36C24625Q1092_1.docx

36C24625Q1092

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

36C24625Q1092 08-29-2025 Kenneca Crump 757-722-9961 09-08-2025

9:00 AM

EDT

Jerry Mann Department of Veterans Affairs Network Contracting Office 6 100 Emancipation Drive Hampton VA 23667 X 339950 500 Employees Net 30 N/A X Department of Veterans Affairs Hampton VA Medical Center 100 Emancipation Drive Hampton VA 23667 Kenneca Crump 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 X See CONTINUATION Page This will be an Unrestricted Competition FFP Solicitation for an Illuminated Sign for the Emergency Department at the Hampton VA Medical Center.

All quotes should be submitted on a separated document including the company letterhead and quote breakdown via email to Kenneca.Crump@va.gov.

No later than 9/8/2025 at 9:00 AM EST.

Award will be made to the lowest priced offer that meets and/or exceeds technical acceptability.

Please refer to the attachment section for specific design information and salient characteristics for the sign.

See CONTINUATION Page X Jerry Mann Contracting Officer Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

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

a. CONTRACTOR: TBD

b. GOVERNMENT: Contracting Officer 36C246 Jerry Mann 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.

VA Financial Service Center (FSC) Electronic Invoice Presentment and Payment System https://www.fsc.va.gov/einvoice.asp ACKNOWLEDGMENT OF AMENDMENTS: The offeror acknowledges receipt of amendments to the Solicitation numbered and dated as follows:

Hampton VA Medical Center ED Illuminated Signage Scope of Work and Specifications

PART 1 – GENERAL

1.0 GENERAL SCOPE & VENDOR REQUIREMENTS

The Hampton VA Medical Center, located at 100 Emancipation Drive, Hampton, Virginia 23667 has an immediate requirement for the procurement and installation for an illuminated exterior sign that reads ‘EMERGENCY DEPARTMENT’ at the Hampton Veterans Administration Medical Center. The contractor shall provide all necessary material, tools, equipment, labor, supervision, and expertise for the tenure of this contract. The intent of the overall project is to aid in visual wayfinding and luminescence from dusk to dawn to increase patient safety and ease of access for visitors at the site. This project is in response to a recent Office of Inspector General (OIG) finding that requires immediate remediation.

This is a procurement for exterior architectural signage and ancillary services including design, programing, site survey and utility marking prior to installation in accordance with state of Virginia legislation, Occupational Safety and Health Administration (OSHA), and VHA Technical Information Library (TIL) codes and standards. Design manuals (18-10) and Specifications (18-01) can be found at https://www.cfm.va.gov/til/.

The scope of this project includes removal of designated existing aged signage, utility surveying and marking if applicable, providing/installing matching single and double post signs to accommodate facility needs, wayfinding, programming, site walkthroughs/verification of site conditions, submission of a Signage Location Plan keyed to a Sign Message Schedule, shop drawings, and a design concept/material finishes/colors and graphics package are to be provided as part of this contract. The Hampton VA Medical Center has established a new sign standard and has implemented it as part of various projects and renovations. That approved sign standard shall be followed and maintained for all work under the resulting contract for a consistent and interchangeable system for the healthcare facility.

The proposed signage and wayfinding package shall be in compliance to meet Department of Veterans Affairs Technical Information Library’s (VA TIL) Signage & Wayfinding Guidelines. This project requires a vendor with significant experience providing ancillary services including wayfinding analysis, programming, and installation.

1.0a REPLACEMENT AVAILABILITY All work shall be closely coordinated with the designated VA personnel. The various phases shall be closely supervised by the design/build contractor and regular on-site planning meetings between all parties are mandatory.

1.0b ENVIRONMENTAL INITIATIVES It is important to the VA that the vendor and the products provided are manufactured with sustainability and environmental attributes in mind. Aluminum and extruded products for interior and exterior should feature 75% recycled content or higher.

