36C24718Q9756-001.pdf

PAGE 1 OF 1. REQUISITION NO.

2. CONTRACT NO. 3. AWARD/EFFECTIVE DATE 4. ORDER NO. 5. SOLICITATION NUMBER 6. SOLICITATION ISSUE DATE

a. NAME b. TELEPHONE NO. (No Collect Calls) 8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY CODE 10. THIS ACQUISITION IS UNRESTRICTED OR SET ASIDE: % FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ IFB RFP

15. DELIVER TO CODE 16. ADMINISTERED BY CODE

17a. CONTRACTOR/OFFEROR CODE FACILITY CODE 18a. PAYMENT WILL BE MADE BY CODE

TELEPHONE NO. DUNS: DUNS+4:

PHONE: FAX:

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN OFFER

18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK BELOW IS CHECKED

SEE ADDENDUM

19. 20. 21. 22. 23. 24.

ITEM NO. SCHEDULE OF SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA 26. TOTAL AWARD AMOUNT (For Govt. Use Only)

27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 AND 52.212-5 ARE ATTACHED. ADDENDA ARE ARE NOT ATTACHED.

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA ARE ARE NOT ATTACHED

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN _______________ 29. AWARD OF CONTRACT: REF. ___________________________________ OFFER COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND DATED ________________________________. YOUR OFFER ON SOLICITATION DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY (BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER)

30b. NAME AND TITLE OF SIGNER (TYPE OR PRINT) 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER (TYPE OR PRINT) 31c. DATE SIGNED

AUTHORIZED FOR LOCAL REPRODUCTION (REV. 2/2012)

PREVIOUS EDITION IS NOT USABLE Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS 92

509-19-1-208-0001

36C24718Q9756 09/27/2018

Brigitte Huffin 706-733-0188 X3970 09-29-2018

2PM EST

Department of Veterans Affairs VISN 7 Network Contracting Activity 501 Greene Street Hatcher Building - Suite 2 Augusta GA 30901

X 100

X

Y

325120

1000 Employees

N/A

501 Greene Street

501 Greene Street Hatcher Building - Suite 2

FMS-VA-2 (101)

Financial Services Center P.O. Box 149971 Austin TX 78714-9971

See CONTINUATION Page

The contractor shall provide Bulk Oxygen and Tank Rental services in accordance with the statement of work.

Prior to submitting proposal, please review all documentation, including statement of work, basis of award and addendum 52.212-1.

See CONTINUATION Page

X X

Brigitte Huffin

36C24718Q9756

Table of Contents

SECTION A

A.1 SF 1449 SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

B.2 LIMITATIONS ON SUBCONTRACTING-- MONITORING AND COMPLIANCE (JUN

2011)

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

B.4 DELIVERY SCHEDULE

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS (JAN

2017)

C.2 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

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

C.4 52.237-1 SITE VISIT (APR 1984)

C.5 VAAR 852.203-70 COMMERCIAL ADVERTISING (JAN 2008)

C.6 VAAR 852.203-71 DISPLAY OF DEPARTMENT OF VETERAN AFFAIRS HOTLINE

POSTER (DEC 1992)

C.7 VAAR 852.219-10 VA NOTICE OF TOTAL SERVICE-DISABLED VETERAN-OWNED

SMALL BUSINESS SET-ASIDE (JUL 2016)(DEVIATION)

C.8 VAAR 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV

2012)

C.9 VAAR 852.237-70 CONTRACTOR RESPONSIBILITIES (APR 1984)

C.10 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

C.11 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT

STATUTES OR EXECUTIVE ORDERS—COMMERCIAL ITEMS (JAN 2018)

SECTION D - CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS

SECTION E - SOLICITATION PROVISIONS

E.1 52.212-1 INSTRUCTIONS TO OFFERORS—COMMERCIAL ITEMS (JAN 2017)

E.2 52.252-1 SOLICITATION PROVISIONS INCORPORATED BY REFERENCE (FEB

1998)

E.3 52.233-2 SERVICE OF PROTEST (SEP 2006)

E.4 VAAR 852.233-70 PROTEST CONTENT/ALTERNATIVE DISPUTE RESOLUTION

(JAN 2008)

E.5 VAAR 852.270-1 REPRESENTATIVES OF CONTRACTING OFFICERS (JAN 2008) .. 76

E.6 52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS—COMMERCIAL

ITEMS (NOV 2017)

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 36C247 Brigitte Huffin

VISN 7 Network Contracting Activity

501 Greene Street

Hatcher Building - Suite 2

Augusta GA 30901

2. CONTRACTOR REMITTANCE ADDRESS: All payments by the Government to the contractor will be made in accordance with:

[] 52.232-33, Payment by Electronic Funds Transfer—System For Award Management, or

[] 52.232-36, Payment by Third Party

3. INVOICES: Invoices shall be submitted in arrears:

a. Quarterly []

b. Semi-Annually []

c. Other [X] Monthly in arrears

4. GOVERNMENT INVOICE ADDRESS: All Invoices from the contractor shall be submitted electronically in accordance with VAAR Clause 852.232-72 Electronic Submission of Payment Requests.

