biocide and the secondary biocide. It must also be able to measure the active polymer in the system.

10.9.12 b. The controller must have the ability to monitor and control conductivity (bleed).

10.9.12 c. The controller must also be capable of monitoring the condenser water’s ORP.

10.9.12 d. The unit must be capable of measuring turbidity.

10.9.12 e. The controller must have the ability for remote monitoring and control, via a secure web-based platform. It must also be able to send alarms notifications.

10.9.12 f. The water treatment company must be capable of providing 24/7/365 remote monitoring by qualified and trained engineering staff.

10.9.12 g. The controller must be equipped with a Data Management program, capable of storing measured values for a one-year period and be able to generate graphs and reports on any or all the variables.

10.9.12 h. Additional measurement capabilities shall include temperature, cell fouling, background fluorescence, relay status, and pulse counter with water meter.

10.9.12.i. The controller shall have additional two (2) 4/20 mA input relays and eight (8) additional output relays.

10.9.12.j. The provided controller system shall meet the following data storage and communication platform related requirements:

10.9.12.k. Alarms/Notifications: All alarms, pages and notifications must be tracked on this communication platform.

10.9.12.l. Personal Service Reports: All PSR’s shall be posted and cataloged on the website.

10.9.12.m. System Specific Graphing/Troubleshooting Capability: The Contractor shall provide HVAMC staff access water parameter data to graph or request an on-line version consisting of multiple readings to allow for troubleshooting predictive modeling.

10.9.12.n. Operational Dashboards: There shall be an area for operating data to be viewed and a red/yellow/green gauge shall be supplied for each parameter of the water characteristic. This ensures quick interpretation of the data by operators and the water treatment provider.

10.9.12.o. Campus-Level Dashboards: Each site will allow for a roll-up of each analytic that is tracked. This provides an enterprise view of the monitoring points to ensure compliance to results.

10.9.12.p. Material Data Sheet Storage: The website shall also house all of the SDSs for immediate access along with hard copies retained in the Program Administration Manuals.

10.9.12.q.7 24/7/365 Response & Monitoring System: The 24/7/365 response/monitoring system must be connected to a website and provide all reporting and/or communications through this website that both the contractor’s and VAMC staff can access.

10.9.12.r. Planning & Design Web-Based Capabilities: A design platform shall be built into the website to allow for online modeling of water systems and various equipment to help university personnel compare various economic simulations.

10.9.12.s. Meet all the testing protocols and interpretations of results found in VHA 1061 Appendix D, “Prevention of Legionella Disease from cooling tower at Department of Veterans Affairs Medical Facilities.”

10.10 Chemically control the buildup of biologicals that are potentially harmful to the tower and any life nearby. Monthly bacterial “dip slide” samples will be taken from each cooling tower basin and the results will be transmitted electronically to the COR for verification of bacterial growth suppression within 30 days of testing.

10.10.1 Maximize efficiency of cooling towers

10.11 Minimize formation of solids and/or coatings in towers guided by the Preparation of Plant Operator's Manual including:

10.11.1 SDSs

10.11.2 Test Procedures

10.11.3 Line Diagrams

10.11.4 Trouble Shooting Guide

10.11.5 PM Checklist

10.12 Training of the plant operations on:

10.12.1 Safety including SDSs

10.12.2 Test Procedures

10.12.3 Trouble shooting all Required Testing Equipment

B.4 SPECIAL CONTRACT REQUIREMENTS

1.0 WORK HOURS or HOURS OF OPERATION

The services covered by this contract shall be furnished by the contractor as defined herein. The contractor shall not be required, except in case of emergency, to furnish such services on Federal Holidays or during off duty hours as described below.

Normal working hours are Monday through Friday, 8:00am – 4:30pm, excluding federal holidays which are as follows:

New Year’s Day Birthday of Martin Luther King, Jr.

Washington’s Birthday Memorial Day Juneteenth National Independence Day Independence Day Labor Day Columbus Day Veterans Day Thanksgiving Day Christmas Day

Any other day specifically declared by the President of the United States to be a federal holiday.

When one of the holidays falls on Sunday, the following Monday shall be observed as a Federal Holiday. When a holiday falls on a Saturday, the preceding Friday shall be observed as a Federal Holiday.

2.0 BACKGROUND INVESTIGATIONS

A full background check is not required for this position; however, all contract employees must bring photo identification and advance notice from the requiring service to obtain a VA Badge in order to work on a VA Facility. Upon award, the CO shall provide the contractor with detailed instructions on fulfilling security requirements.