1.1 DELIVERY AND STORAGE

A. Deliver materials to job site in manufacturer's original sealed containers with manufacturer’s name, and project title marked thereon. Protect materials from damage.

B. Package to prevent damage or deterioration during shipment, handling, storage, and installation. Maintain protective covering in place and in good repair until removal is necessary.

C. Deliver signs only when the site and mounting services are ready for installation work to proceed.

D. Store products in dry condition inside enclosed facilities.

1.2 APPLICABLE PUBLICATIONS

A. The publications listed below form a part of this specification to the extent referenced. The publications are referenced in the text by the basic designation only.

B. American Society for Testing and Materials (ASTM):

B209-01.................Aluminum and Aluminum-Alloy Sheet and Plate.

B221-05.................Aluminum and Aluminum-Alloy Extruded Bars, Rods, Wire, Shapes, and tubes.

C. Federal Specifications (Fed Spec):

MIL-PRF-8184F...........Plastic Sheet, Acrylic, Modified.

MIL-P-46144C..............Plastic Sheet, Polycarbonate.

D. Federal Highway Administration Manuals on Uniform Traffic Control Devices for Street and Highways.

E. Architectural Barriers Act Accessibility Standard (ABAAS) F. VA Technical Information Library (VA TIL)-Signage and Wayfinding Guideline

1.3 MINIMUM SIGN REQUIREMENTS

1. Signage must be a 100% modular system that integrates functionally and visually with the current signage utilized by the Hampton VA Medical Center. To integrate, the new signage must have the following attributes:

a. Compliant with the VA Technical Information Library and Signage Design Manual 2025 NFPA 70, PG-18-10 Electrical Design Manual.

2. Any exposed fasteners to be painted to match adjacent surface

3. Mounting by internal mechanical fasteners TBD by engineer; upper edge of sign cabinet to be attached to canopy beam.

4. All sign materials and fasteners to be rust proof and/or oxidization proof

5. Contractor licensed mechanical engineer to review and approve all structural sign components and mounting details.

6. All structural and electrical details to be compliant to applicable codes

7. All welds to be performed by a certified welder

8. Aluminum construction shall be of welded aluminum of sufficient gauge to prevent oil-canning, warping and any surface unevenness. All seams shall be welded and ground smooth. Any visible joints, seams, weld or grind marks will be unacceptable. All welds should be treated to prevent corrosion.

9. Sign elements shall be painted in accordance with the specifications in this SOW. Each paint shall contain ultra-violet inhibitors and shall be evenly spray applied with sufficient time allowed between applications for proper curing.

10. The painted surfaces have a consistent semi-gloss finish (unless otherwise noted) and shall be free of dirt, grit, mottling and orange-peel effect.

11. Polyurethane coatings shall be MAP, as manufactured by Matthews Paint Company, Wheeling, Illinois, or approved equal.

12. Installation to be level and plum

13. Internal illuminations by US LED white lamps or equal

14. Lamp operation controlled by light sensor switch

15. Include electrical service disconnect switch

16. Fabricator to verify appropriate electrical service voltage present at installation location

17. Fabricator to coordinate position of electrical service box with customer

18. Installer responsible for electrical connection and lamp installations

1.4 PG-18-1 MASTER CONSTRUCTION SPECIFICATIONS

A. PG-18-1 Section 26 05 11 REQUIREMENTS FOR ELECTRICAL INSTALLATIONS.

B. PG-18-1 Section 26 56 00 EXTERIOR LIGHTING

C. PG-18-1 SECTION 26 11 23 LIGHTING CONTROLS

D. PG-18-1 SECTION 26 05 26 GROUNDING AND BONDING FOR ELECTRICAL SYSTEMS.

1.5 SUBMITTALS

A. Submit Signage Location Plan, Shop drawings, and Sign Message Schedule for review and approval by VA Interior Designer.