Department of Veterans Affairs

FMS-VA-2 (101)

Financial Services Center

P.O. Box 149971

Austin TX 78714-9971

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

AMENDMENT NO DATE

B.2 LIMITATIONS ON SUBCONTRACTING-- MONITORING AND

COMPLIANCE (JUN 2011)

This solicitation includes VAAR 852.219-10. Accordingly, any contract resulting from this solicitation will include this clause. The contractor is advised in performing contract administration functions, the CO may use the services of a support contractor(s) retained by VA to assist in assessing the contractor's compliance with the limitations on subcontracting or percentage of work performance requirements specified in the clause. To that end, the support contractor(s) may require access to contractor's offices where the contractor's business records or other proprietary data are retained and to review such business records regarding the contractor's compliance with this requirement. All support contractors conducting this review on behalf of VA will be required to sign an “Information Protection and Non-Disclosure and Disclosure of Conflicts of Interest Agreement” to ensure the contractor's business records or other proprietary data reviewed or obtained in the course of assisting the CO in assessing the contractor for compliance are protected to ensure information or data is not improperly disclosed or other impropriety occurs. Furthermore, if VA determines any services the support contractor(s) will perform in assessing compliance are advisory and assistance services as defined in FAR 2.101, Definitions, the support contractor(s) must also enter into an agreement with the contractor to protect proprietary information as required by FAR 9.505-4, obtaining access to proprietary information, paragraph (b). The contractor is required to cooperate fully and make available any records as may be required to enable the CO to assess the contractor's compliance with the limitations on subcontracting or percentage of work performance requirement.

Site Visit: The site visit was previously held on 20 April 2018.

Clause- 52.237-1 Site Visit

Statement of Work

Charlie Norwood VA Medical Center (Uptown & Downtown Campuses) Augusta Georgia

Medical Grade Bulk Oxygen and Tank Rental

1. General

1.1. Services:

This statement of work describes the requirements for leasing a bulk oxygen tank and the purchase of compressed oxygen for the Uptown and Downtown Division of the Charlie Norwood VA Medical Center (CNVAMC), Augusta, Georgia.

1.2. Period of Performance:

This is for a one-year base contract with the possibility of four one-year option periods. The base year period of performance is 01 October 2018 – 30 September 2019, or date of award.

Base Year 01 October 2018 – 30 September 2019

Option Year 1 01 October 2019 – 30 September 2020

Option Year 2 01 October 2020 – 30 September 2021

Option Year 3 01 October 2021 – 30 September 2022

Option Year 4 01 October 2022 – 30 September 2023

1.3 Place Performance:

Charlie Norwood VA Medical Center 1 Freedom Way Augusta, GA 30904

1.4 Background:

This statement of work describes the requirements for leasing a bulk oxygen tank and the purchase of compressed oxygen for the Uptown and Downtown Division of the Charlie Norwood VA Medical Center (CNVAMC), Augusta, Georgia. The CNVAMC currently has a requirement for the distribution and supply of medical-grade liquid bulk oxygen and tank rental. The requirement is for estimated quantities which may change based on actual need to support patient care, historically, the facility has used quantities up to but has not exceeded the requested amounts.

1.5 Acronyms and Definition:

1.5.1.1. C&A – Certification and Accreditation

1.5.1.2. CFR – Code of Federal Regulations

1.5.1.3. CNVAMC – Charlie Norwood VA Medical Center

1.5.1.4. COR – Contracting Officer’s Representative

1.5.1.5. CGMP – Current Good Manufacturing Practices

1.5.1.6. FDA – Food and Drug Administration

1.5.1.7. ISO – Information Security Officer

1.5.1.8. NFPA – National Fire Protection Association

1.5.1.9. PII – Personally Identifiable Information

1.5.1.10. PIV – Personal Identification Verification

1.5.1.11. QASP – Quality Assurance Surveillance Plan

1.5.1.12. U.S.P. – United States Pharmacopoeia

1.5.1.13. VA – Veterans Affairs or Department of Veterans Affairs

1.5.1.14. VHA – Veterans Health Administration

1.5.2. Publications:

1.5.2.1. 21 CFR Part 201

1.5.2.2. NFPA 50

1.5.2.3. NFPA 99

1.5.2.4. VA Handbook 6500.1

1.5.2.5. VA Handbook 6500.2

1.5.2.6. VHA Handbook 2005-028

1.5.2.7. VHA Patient Safety Alert

2. Personnel

2.1. Key Personnel:

Name Position License / Certification /Experience

Percentage of Work Under Contract

3. Hours of Operation:

3.1. Business Hours

8:00am – 4:30pm, Monday – Friday, excluding Federal Holidays.

