36C24723Q0923_1.docx

36C24723Q0923

GENERAL INFORMATION

CONTRACTING OFFICE ADDRESS

Department of Veterans Affairs Carl Vinson VA Medical Center 1826 Veterans Blvd.

Dublin GA 31021

POINT OF CONTACT*

CONTRACTING OFFICER

SHERYL HARRIS

sheryl.harris5@va.gov 478-272-1210

PLACE OF PERFORMANCE

WJB Dorn VA Medical Center

6439 GARNERS FERRY ROAD

COLUMBIA SC

ADDITIONAL INFORMATION

AGENCY’S URL

URL DESCRIPTION

AGENCY CONTACT’S EMAIL ADDRESS

EMAIL DESCRIPTION

DESCRIPTION

This is a combined synopsis/solicitation for commercial items prepared in accordance with the format in Federal Acquisition Regulation (FAR) subpart 12.6, “Streamlined Procedures for Evaluation and Solicitation for Commercial Items,” as supplemented with additional information included in this notice. This announcement constitutes the only solicitation; quotes are being requested, and a written solicitation document will not be issued.

This solicitation is issued as an RFQ. The solicitation document and incorporated provisions and clauses are those in effect through Federal Acquisition Circular 2023-04 effective 06/02/2023.

This solicitation is set aside for Service-Disabled Veteran Owned Small Business (SDVOSB) The associated North American Industrial Classification System (NAICS) code for this procurement is 811210, with a small business size standard of $34 million.

The FSC/PSC is J059.

All interested companies shall provide quotations to Sheryl Harris, @ sheryl.harris5@va.gov; NLT July 28, 2023, 10:00 am central time zone.

Combined Synopsis/Solicitation Notice Combined Synopsis/Solicitation Notice

Combined Synopsis/Solicitation Notice

PAGE 1 OF

1. REQUISITION NO.

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NO.

5. SOLICITATION NUMBER

6. SOLICITATION ISSUE DATE

a. NAME

b. TELEPHONE NO. (No Collect Calls)

8. OFFER DUE

DATE/LOCAL

TIME

9. ISSUED BY

CODE

10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE:

% FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ

IFB

RFP

15. DELIVER TO

CODE

16. ADMINISTERED BY

CODE

17a. CONTRACTOR/OFFEROR

CODE

FACILITY CODE

18a.

PAYMENT WILL BE MADE BY

CODE

TELEPHONE NO.

UEI:

EFT:

PHONE:

FAX:

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

SEE

ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA

26.

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

ARE

ARE NOT ATTACHED.

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212

-4. FAR 52.212-5 IS ATTACHED. ADDENDA

ARE

ARE NOT ATTACHED

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

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

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

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

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

30a. SIGNAT

URE 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

36C24723Q0923 07-21-2023 Sheryl Harris na 07-28-2023 10:00am

CDT

Department of Veterans Affairs Carl Vinson VA Medical Center 1826 Veterans Blvd.

Dublin GA 31021 X X 811210 $34 Million N/A X See Delivery Schedule

Department of Veterans Affairs Carl Vinson VA Medical Center 1826 Veterans Blvd.

Dublin GA 31021

Department of Veterans Affairs

FMS-VA-2(101)

Financial Services Center PO Box 149971 Austin TX 78714-9971 See CONTINUATION Page Please reference B.3 Price Cost Delivery Schedule and Statement of Work See CONTINUATION Page X X

SHERYL HARRIS

CONTRACTING OFFICER

Page 1 of Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

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

a. CONTRACTOR:

b. GOVERNMENT: Contracting Officer 36C247 Sheryl Harris Department of Veterans Affairs Carl Vinson VA Medical Center 1826 Veterans Blvd.

Dublin GA 31021

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

3. INVOICES: Invoices shall be submitted in arrears:

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

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

B.2 PRICE/COST SCHEDULE ITEM INFORMATION

24663-SV-OS-Annual OVIC - OS-Annual OVIC ECAT SPE2D1-21-D-0002 ECAT SPE2D1-21-D-0002 System Calibration and Qualification: Calibration and Qualification (OVIC) of Co Contract Period: Base POP Begin: 08-15-2023 POP End: 08-14-2024

24663-SV-OS-Hardware Warranty - OS-Warranty ECAT SPE2D1-21-D-0002 ECAT SPE2D1-21-D-0002 1-year parts warranty covering manufacturer defects for all wireless sensors. De.