All contractor employees are subject to the same level of investigation as VA employees who have access to VA Sensitive Information. The level of background investigation commensurate with the level of access needed to perform the requirement in the performance work statement is Special Agency Check (SAC). This requirement is applicable to all subcontractor personnel requiring the same access. Upon award, the CO shall provide the contractor with detailed instructions on fulfilling security requirements.

3.0 BILLING AND PAYMENT

The contractor shall submit invoices electronically in accordance with VAAR Clause 852.232-72, Electronic Submission of Payment Requests, via VA’s Electronic Invoice Presentment and Payment System. (See Web site http://www.tungsten-network.com/us/en/veterans-affairs-us/ )

All contractors shall be registered as a vendor to submit invoices in accordance with the Department of Veterans affairs e-Invoicing System at time of award.

4.0 CONTRACT ADMINISTRATION

Notwithstanding the Contractor's responsibility for total management during the performance of this contract, the administration of the contract will require maximum coordination between the Government and the Contractor.

The Contracting Officer is the only person authorized to approve changes or modify any of the requirements of this contract. The Contractor shall communicate with the Contracting Officer on all matters pertaining to contract administration. Only the Contracting Officer is authorized to make commitments or issue changes that shall affect price, quantity, or quality of performance of this contract.

The Facility Point of Contact shall be responsible for the overall technical administration of this contract as outlined in the Point of Contact Delegation of Authority.

IN THE EVENT THE CONTRACTOR EFFECTS ANY SUCH CHANGE AT THE DIRECTION OF ANY PERSON OTHER THAN THE CONTRACTING OFFICER WITHOUT AUTHORITY, NO ADJUSTMENT SHALL BE MADE IN THE CONTRACT PRICE TO COVER AN INCREASE IN COSTS INCURRED AS A RESULT THEREOF.

POINTS OF CONTACT:

Contract Specialist (CS) Kristine Woodbury Department of Veterans Affairs Network Contracting Office (NCO) 6 100 Emancipation Drive, Building 27 Hampton, Virginia 23667 Tel: 757-722-9961 Fax 757-728-3132 kristine.woodbury@va.gov

Contracting Officer (CO) Harold L. McQuillia, CO Department of Veterans Affairs Network Contracting Office (NCO) 6 100 Emancipation Drive, Building 27 Hampton, Virginia 23667 Tel: 757-315-3430 Fax 757-728-3132 harold.mcquillia@va.gov

Facility Point of Contact

TBD

5.0 CONTRACTOR PERFORMANCE ASSESSMENT REPORTING SYSTEM (CPARS):

(a) FAR 42.1502 direct all Federal agencies to collect past performance information on contracts. The Department of Veterans Affairs has implemented use of the Contractor Performance Assessment Reporting System (CPARS) to comply with this regulation. One or more past performance evaluations will be conducted in order to record your contract performance as required by FAR 42.15

(b) The past performance evaluation process is a totally paperless process using CPARS. CPARS is a web-based system that allows for electronic processing of the performance evaluation report. Once the report is processed, it is available in the Past Performance Information Retrieval System (PPIRS) for Government use in evaluating past performance as part of a source selection action.

(c) Please furnish the Contracting Officer with the name, position title, phone number, and email address for each person designated to have access to your firm’s past performance evaluation(s) for the contract no later than 30 days after award. Each person granted access will have the ability to provide comments in the Contractor portion of the report and state whether or not the Contractor agrees with the evaluation, before returning the report to the Assessing Official. The report information must be protected as source selection sensitive information not releasable to the public.

(d) When your Contractor Representative(s) (Past Performance Points of Contact) are registered in CPARS, they will receive an automatically-generated email with detailed login instructions. Further details, system requirements, and training information for CPARS are available at www.cpars.gov . The CPARS User Manual, registration for online training for Contractor Representatives may be found at this site.