Federal Holidays New Year’s Day January 1st Martin Luther King’s Birthday 3rd Monday in January President’s Day 3rd Monday in February Memorial Day Last Monday in May Independence Day July 4th Labor Day 1st Monday in September Columbus Day 2nd Monday in October Veteran’s Day November 11th Thanksgiving Day Last Thursday in November Christmas Day December 25th

3.1.2. Work schedule

The Contractor shall be available during normal business hours of 8:00am – 3:30pm, Monday – Friday, excluding Federal Holidays to meet delivery requirements for non-emergent requests submitted by the government.

4. Government Responsibilities:

4.1.1. A Contracting Officer Representative (COR) will be designated, and is responsible for local contract administration issues such as ordering and providing specific delivery instructions. A letter of delegation that outlines the COR’s specific responsibilities will be provided to the contractor at the time of contract award.

4.1.2. The government ensures proper and timely submission of orders to allow Contractor to meet required delivery date will provide a list to the Contractor of approved individuals who have authority to place orders against the awarded contract.

4.1.4. The government will provide a list of approved individuals who have the authority to receive and sign for the goods being delivered.

5. Contractor Performance Requirements and Responsibilities:

5.1.1. The Medical-grade oxygen classified as a drug and must meet USP specifications. Bulk oxygen tanks are classified as a drug delivery device, and all contractors shall be registered with the Food and Drug Administration.

5.1.2 The quantities are estimates of the facility’s annual requirements. There is no express or implied guarantee that these quantities will be purchased. The base contract period shall be 01 October 2018 – 30 September 2019 or date of award. Please note that contracts that include the installation of contractor owned equipment shall include a 60-day transition period at the beginning and end of the contract period. The contract awarded shall include four (4) one-year option periods.

5.1.3. Prior to first filling, contractor shall perform in-service training for facility personnel, such as the COR and any other personnel deemed appropriate by the Contracting Officer, to include the following facets for contractor owned and government owned systems: the refill procedure, and preventative maintenance support requirements that may be needed from the medical center systems, and an explanation of all the volume alarm and low pressure set-points. The contractor shall provide written procedures and training for VA staff protocols to accomplish emergency shutdowns or other sudden, unplanned termination of the refilling process. Contractor shall provide 24/7 emergency contact name(s) and telephone number(s).

5.1.4. Prior to first filling, and annually thereafter, alarm set-point testing and written verification shall be presented through the use of a qualified third party expert per NFPA 99, 2018 Edition (http://www.nfpa.org/codes-and-standards/all-codes-and-standards/list-of-codes-and-standards/detail?code=99) for contractor owned and government owned systems. Any code deficiencies in the Medical Center’s existing system, as defined by NFPA 50, 2001 Edition (http://www.nfpa.org/codes-and-standards/all-codes-and-standards/list-of-codes-and-standards/detail?code=50), 1.3.3, “Bulk Oxygen System”, shall be identified by the contractor. A detailed explanation of these deficiencies shall be presented in writing to the COR. Receipt of this written explanation shall be signed for by the COR.

5.1.5. Prior to first filling, and annually thereafter, the contractor shall verify, in writing, the accuracy of all gauges on contractor owned tanks. If the gauge(s) are government owned, contractor shall provide, if requested after award, a written proposal with price to verify accuracy of the gauge(s).

The Government may choose to exercise this option at its desire.

5.1.6. Prospective Offerors are strongly encouraged to visit the bulk oxygen tank site at the facility prior to submitting an offer. The site visit will be scheduled with the Contract Specialist.

5.1.7. Contractor shall provide for the following as outlined below:

a. Bulk Oxygen – Delivery weekly on Friday for the Downtown facility. Quantities are listed per 100 cubic feet. Actual quantity requested for the period identified is an estimated 120,000 cubic feet.

b. Bulk Oxygen - Delivery monthly on Friday for the Uptown facility. Quantities are listed per 100 cubic feet. Actual quantity requested for the period identified is an estimated 6,000 cubic feet.

c. Emergency Delivery Fee – Two per division (2 Downtown and 2 Uptown) for the 12-month contract period.

d. Bulk Oxygen monthly portable tank rental.

http://www.nfpa.org/codes-and-standards/all-codes-and-standards/list-of-codes-and-standards/detail?code=99 http://www.nfpa.org/codes-and-standards/all-codes-and-standards/list-of-codes-and-standards/detail?code=99 http://www.nfpa.org/codes-and-standards/all-codes-and-standards/list-of-codes-and-standards/detail?code=50 http://www.nfpa.org/codes-and-standards/all-codes-and-standards/list-of-codes-and-standards/detail?code=50

5.1.8. Contractor shall refer to delivery schedule (provided after award) which specifies order submission and delivery dates, to include alternate dates as a result of observed federal holidays.