24663-OS-LOG.WEB.0006-Renewal - OceaFog Software License Renewal 501-1000 Sensors ECAT SPE2D1-21-D-0002 ECAT SPE2D1-21-D-0002 OCEAFog Annual License renewal for 501 to 1000 sensors including software update

24663-OS-CTR.000.0010_ILL - OCEAlert Annual License 501-1000 sensors ECAT SPE2D1-21-D- 0002 ECAT SPE2D1-21-D-0002 OCEAlert Annual License 501-1000 Sensor. Per year, per server instance price.

24663-UN-LS-14250AA - 3.6V 1/2 AA Size Lithium Battery SKU : UN-LS-14250 AA 1/2 Size Lithium 3.6v AA 1/2 size Lithium Battery Replacement Puck Batteries Year 1

24663-:UN-LS-17500AA - 3.6V AA Size Lithium Battery SKU : UN-LS-17500 AA Size Lithium 3.6V AA Size 3600mAh Lithium 411 Cobalt Replacement Batteries x2 Year 1

24663-SV-OS-Annual OVIC - OS-Annual OVIC ECAT SPE2D1-21-D-0002 ECAT SPE2D1-21-D-0002 System Calibration and Qualification: Calibration and Qualification (OVIC) of Co Contract Period: Option 1 POP Begin: 08-15-2024 POP End: 08-14-2025

24663-SV-OS-Hardware Warranty - OS-Warranty ECAT SPE2D1-21-D-0002 ECAT SPE2D1-21-D-0002 1-year parts warranty covering manufacturer defects for all wireless sensors. De.

24663-OS-LOG.WEB.0006-Renewal - OceaFog Software License Renewal 501-1000 Sensors ECAT SPE2D1-21-D-0002 ECAT SPE2D1-21-D-0002 OCEAFog Annual License renewal for 501 to 1000 sensors including software update

24663-OS-CTR.000.0010_ILL - OCEAlert Annual License 501-1000 sensors ECAT SPE2D1-21-D- 0002 ECAT SPE2D1-21-D-0002 OCEAlert Annual License 501-1000 Sensor. Per year, per server instance price.

24663-UN-LS-14250AA - 3.6V 1/2 AA Size Lithium Battery SKU : UN-LS-14250 AA 1/2 Size Lithium 3.6v AA 1/2 size Lithium Battery Replacement Puck Batteries Year 1

24663-:UN-LS-17500AA - 3.6V AA Size Lithium Battery SKU : UN-LS-17500 AA Size Lithium 3.6V AA Size 3600mAh Lithium 411 Cobalt Replacement Batteries x2 Year 1

24663-SV-OS-Annual OVIC - OS-Annual OVIC ECAT SPE2D1-21-D-0002 ECAT SPE2D1-21-D-0002 System Calibration and Qualification: Calibration and Qualification (OVIC) of Co Contract Period: Option 2 POP Begin: 08-15-2025 POP End: 08-14-2026

24663-SV-OS-Hardware Warranty - OS-Warranty ECAT SPE2D1-21-D-0002 ECAT SPE2D1-21-D-0002 1-year parts warranty covering manufacturer defects for all wireless sensors. De.

24663-OS-LOG.WEB.0006-Renewal - OceaFog Software License Renewal 501-1000 Sensors ECAT SPE2D1-21-D-0002 ECAT SPE2D1-21-D-0002 OCEAFog Annual License renewal for 501 to 1000 sensors including software update

24663-OS-CTR.000.0010_ILL - OCEAlert Annual License 501-1000 sensors ECAT SPE2D1-21-D- 0002 ECAT SPE2D1-21-D-0002 OCEAlert Annual License 501-1000 Sensor. Per year, per server instance price.

24663-UN-LS-14250AA - 3.6V 1/2 AA Size Lithium Battery SKU : UN-LS-14250 AA 1/2 Size Lithium 3.6v AA 1/2 size Lithium Battery Replacement Puck Batteries Year 1

24663-:UN-LS-17500AA - 3.6V AA Size Lithium Battery SKU : UN-LS-17500 AA Size Lithium 3.6V AA Size 3600mAh Lithium 411 Cobalt Replacement Batteries x2 Year 1

24663-SV-OS-Annual OVIC - OS-Annual OVIC ECAT SPE2D1-21-D-0002 ECAT SPE2D1-21-D-0002 System Calibration and Qualification: Calibration and Qualification (OVIC) of Co Contract Period: Option 3 POP Begin: 08-15-2026 POP End: 08-14-2027

24663-SV-OS-Hardware Warranty - OS-Warranty ECAT SPE2D1-21-D-0002 ECAT SPE2D1-21-D-0002 1-year parts warranty covering manufacturer defects for all wireless sensors. De.