(e) Within 60 days after the end of a performance period, the Contracting Officer will complete an interim or final past performance evaluation and the report will be accessible at www.cpars.gov. Contractor Representatives may then provide comments in response to the evaluation or return the evaluation without comment. Comments are limited to the space provided in Block 22. Your comments should focus on objective facts in the Assessing Official’s narrative and should provide your views on the causes and ramifications of the assessed performance. In addition to the ratings and supporting narratives, blocks 1-17 should be reviewed for accuracy, as these include key fields that will be used by the Government to identify your firm in future source selection evaluations. If you elect not to provide comments, please acknowledge receipt of the evaluation by indicating, “No Comment” in Block 22, and then signing and dating Block 23 of the form. Without a statement in Block 22, you will be unable to sign and submit the evaluation back to the Government. If you do not sign and submit the CPAR within 30 days, it will automatically be returned to the Government and will be annotated: “The report was delivered/received by the contractor on (date). The contractor neither signed nor offered comment in response to this assessment.” Your response is due within 30 calendar days after receipt of the CPAR.

(f) The following guidelines apply concerning your use of the past performance evaluation:

(1) Protect the evaluation as “source selection information.” After review, transit the evaluation by completing and submitting the form through CPARS. If for some reason, you are unable to view and/or submit the form through CPARS, contact the Contracting Officer for instructions.

(2) Strictly control access to the evaluation within your organization. Ensure the evaluation is never released to persons or entities outside of your control.

(3) Prohibit the use of or reference to evaluation data for advertising, promotional material, pre-award surveys, responsibility determination, production readiness reviews, or other similar purposes.

(g) If you wish to discuss a past performance evaluation, you should request a meeting in writing to the Contracting Officer no later than seven days following your receipt of the evaluation. The meeting will be held in person or via telephone or other means during your 30-day review period.

(h) A copy of the completed past performance evaluation will be available in CPARS for your viewing and for Government use supporting source selection actions after it has been completed.

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 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

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

(End of Clause)

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

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

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

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

(End of Clause)

C.4 VAAR 852.203-70 COMMERCIAL ADVERTISING (MAY 2018)

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

(End of Clause) C.5 VAAR 852.219-73 VA NOTICE OF TOTAL SET-ASIDE FOR CERTIFIED SERVICE-DISABLED VETERAN-OWNED SMALL BUSINESSES (JAN 2023) (DEVIATION)

(a) Definition. for the Department of Veterans Affairs, ‘‘Service-disabled Veteran-owned small business concern or SDVOSB’’:

(1) Means a small business concern—

(i) Not less than 51 percent of which is owned by one or more service-disabled Veterans or, in the case of any publicly owned business, not less than 51 percent of the stock of which is owned by one or more service-disabled Veterans or eligible surviving spouses (see VAAR 802.201, Surviving Spouse definition);

(ii) The management and daily business operations of which are controlled by one or more service-disabled Veterans (or eligible surviving spouses) or, in the case of a service-disabled Veteran with permanent and severe disability, the spouse or permanent caregiver of such Veteran;

(iii) The business meets Federal small business size standards for the applicable North American Industry Classification System (NAICS) code identified in the solicitation document;

(iv) The business has been certified for ownership and control pursuant to 38 U.S.C. 8127, 13 CFR 128, and is listed as certified in the SBA certification database at https://veterans.certify.sba.gov/; and

(v) The business agrees to comply with VAAR subpart 819.70 and Small Business Administration (SBA) regulations regarding small business size, government contracting, and the Veteran Small Business Certification Program at 13 CFR parts 121, 125, and 128.

(2) The term ‘‘Service-disabled Veteran’’ means a Veteran, as defined in 38 U.S.C. 101(2), with a disability that is service-connected, as defined in 38 U.S.C. 101(16).

(3) The term ‘‘small business concern’’ has the meaning given that term under section 3 of the Small Business Act (15 U.S.C. 632).

(4) The term ‘‘small business concern owned and controlled by Veterans with service-connected disabilities’’ has the meaning given the term ‘‘small business concern owned and controlled by service-disabled veterans’’ under section 3(q)(2) of the Small Business Act (15 U.S.C. 632(q)(2)).

(5) The term “SDVOSB participant” or certified SDVOSB means a small business that has been certified in the SBA Veteran Small Business Certification Program and listed in the SBA certification database (see 13 CFR 128.102).

(b) General. In order for a concern to submit an offer and be eligible for the award of an SDVOSB set-aside or sole source contract, the concern must qualify as a small business concern under the size standard corresponding to the NAICS code assigned to the contract and be listed as an SDVOSB participant in the SBA certification database as set forth in 13 CFR 128.

(1) Offers received from entities that are not certified SDVOSBs and listed in the SBA certification database at the time of offer shall not be considered.

(2) Any award resulting from this solicitation shall be made to a…