6. Delivery of Medical Liquid Bulk Oxygen:

6.1.1. Bulk Oxygen is ordered by and delivered to the individual ordering facility. Specific information regarding any unique delivery requirements is included in the solicitation Price Schedule.

6.1.2. The contractor shall deliver medical-grade liquid oxygen within the time-frame specified in the schedule. The time-frame identified may be either the number of calendar days after receipt of the Government’s order, the specific days of the week for delivery, the specific time intervals between deliveries, a specified reorder point, or other specified ordering and delivery methods.

Upon award, delivery time-frame shall be discussed with site COR listed in the schedule, as sites shall have the option to establish an automatic delivery schedule. If the time frame for contractor delivery is not identified in the facility requirements, the contractor shall provide 24-hour notice prior to delivery or upon mutual agreement between the facility and contractor, alternate ordering/delivery methods such as pre-scheduled deliveries, calling for tank level readings, installing a telemetry unit, etc. may be arranged. If for any reason the contractor is unable to delivery at the agreed upon day or time, the contractor shall provide 24-hour notice to the COR, so that the facility can initiate an alternate backup action. In accordance with VHA Patient Safety Alert dated April 5, 2004 (https://www1.va.gov/vhapublications/ViewPublication.asp?pub_ID=1279) and VHA Directive 2005-028 (https://www1.va.gov/vhapublications/ViewPublication.asp?pub_ID=1279) dated June 24, 2005 all deliveries shall be monitored by a qualified and trained technical representative that will be designated by each facility. Contractor shall be provided with names and contact information of primary and back-up facility representatives. This applies to all deliveries regardless of time or day of execution.

6.1.3. Tanks(s) shall be filled to maximum functional capacity at each refilling procedure unless otherwise specified in the facility requirements or as agreed upon in a written document signed and dated by the COR.

6.1.4. At the time of each delivery, contractor shall provide a legible signed and dated written document that identifies the tank level prior to fill, the level after fill, and the quantity delivered. This document must be counter-signed by the facility representative supervising the delivery.

6.1.5. Emergency delivery shall be provided within 24 hours after receipt of Government notification.

Contractor shall respond to the facility by either telephone or email within one hour to confirm receipt of emergency notification to ascertain the nature of the emergency. Emergency status is determined by the Government when conditions warrant, such as an actuated main bulk tank low level alarm, imminent alarm condition, or system leak. Failure of the contractor to remain current with agreed delivery schedule and requirements does not constitute an “emergency” for purposes of charging an emergency delivery fee.

7. Quality Assurance Specifications and Requirements:

https://www1.va.gov/vhapublications/ViewPublication.asp?pub_ID=1279 https://www1.va.gov/vhapublications/ViewPublication.asp?pub_ID=1279

Performance Indicators

PWS

Ref

Performance Measure

Acceptable Level of Quality

Method of Assessment Incentive

Regular weekly delivery of bulk oxygen

Para 5.1.7, 6.1.1, & 6..2

Within time frame developed by COR and Vendor.

95% Visual Inspection/Observation and random inspection.

Exercise option/contract renewal

Respond to emergency calls within two hours.

Para 5.1.7, 6.1.5.

Within time frame developed by COR and Vendor.

95% Visual Inspection/Observation and random inspection.

Exercise option/contract renewal

Tank Rentals Para 5.1.7.

6.1.3.

Within time frame developed by COR and Vendor.

95% Visual Inspection/Observation and random inspection.

Exercise option/contract renewal

7.1.1. All medical gas manufacturers and fillers of medical gases shall be registered with FDA as drug manufacturers. All oxygen shall be manufactured, processed, packed, transported, and stored according to FDA’s Current Good Manufacturing Practices (CGMP) regulations, and all labeling shall comply with FDA’s labeling regulations (21 CFR Part 201 -https://www.accessdata.fda.gov/scripts/cdrh/cfdocs/cfCFR/CFRSearch.cfm?CFRPart=201).

7.1.2. Liquid bulk oxygen delivered under the contract shall be medical-grade and shall meet or exceed the standards cited in the current edition of the United States Pharmacopoeia/National Formulary (U.S.P.).

7.1.3. A valid certificate of analysis shall be provided with each delivery of liquid oxygen. The certificate shall include, at a minimum:

a) Supplier’s name and complete address

b) Name of the Product (i.e. Oxygen U.S.P.)

c) An Air Liquefaction Statement where appropriate

d) Lot number or other unique identification number

e) Actual analytical results for full U.S.P. monograph testing. (A statement that only states that the product meets the minimum purity of 99.5%, etc. is not acceptable.)

https://www.accessdata.fda.gov/scripts/cdrh/cfdocs/cfCFR/CFRSearch.cfm?CFRPart=201

f) Test method used to perform the analysis. (A statement such as “Meets U.S.P.

specifications” is not acceptable; nor would “Tested via Servomex” be acceptable since the specific model number is not provided.)

g) Signature of authorized supplier representative and date.