PART 2 – DETAILED SCOPE

Detailed Scope is in Addition to the General Scope Listed Above:

1. Where required, the vendor shall program, manufacture, and install new signage units and provide updates to existing exterior signage. This shall include a complete sign message schedule identifying each sign, its message, and its type. Signage Vendor to participate in facility kick-off meeting to establish standards and expectation of VHA Construction Safety guidelines and standards, visit the site to survey existing conditions and provide verification of work, prepare Sign location plans showing the placement/location of directional signs, provide Shop drawings that provide dimensioned plans, elevations, text and graphics style /size and placement on each sign face, survey and marking all utilities, and final installation as a turnkey project.

2. The contractor shall be responsible for taking and applying accurate field measurements to ordered product for verification of correct sizing and building conditions including electrical and data connections. Auto-Cad drawings may not be accurate finished dimensions and may not be used in place of field measurements. The Vendor shall be liable for any incorrect field measurements leading to incorrect product order.

3. Supplier shall be a full-service, turn-key signage manufacturer, including the following attributes:

a. Turn-key supplier providing design, wayfinding, fabrication, delivery and installation on one comprehensive contract.

b. Supplier must have extensive experience in developing large-scale interior and exterior signage programs in large-scale environments, including at least five (5) similar projects in the last two (2) years which featured multiple product and service components.

4. Fabrication lead times of 8 weeks or less

5. Maintenance order lead times of 2 weeks or less

6. Exterior installation to occur during one visit of which the length will be determined by the vendor and the Hampton VA Medical Center Integrated Project Team (IPT) to include Interior Design, Electrical Shop, and Project Engineering to negate the impact on the veteran experience and staff population.

7. An articulating arm boom truck will be necessary to install the channel letter sign. A plan must be provided for the Hampton VA Medical Center IPT.

8. All work carried out under this Scope of Work shall comply with the Federal Facility Technical Standards and Virginia State Corporation Commission (SCC) Marking Standards. The Virginia Marking Standards provides the detailed activities that must be undertaken to ensure compliance with the contract and can be found on Virginia SCC’s website at https://www.scc.virginia.gov/urs/manuals/markingstandardsmanual/index.html#.

9. This is a firm-fixed price contract in accordance with the Contractor’s cost proposal. This is a turn-key service contract with the contractor providing everything necessary to complete the work. Upon award, the Contractor will provide all transportation, materials, specialized equipment, labor and technical expertise to complete the project. The Federal Government will not provide any office space associated with these services. All contractor items required for this service will be stored and maintained off-station.

10. Updated signs must meet the VA TIL’s Signage and Wayfinding Design Guide – “Exterior Signage” section.

PART 2a – PERFORMANCE REQUIREMENTS The contractor shall provide and be responsible for the technical assistance, development and generation for final specifications, all utility survey and marking if applicable. Contractor will be responsible for any damage that occurs outside of the obligatory statement of work and existing conditions. Contractor will be responsible for providing the disposal of existing signage to be replaced, in addition, any trash created from the installation outside of the Hampton VA Medical Center campus.

Project schedule will be determined by installers schedule and end users’ availability with the least amount of interruption to the healthcare facility and campus traffic.

Duty hours will be 7:30am – 4pm. The Government recognized US holidays are: New Year’s Day, Martin Luther King, Jr. Day, Presidents Day, Memorial Day, Juneteenth Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day and Christmas Day. If the holiday falls on Sunday, it is observed on Monday.

If the Contractor requests to deliver, receive and/or install exterior signage outside normal duty hours, the contractor shall submit a written request to the VA Contracting Officer’s Representative (COR) for authorization of the individual orders of this type. Written approval from the VA COR must be received before proceeding with the work. The request shall be submitted at least (5) five business days prior to the proposed performance of work, and it shall indicate the day(s), time, the amount of work, and the reason why performance is necessary outside normal duty hours

PART 3 – PRODUCTS

3.1 GENERAL

A. Signs of type, size and design shown on the drawings and as specified represent the basis of design intent and guideline for the signage acquisition.