24663-OS-LOG.WEB.0006-Renewal - OceaFog Software License Renewal 501-1000 Sensors ECAT SPE2D1-21-D-0002 ECAT SPE2D1-21-D-0002 OCEAFog Annual License renewal for 501 to 1000 sensors including software update

24663-OS-CTR.000.0010_ILL - OCEAlert Annual License 501-1000 sensors ECAT SPE2D1-21-D- 0002 ECAT SPE2D1-21-D-0002 OCEAlert Annual License 501-1000 Sensor. Per year, per server instance price.

24663-UN-LS-14250AA - 3.6V 1/2 AA Size Lithium Battery SKU : UN-LS-14250 AA 1/2 Size Lithium 3.6v AA 1/2 size Lithium Battery Replacement Puck Batteries Year 1

24663-:UN-LS-17500AA - 3.6V AA Size Lithium Battery SKU : UN-LS-17500 AA Size Lithium 3.6V AA Size 3600mAh Lithium 411 Cobalt Replacement Batteries x2 Year 1

24663-SV-OS-Annual OVIC - OS-Annual OVIC ECAT SPE2D1-21-D-0002 ECAT SPE2D1-21-D-0002 System Calibration and Qualification: Calibration and Qualification (OVIC) of Co Contract Period: Option 4 POP Begin: 08-15-2027 POP End: 08-14-2028

24663-SV-OS-Hardware Warranty - OS-Warranty ECAT SPE2D1-21-D-0002 ECAT SPE2D1-21-D-0002 1-year parts warranty covering manufacturer defects for all wireless sensors. De.

24663-OS-LOG.WEB.0006-Renewal - OceaFog Software License Renewal 501-1000 Sensors ECAT SPE2D1-21-D-0002 ECAT SPE2D1-21-D-0002 OCEAFog Annual License renewal for 501 to 1000 sensors including software update

24663-OS-CTR.000.0010_ILL - OCEAlert Annual License 501-1000 sensors ECAT SPE2D1-21-D- 0002 ECAT SPE2D1-21-D-0002 OCEAlert Annual License 501-1000 Sensor. Per year, per server instance price.

24663-UN-LS-14250AA - 3.6V 1/2 AA Size Lithium Battery SKU : UN-LS-14250 AA 1/2 Size Lithium 3.6v AA 1/2 size Lithium Battery Replacement Puck Batteries Year 1

24663-:UN-LS-17500AA - 3.6V AA Size Lithium Battery SKU : UN-LS-17500 AA Size Lithium 3.6V AA Size 3600mAh Lithium 411 Cobalt Replacement Batteries x2 Year 1

B.3 DELIVERY SCHEDULE

Statement of Work Temperature Monitoring System Calibration and Service Requirement The Columbia VA Health Care System’s Biomedical Engineering Department is seeking a firm fixed-price service contract for the following: annual NIST Traceable/ISO 17025 sensor certification, parts and repair coverage for the Dickson/Oceasoft temperature monitoring system, and software support and licensing for the OCEAView application located at WJB Dorn VA Medical Center in Columbia, SC.

Background The WJB Dorn VA Medical Center is a 216-bed facility encompassing acute medical, surgical, psychiatric, and long-term care. The hospital is in Columbia, South Carolina and provides primary, secondary, and some tertiary care. Annually, the Medical Center serves approximately 56,116 patients. Satellite Community Based Outpatient Clinics (CBOCs) are in Anderson, Greenville, Florence, Orangeburg, Rock Hill, Sumter, and Spartanburg, South Carolina.

Period of Performance This procurement is for a Base Year with the possibility of Four (4) One (1) Year Options. Period of performance is based upon award date and shall not exceed one (1) year.

Normal business hours are Monday through Friday except federal holidays, 8:00 a.m. through 4:30 p.m. If extended hours are required by the contractor, they must notify the Point of Contact (POC) and the owning department prior to scheduling the work.

Place of Performance WJB Dorn VA Medical Center 6439 Garners Ferry Road Columbia, SC 29209

The temperature monitoring system is located primarily in building 100, but it is also found across the entire Dorn campus as well as all CBOCs.

Performance Requirements A POC shall be assigned to this procurement, and written notification shall be provided to the Contractor after award.

· Scheduling of work performance or prior to responding to a service call shall be arranged through the designated POC.