7.1.4. Material Safety Data Sheets shall be provided to the facility upon request.

7.1.5. A copy of all inspection reports shall be provided to the facility COR upon the completion of any contractor owned or government owned bulk oxygen system inspections that are required by regulation.

7.1.6. All contractor-owned equipment shall be maintained or repaired in accordance with NFPA 50:

Standard for Bulk Oxygen Systems at Consumer Sites, 2001 and FDA’s Current Good Manufacturing Practices (CGMP) Regulations (https://www.fda.gov/Drugs/DevelopmentApprovalProcess/Manufacturing/ucm090016.htm).

8. Contractor-Owned Equipment:

8.1.1. The facilities listed in the schedule as having contractor owned tanks, the contractor shall provide, install and maintain bulk oxygen tank(s) with appropriate back-up system(s). Through the duration of the contract, the contractor shall be liable for the integrity, suitability, and safety of contractor owned tank(s) that shall insure compliance with applicable regulations, standards and normal good practices. The tank capacity and reserve system shown in the schedule are minimum capacities required by the using facilities. Manifold, cylinders for the reserve supply, liquid converter, alarm switch, regulator, valves, level indicator, and any other devices or connections required for proper tie-ins with the facility’s gas system shall be furnished by the contractor, without cost to the Government. The manifold or liquid converter shall deliver gas at a pressure and rate of flow adequate to supply the system. Each liquid oxygen storage container shall have an outlet that allows access for testing the purity of the oxygen.

8.1.2. All equipment and materials required to perform on the contract (other than what is specifically listed in paragraph 10, Government-Furnished Property) shall be provided by the contractor. Contractor owned equipment shall be installed, inspected and maintained by the contractor without additional cost to the Government. (i.e., all installation, inspection and maintenance costs shall be included in the contract’s monthly equipment rental fee for the applicable facility.) Contractor owned equipment shall be kept in good operating condition and appearance, in accordance with applicable regulations, standards and normal good practices. The contractor shall be provided reasonable access to the bulk oxygen systems for this purpose.

9. Installation of Contractor-Owned Equipment:

9.1.1. Unless otherwise directed by the using facility, contractor owned equipment shall be installed by the first day of the period of performance (directed by Contracting Officer) and shall be connected to the medical gas system on that date; provided that the contractor shall be allowed a maximum of sixty calendar days after receipt of notice of award to complete installation. If the contractor’s equipment replaces equipment already in use, the exchange of equipment shall be accomplished without interruption https://www.fda.gov/Drugs/DevelopmentApprovalProcess/Manufacturing/ucm090016.htm of gas supply to the using facility. Contractor installed equipment shall remain the property of the contractor and shall be removed upon termination of the contract when directed by the ordering facility and in full cooperation with the succeeding contractor so as to avoid interruption of gas supply.

9.1.2. No guarantee is given or implied that data included in the schedule regarding contractor owned equipment currently located at the facilities is complete and accurate as to the factors affecting the cost of furnishing and installing the required contractor owned tanks and appurtenances. Offerors are strongly encouraged to visit the facility sites prior to submitting an offer and take other steps as may be reasonably necessary to ascertain the nature and location of the work, and the general and local conditions which can affect the work or the cost thereof. Failure to do so shall not relieve offerors from the responsibility of estimating properly the difficulty and cost of successfully performing the work. Site visits may be arranged by contacting in the solicitation schedule.

10. Government-Owned Cylinders

10.1.1. Individual Agency Ownership of Cylinders: Government owned cylinders shall remain the property of the individual ordering (owning) agency and shall not be exchanged for other cylinders, either government-owned or contractor-owned, without authorization of the Contracting Officer Representative (COR) at the ordering agency.

11. Invoicing:

11.1.1. Payment will be made monthly in arrears upon receipt of a properly prepared detailed invoice and validated by the COR. Invoices must be sent electronically through OB10 Payment System in Austin, Texas.

11.1.2. A properly prepared invoice shall contain:

• Invoice Number and Date services were provided

• Contractor’s Name and Address

• Accurate Purchase Order Number

• Description of Supply or Service provided

• Total amount due

12. Special Contract Requirements

PER REVIEW OF VA HANDBOOK 6500.6, CONTRACT SECURITY, APPENDIX A-

INFORMATION SECURITY AND PRIVACY CHECKLIST:

• “The C&A requirements do not apply and a Security Accreditation Package is not required.”

• Acquisition of this service does not involve the storage, generating, transmitting, or exchanging of VA sensitive information to the vendor

• There may exist exposure to VA sensitive information, in particular to sensitive personal information (SPI) while implementing contractual services

Minimum Statutory Requirements

Prohibition on unauthorized disclosure: Information made available to the contractor or subcontractor by VA for the performance or administration of this contract or information developed by the contractor/subcontractor in performance or administration of the contract shall be used only for those purposes and shall not be used in any other way without the prior written agreement of the VA. This clause expressly limits the contractor/subcontractor's rights to use data as described in Rights in Data - General, FAR 52.227-14(d) (1). See VA Handbook 6500.6, Appendix C, paragraph 3.a.