B. Signs complete with lettering, framing and related components for a complete installation.

C. Provide graphics items as completed units produced by a single manufacturer, including necessary mounting accessories, fittings, and fasteners.

D. Do not scale drawings for dimensions. Contractor is to verify and be responsible for all dimensions and conditions shown by these drawings. VA Interior Designer/Engineering to be notified of any discrepancy in drawing, in field directions / conditions, and of all changes required for all such construction details.

E. The Sign Contractor, by commencing work of this section, assumes overall responsibility, as part of his warranty of work, to assure that assemblies, components, and parts shown and required within the work of the section, comply with the Contract Documents. The Contractor shall further warrant that all components specified or required to satisfactorily complete the installation are compatible with each other and with conditions of installations.

3.2 SIGN STANDARDS / CONSTRUCTION

Exterior Signage (Not Applicable to Street Signs):

1. Basis of Design or equal

a) Exterior ‘EMERGENCY DEPARTMENT’ sign to include all hardware necessary for mounting/hanging/etc.

b) LED lights and a timer for nighttime use

c) 4” deep, 24” tall pre-finished edge lit channel letters (to be determined by final canopy field measurements)

d) Pre-painted white aluminum backers

e) Removal and disposal of existing ‘EMERGENCY DEPARTMENT’ signage off campus

f) Connection with power directly behind the channel letters inside the building. Electrical work and connections to be completed by the awarded bidder and/or subcontractors. Company must be able to provide electrical certifications.

3.3 FABRICATION

A. Form work to required shapes and sizes, with true curve lines and angles. Provide necessary rebates, lugs, and brackets for assembly of units. Use concealed fasteners whenever and wherever possible.

B. Shop fabricate so far as practical. Joints fastened flush to conceal reinforcement and welded where thickness or section permits.

C. Contact surfaces of connected members are true; assembled so joints will be tight and practically unnoticeable, without use of filling compound.

D. Signs shall have fine, even texture and be flat and sound. Lines and miters sharp, arises unbroken, profiles accurate and ornament true to pattern. Plane surfaces must be smooth flat and without oil-canning, free of rack and twist. The maximum variation from plane of surface is plus or minus 0.3 mm (0.015 inches). Restore texture to filed or cut areas.

E. Level or straighten wrought work. Members shall have sharp lines and angles and smooth surfaces.

F. Extruded members to be free from extrusion marks. Square turns and corners sharp, curves true.

G. Drill holes for bolts and screws. Conceal fastenings where possible. Exposed ends and edges mill smooth, with corners slightly rounded. Form joints exposed to weather to exclude water.

H. Finish hollow signs with matching material on all faces, tops, bottoms and ends. Edge joints tightly mitered to give appearance of solid material.

I. All painted surfaces properly primed. Finish coating of paint to have complete coverage with no light or thin applications allowing substrate or primer to show. Finished surface must be smooth, free of scratches, gouges, drips, bubbles, thickness variations, foreign matter, and other imperfections.

J. Movable parts, including hardware, are to be cleaned and adjusted to operate as designed without binding or deformation of members. Doors and covers centered in opening or frame. All contact surfaces fit tight and even without forcing or warping components.

PART 4 - EXECUTION

4.1 INSTALLATION

A. Protect products against damage during field handling and installation. Protect adjacent existing and newly placed construction and finishes as much as possible during removal of existing signage and installation to limit pylon damage.

B. Vendor is responsible for having all utilities marked prior to any exterior excavation work. The Contractor can visit Bldg 37, Engineering projects to receive an underground utility map with clear data points for all private utilities.

C. Vendor is responsible for removing broken-down components from installation off-site for disposal.

D. All signage to be installed level and plumb.

E. All cartoning/debris due to the work to be removed from the site. Signage to be wiped down clean after installation.

F. Prior to installation all locations must be confirmed and approved by the VA Interior Designer/Engineering.

G. Vendor will be responsible for providing necessary construction safety hoarding when completing work.

PART 5 – POLICY

5.1 PARKING

A. Please be advised that parking on the grass is strictly prohibited. Ensure that all vehicles, including those used for deliveries and personal use, are parked only in the designated parking areas.