Requirement for data breach notification: Upon discovery of any known or suspected security/privacy incidents, or any unauthorized disclosure of sensitive information, including that contained in system(s) to which the contractor/subcontractor has access, the contractor/subcontractor shall immediately and simultaneously notify the COTR, the designated ISO, and Privacy Officer for the contract. The term ‘security incident’ means an event that has, or could have, resulted in unauthorized access to, loss or damage to VA assets, or sensitive information, or an action that breaches VA security procedures. See VA Handbook 6500.6, Appendix C, paragraph 6.a

Requirement to pay liquidated damages in the event of a data breach: Consistent with the requirements of 38 U.S.C. §5725, a contract may require access to sensitive personal information. If so, the contractor is liable to VA for liquidated damages in the event of a data breach or privacy incident involving any SPI the contractor/subcontractor processes or maintains under this contract.

The contractor/subcontractor shall provide notice to VA of a “security incident” as set forth in the Security Incident Investigation section above. Upon such notification, VA must secure from a non- Department entity or the VA Office of Inspector General an independent risk analysis of the data breach to determine the level of risk associated with the data breach for the potential misuse of any sensitive personal information involved in the data breach. The term 'data breach' means the loss, theft, or other unauthorized access, or any access other than that incidental to the scope of employment, to data containing sensitive personal information, in electronic or printed form, that results in the potential compromise of the confidentiality or integrity of the data. Contractor shall fully cooperate with the entity performing the risk analysis. Failure to cooperate may be deemed a material breach and grounds for contract termination.

Each risk analysis shall address all relevant information concerning the data breach, including the following:

(1) Nature of the event (loss, theft, unauthorized access);

(2) Description of the event, including:

(a) date of occurrence;

(b) data elements involved, including any PII, such as full name, social security number, date of birth, home address, account number, disability code;

(3) Number of individuals affected or potentially affected;

(4) Names of individuals or groups affected or potentially affected;

(5) Ease of logical data access to the lost, stolen or improperly accessed data in light of the degree of protection for the data, e.g., unencrypted, plain text;

(6) Amount of time the data has been out of VA control;

(7) The likelihood that the sensitive personal information will or has been compromised (made accessible to and usable by unauthorized persons);

(8) Known misuses of data containing sensitive personal information, if any;

(9) Assessment of the potential harm to the affected individuals;

(10) Data breach analysis as outlined in 6500.2 Handbook, Management of Security and Privacy Incidents, as appropriate; and

(11) Whether credit protection services may assist record subjects in avoiding or mitigating the results of identity theft based on the sensitive personal information that may have been compromised.

Based on the determinations of the independent risk analysis, the contractor shall be responsible for paying to the VA liquidated damages in the amount of $37.50 per affected individual to cover the cost of providing credit protection services to affected individuals consisting of the following:

(1) Notification;

(2) One year of credit monitoring services consisting of automatic daily monitoring of at least 3 relevant credit bureau reports;

(3) Data breach analysis;

(4) Fraud resolution services, including writing dispute letters, initiating fraud alerts and credit freezes, to assist affected individuals to bring matters to resolution;

(5) One year of identity theft insurance with $20,000.00 coverage at $0 deductible; and

(6) Necessary legal expenses the subjects may incur to repair falsified or damaged credit records, histories, or financial affairs (see VA handbook 6500.6, appendix c, paragraph 7.a, 7.d)

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

ITEM

NUMBE

R

DESCRIPTION OF

SUPPLIES/SERVIC

ES

QUANTIT

Y

UNI

T UNIT PRICE AMOUNT

0001 BULK OXYGEN

TANK RENTAL

FOR DOWNTOWN

DIVISION

LOCAL STOCK

NUMBER:

TANKRENTAL

12.00 MO ________________

0002 BULK OXYGEN

ACCOUNT: BULK

LIQUID OXYEGEN

DELIVERY FOR

THE DOWNTOWN

FACILITY ARE TO

BE WEEKLY ON

FRIDAY NOTE:

DELIVERY

LOCATION IS 800

BAILEY DRIVE

NOTE:

ESTIMATED

QUANTITIES IS

LISTED PER CUBIC

FEET. ESTIMATED

QUANTITY FOR 12

MONTH PERIOD:

9,300,000 CUBIC

FEET

LOCAL STOCK

NUMBER: OX

USPBLK

1.00 LT ________________

0003 EMERGENCY

DELIVERY FEE (2

EACH)

DOWNTOWN/(2

EACH) UPTOWN

4.00 EA ________________

0004 BULK OXYGEN

TANK RENTAL

FOR UPTOWN

DIVISION

LOCAL STOCK

0005 BULK LIQUID

OXYEGEN

DELIVERY FOR

THE UPTOWN

FACILITY ARE TO

BE WEEKLY ON

FRIDAY NOTE:

DELIVERY

LOCATION IS 1

FREEDOM WAY

NOTE: ESTIMATED

QUANTITIES IS

LISTED PER CUBIC

FEET. ESTIMATED

QUANTITY FOR 12

MONTH PERIOD:

1,300,000 CUBIC

FEET.

LOCAL STOCK

0006 TELEMETRY

MONITORING

SERVICES FOR

THREE TANKS.

3.00 EA ________________

0101 BULK OXYGEN

TANK RENTAL

FOR DOWNTOWN

DIVISION

LOCAL STOCK

0102 BULK OXYGEN

ACCOUNT: BULK

LIQUID OXYEGEN

DELIVERY FOR

THE DOWNTOWN

FACILITY ARE TO

BE WEEKLY ON

FRIDAY NOTE:

DELIVERY

LOCATION IS 800

BAILEY DRIVE

NOTE:

ESTIMATED

QUANTITIES IS

LISTED PER CUBIC

FEET. ESTIMATED

QUANTITY FOR 12

1.00 LT ________________

MONTH PERIOD:

9,300,000 CUBIC

FEET

LOCAL STOCK

0103 EMERGENCY

DELIVERY FEE (2

EACH)

0104 BULK OXYGEN

TANK RENTAL

FOR UPTOWN

DIVISION

LOCAL STOCK

0105 BULK LIQUID

OXYEGEN

DELIVERY FOR

THE UPTOWN

FACILITY ARE TO

BE WEEKLY ON

FRIDAY NOTE:

DELIVERY

LOCATION IS 1

FREEDOM WAY

NOTE: ESTIMATED

QUANTITIES IS

LISTED PER CUBIC

FEET. ESTIMATED

QUANTITY FOR 12

MONTH PERIOD:

1,300,000 CUBIC

FEET.

LOCAL STOCK

0106 TELEMETRY

MONITORING

0201 BULK OXYGEN

TANK RENTAL

FOR DOWNTOWN

DIVISION

12.00 MO ________________

LOCAL STOCK

0202 BULK OXYGEN

ACCOUNT: BULK

LIQUID OXYEGEN

DELIVERY FOR

THE DOWNTOWN

FACILITY ARE TO

BE WEEKLY ON

FRIDAY NOTE:

DELIVERY

LOCATION IS 800

BAILEY DRIVE

NOTE:

ESTIMATED

QUANTITIES IS

LISTED PER CUBIC

FEET. ESTIMATED

QUANTITY FOR 12

MONTH PERIOD:

9,300,000 CUBIC

FEET

LOCAL STOCK

0203 EMERGENCY

DELIVERY FEE (2

EACH)

0204 BULK OXYGEN

TANK RENTAL

FOR UPTOWN

DIVISION

LOCAL STOCK

0205 BULK LIQUID

OXYEGEN

DELIVERY FOR

THE UPTOWN

FACILITY ARE TO

BE WEEKLY ON

FRIDAY NOTE:

DELIVERY

LOCATION IS 1

FREEDOM WAY

NOTE: ESTIMATED

1.00 LT ________________

QUANTITIES IS

LISTED PER CUBIC

FEET. ESTIMATED

QUANTITY FOR 12

MONTH PERIOD:

1,300,000 CUBIC

FEET.

LOCAL STOCK

0206 TELEMETRY

MONITORING

0301 BULK OXYGEN

TANK RENTAL

FOR DOWNTOWN

DIVISION

LOCAL STOCK

0302 BULK OXYGEN

ACCOUNT: BULK

LIQUID OXYEGEN

DELIVERY FOR

THE DOWNTOWN

FACILITY ARE TO

BE WEEKLY ON

FRIDAY NOTE:

DELIVERY

LOCATION IS 800

BAILEY DRIVE

NOTE:

ESTIMATED

QUANTITIES IS

LISTED PER CUBIC

FEET. ESTIMATED

QUANTITY FOR 12

MONTH PERIOD:

9,300,000 CUBIC

FEET

LOCAL STOCK

0303 EMERGENCY

DELIVERY FEE (2

EACH)

DOWNTOWN/(2

4.00 EA ________________

0304 BULK OXYGEN

TANK RENTAL

FOR UPTOWN

DIVISION

LOCAL STOCK

0305 BULK LIQUID

OXYEGEN

DELIVERY FOR

THE UPTOWN

FACILITY ARE TO

BE WEEKLY ON

FRIDAY NOTE:

DELIVERY

LOCATION IS 1

FREEDOM WAY

NOTE: ESTIMATED

QUANTITIES IS

LISTED PER CUBIC

FEET. ESTIMATED

QUANTITY FOR 12

MONTH PERIOD:

1,300,000 CUBIC

FEET.