5.2 DRUG FREE WORKPLACE

A. The Department of Veteran Affairs is committed to providing a safe, healthy, and productive work environment. The misuse of drugs and alcohol can impair safety, health, and job performance. The expectation of the contractor is to follow the policies found below to maintain a drug-free workplace.

B. Prohibited Behavior

· The use, possession, sale, distribution, or manufacture of illegal drugs or alcohol on company premises, in company vehicles, or while conducting company business is strictly prohibited.

· Employees must not be under the influence of drugs or alcohol during working hours or while on VA property.

· It is the responsibility of the contractor to ensure any employees using prescribed or over-the-counter medications are able to safely and effectively perform their jobs without affecting the quality and scope of work as detailed.

· No smoking is allowed on campus premises at all. There is no designated smoking areas.

· Disciplinary Actions

· Violation of this policy may result in disciplinary action, up to and including termination of this contract.

· Employees may also be subject to legal consequences if their actions violate federal, state, or local laws.

C. CONTRACTOR LAYDOWN AREA

· The Department of Veteran Affairs has a laydown area with a designated spot for Interior Design to maintain where tools, materials, equipment, and vehicles can be temporarily stored to maintain the functionality of the campus while undergoing renovations. This information will be shared during the kick-off meeting.

References

Occupation Safety and Health Administration: https://www.osha.gov/construction/directives

VA Construction & Facilities Management Technical Information Library: https://www.cfm.va.gov/til/

PG 18- 10 Signage Design Manual: https://vatilms.va.gov/vatilms/criteria-viewer/90050?type=application%2Fpdf&title=Signage%20and%20Wayfinding&name=dmSignage-2025-02-19.pdf

PG 18-1 Master Construction Specifications: https://vatilms.va.gov/vatilms/reports/PG-18-1

Virginia State Corporate Commission:

https://www.scc.virginia.gov/urs/manuals/markingstandardsmanual/index.html#.

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

Illuminated Emergency Department Signage (Exterior) PRINCIPAL NAICS CODE: 339950 - Sign Manufacturing PRODUCT/SERVICE CODE: 9905 - Signs, Advertising Displays, and Identification Plates

MANUFACTURER PART NUMBER (MPN): N/A

Installation PRINCIPAL NAICS CODE: 339950 - Sign Manufacturing PRODUCT/SERVICE CODE: 9905 - Signs, Advertising Displays, and Identification Plates

MANUFACTURER PART NUMBER (MPN): N/A

B.3 DELIVERY SCHEDULE

HAMPTON VA MEDICAL CENTER

HAMPTON, VA 23667

USA

Page 1 of Page 1 of

SECTION C - CONTRACT CLAUSES

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

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

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

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

(End of Addendum to 52.212-4)

C.2 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es):

https://www.acquisition.gov/browse/index/far https://www.va.gov/oal/library/vaar/

(End of Clause)

C.3 VAAR 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV 2018)

(a) Definitions. As used in this clause—

(1) Contract financing payment has the meaning given in FAR 32.001;

(2) Designated agency office means the office designated by the purchase order, agreement, or contract to first receive and review invoices. This office can be contractually designated as the receiving entity. This office may be different from the office issuing the payment;

(3) Electronic form means an automated system transmitting information electronically according to the accepted electronic data transmission methods and formats identified in paragraph (c) of this clause. Facsimile, email, and scanned documents are not acceptable electronic forms for submission of payment requests;

(4) Invoice payment has the meaning given in FAR 32.001; and

(5) Payment request means any request for contract financing payment or invoice payment submitted by the contractor under this contract.

(b) Electronic payment requests. Except as provided in paragraph (e) of this clause, the contractor shall submit payment requests in electronic form. Purchases paid with a Government-wide commercial purchase card are considered to be an electronic transaction for purposes of this rule, and therefore no additional electronic invoice submission is required.

(c) Data transmission. A contractor must ensure that the data transmission method and format are through one of the following:

(1) VA’s Electronic Invoice Presentment and Payment System at the current website address provided in the contract.

(2) Any system that conforms to the X12 electronic data interchange (EDI) formats established by the Accredited Standards Center (ASC) and chartered by the American National Standards Institute (ANSI).

(d) Invoice requirements. Invoices shall comply with FAR 32.905.

(e) Exceptions. If, based on one of the circumstances in this paragraph (e), the Contracting Officer directs that payment requests be made by mail, the Contractor shall submit payment requests by mail through the United States Postal Service to the designated agency office. Submission of payment requests by mail may be required for—

(1) Awards made to foreign vendors for work performed outside the United States;

(2) Classified contracts or purchases when electronic submission and processing of payment requests could compromise the safeguarding of classified or privacy information;

(3) Contracts awarded by contracting officers in the conduct of emergency operations, such as responses to national emergencies;

(4) Solicitations or contracts in which the designated agency office is a VA entity other than the VA Financial Services Center in Austin, Texas; or

(5) Solicitations or contracts in which the VA designated agency office does not have electronic invoicing capability as described above.

(End of Clause)

C.4 VAAR 852.242-71 ADMINISTRATIVE CONTRACTING OFFICER (OCT 2020)

The Contracting Officer reserves the right to designate an Administrative Contracting Officer (ACO) for the purpose of performing certain tasks/duties in the administration of the contract. Such designation will be in writing through an ACO Letter of Delegation and will identify the responsibilities and limitations of the ACO. A copy of the ACO Letter of Delegation will be furnished to the Contractor.

(End of Clause) C.5 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (JAN 2025) (DEVIATION FEB 2025)

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

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

(2) 52.204–23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab Covered Entities (DEC 2023) (Section 1634 of Pub. L. 115–91).

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

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

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

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

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

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

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

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

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

[] (4) 52.203–17, Contractor Employee Whistleblower Rights (NOV 2023) (41 U.S.C. 4712); this clause does not apply to contracts of DoD, NASA, the Coast Guard, or applicable elements of the intelligence community—see FAR 3.900(a).

[] (5) 52.204–10, Reporting Executive Compensation and First-Tier Subcontract Awards (JUN 2020) (Pub. L. 109–282) (31 U.S.C. 6101 note).

[] (6) [Reserved] [] (7) 52.204–14, Service Contract Reporting Requirements (OCT 2016) (Pub. L. 111–117, section 743 of Div. C).

[] (8) 52.204–15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (OCT 2016) (Pub. L. 111–117, section 743 of Div. C).

[X] (9) 52.204–27, Prohibition on a ByteDance Covered Application (JUN 2023) (Section 102 of Division R of Pub. L. 117–328).

[] (10) 52.204–28, Federal Acquisition Supply Chain Security Act Orders—Federal Supply Schedules, Governmentwide Acquisition Contracts, and Multi-Agency Contracts. (DEC 2023) (Pub. L. 115–390, title II).

[X] (11)(i) 52.204–30, Federal Acquisition Supply Chain Security Act Orders— Prohibition. (DEC 2023) (Pub. L. 115–390, title II).

[] (ii) Alternate I (DEC 2023) of 52.204–30.

[] (12) 52.209–6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, Proposed for Debarment, or Voluntarily Excluded. (JAN 2025) (31 U.S.C. 6101 note).

[] (13) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (OCT 2018) (41 U.S.C. 2313).

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

[X] (16) 52.219–4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (OCT 2022) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

[] (17) [Reserved] [] (18)(i) 52.219-6, Notice of Total Small Business Set-Aside (NOV 2020) (15 U.S.C. 644).

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

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

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

[] (20) 52.219-8, Utilization of Small Business…