LOCAL STOCK

0306 TELEMETRY

MONITORING

0401 BULK OXYGEN

TANK RENTAL

FOR DOWNTOWN

DIVISION

LOCAL STOCK

0402 BULK OXYGEN

ACCOUNT: BULK

LIQUID OXYEGEN

DELIVERY FOR

THE DOWNTOWN

FACILITY ARE TO

BE WEEKLY ON

1.00 LT ________________

FRIDAY NOTE:

DELIVERY

LOCATION IS 800

BAILEY DRIVE

NOTE:

ESTIMATED

QUANTITIES IS

LISTED PER CUBIC

FEET. ESTIMATED

QUANTITY FOR 12

MONTH PERIOD:

9,300,000 CUBIC

FEET

LOCAL STOCK

0403 EMERGENCY

DELIVERY FEE (2

EACH)

0404 BULK OXYGEN

TANK RENTAL

FOR UPTOWN

DIVISION

LOCAL STOCK

0405 BULK LIQUID

OXYEGEN

DELIVERY FOR

THE UPTOWN

FACILITY ARE TO

BE WEEKLY ON

FRIDAY NOTE:

DELIVERY

LOCATION IS 1

FREEDOM WAY

NOTE: ESTIMATED

QUANTITIES IS

LISTED PER CUBIC

FEET. ESTIMATED

QUANTITY FOR 12

MONTH PERIOD:

1,300,000 CUBIC

FEET.

LOCAL STOCK

NUMBER: OX

1.00 LT ________________

0406 TELEMETRY

MONITORING

GRAND TOTAL ________________

B.4 DELIVERY SCHEDULE

ITEM NUMBER QUANTITY

DELIVERY

DATE

0001 SHIP TO: Charlie Norwood VA Medical Center 800 Ballie Drive Augusta, GA 30901

USA

12.00 01 October 2018 – 30 September

MARK

FOR:

0002 SHIP TO: Charlie Norwood VA Medical Center 800 Ballie Drive

1.00 01 October 2018 –

0003 SHIP TO: Charlie Norwood VA Medical Center

4.00 01 October 2018 –

0004 SHIP TO: Charlie Norwood VA Medical Center

12.00 01 October 2018 –

0005 SHIP TO: Charlie Norwood VA Medical Center

Augusta, GA 30901

1.00 01 October 2018 –

0006 SHIP TO: Charlie Norwood VA Medical Center

3.00 01 October 2018 –

0101 SHIP TO: Charlie Norwood VA Medical Center

12.00 01 October 2019 –

0102 SHIP TO: Charlie Norwood VA Medical Center

1.00 01 October 2019 –

0103 SHIP TO: Charlie Norwood VA Medical Center

4.00 01 October 2019 –

0104 SHIP TO: Charlie Norwood VA Medical Center

12.00 01 October 2019 –

0105 SHIP TO: Charlie Norwood VA Medical Center

1.00 01 October 2019 –

0106 SHIP TO: Charlie Norwood VA Medical Center 800 Ballie Drive

3.00 01 October 2019 –

0201 SHIP TO: Charlie Norwood VA Medical Center

12.00 01 October 2020 –

0202 SHIP TO: Charlie Norwood VA Medical Center

1.00 01 October 2020 –

0203 SHIP TO: Charlie Norwood VA Medical Center

4.00 01 October 2020 –

0204 SHIP TO: Charlie Norwood VA Medical Center

12.00 01 October 2020 –

0205 SHIP TO: Charlie Norwood VA Medical Center

1.00 01 October 2020 –

0206 SHIP TO: Charlie Norwood VA Medical Center

3.00 01 October 2020 –

0301 SHIP TO: Charlie Norwood VA Medical Center

12.00 01 October 2021 –

0302 SHIP TO: Charlie Norwood VA Medical Center

1.00 01 October 2021 –

0303 SHIP TO: Charlie Norwood VA Medical Center

4.00 01 October 2021 –

0304 SHIP TO: Charlie Norwood VA Medical Center

12.00 01 October 2021 –

0305 SHIP TO: Charlie Norwood VA Medical Center

1.00 01 October 2021 –

0306 SHIP TO: Charlie Norwood VA Medical Center

3.00 01 October 2021 –

0401 SHIP TO: Charlie Norwood VA Medical Center 800 Ballie Drive

12.00 01 October 2022 –

0402 SHIP TO: Charlie Norwood VA Medical Center

1.00 01 October 2022 –

0403 SHIP TO: Charlie Norwood VA Medical Center

4.00 01 October 2022 –

0404 SHIP TO: Charlie Norwood VA Medical Center

12.00 01 October 2022 –

0405 SHIP TO: Charlie Norwood VA Medical Center

1.00 01 October 2022 –

0406 SHIP TO: Charlie Norwood VA Medical Center

3.00 01 October 2022 –

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL

ITEMS (JAN 2017)

(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 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 32.608-2 of the Federal Acquisition Regulation 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.