Sensors shall be certified by an ISO/IEC 17025 lab following “NIST Traceable Calibrations” as outlined by the National Institute of Standards and Technology (NIST). These certifications shall be annual (every 12 months) NIST certifications on all sensors in use or available for use for the Cobalt X data loggers within the Columbia VA Healthcare System. These sensors include, but are not limited to:

· Dual temperature/humidity sensors

· Digital temperature sensors

· Triple temperature/humidity/CO2 sensors

· 4-20mA smart sensors

· Wireless puck temperature sensors

· Differential pressure sensors The Contractor shall provide yearly licensing for both OCEAFog and OCEAlert services on the Oceaview application.

The Contractor shall provide full support, maintenance, and repair service coverage for the Dickson/Oceasoft temperature monitoring hardware, firmware, and software. This contract applies to all sensors, Cobalt X data loggers, and LoRa gateways in use or available for use within the Columbia VA Healthcare System.

Service and maintenance, in accordance with manufacturer recommendations and the following requirements listed below for all equipment listed shall be the following:

· All repair and preventive maintenance for temperature monitoring hardware

· Annual battery coverage and replacement for Cobalt X data loggers and Emerald wireless puck sensors

· All software and firmware updates required or recommended by the manufacturer, including proprietary operating system software enhancements.

· Any required software/firmware updates and security patches to maintain a strong security posture.

· Service to restore compromised/malfunctioning software to its normal operating condition.

· All replacements must be Original Equipment Manufacturer (OEM).

· Performance verification shall be required at the conclusion of every preventive maintenance and emergency repair event. This verification procedure shall include performance testing for accuracy and precision of the system.

· Each maintenance is required to include inspection for any software-related system failures.

The Contractor shall provide all personnel, parts, tools, test equipment, service manuals, computer software and necessary upgrades/patches/firmware changes, applications support and schematics necessary to effect repairs and preventive maintenance procedures on the listed equipment.

Operation of the equipment for testing, servicing, or any other purpose shall be done only in secured areas designated by the POC and away from the general patient population.

SERVICE CALLS AND LOANER EQUIPMENT

For any issues, The CSR shall acknowledge receipt of a service call one (1) business day and shall affect repairs within five (5) business days.

Equipment repaired by the CSR or loaned to the Medical Center by the contractor shall be calibrated and safety tested by the CSR before being placed into service.

The CSR shall not deviate from this protocol without prior approval of the designated COR.

REPORTING REQUIREMENTS

The Contractor shall provide test results immediately upon completion by website, email, or fax. Previous sampling history and test results shall be kept on record and made available to review at any time.

Per ISO 9001, the Contractor shall list all the test equipment that was in testing, to include, but not limited to:

· Test equipment name

· Equipment Calibration due date

· Model

· Serial number

· Manufacturer

A copy of the test protocols for each item listed on the contract shall be made available upon request.

EXPERIENCE/CERTIFICATIONS

All work shall be performed by competent, experienced personnel qualified to work on the specified equipment in accordance with good manufacturing practices. The Contractor shall provide factory training certificates/competencies for all technicians assigned to service the specified equipment, in accordance with Joint Commission standards. Technicians assigned to provide services to the equipment shall provide evidence of NIST/ISO training in the form of training certificates that are within their expiration date. These NIST/ISO certifications shall clearly identify the technicians’ name, the training center, and the equipment the technician was trained to service.

· Technicians shall provide certifications that indicate they were trained on all items/equipment listed to be covered under this contract. Such certificates/competencies are to be submitted to POC within thirty (30) calendar days prior to commencement of any work performance. Failure to provide required documentation shall result in non-payment of invoices for this service.

SAFETY

The Contractor shall ensure all tools and equipment are always secured.

· Tools and equipment must be removed from open areas or stored in secured location during breaks, lunch, and/or at the end of each workday.

· All debris must be removed from the facility upon completion of service each workday.

Contractor shall ensure proper signage and/or blockage of service area is provided and clearly visible to ensure patient/employee safety.

Smoking is not permitted within the facilities at any time. All smoking shall be conducted in designated smoking areas only.

Invoices

a. Payment will be made upon receipt of a properly prepared detailed invoice, prepared by the Contractor and submitted through Tungsten Network (formerly known as OB10) http://www.tungsten-network.com/us/en/. A properly prepared invoice shall contain:

· Invoice Number and Date

· Contractor’s Name and Address

· Accurate Purchase Order Number

· Supply or Service provided

· Period Supply or Service Provided

· Total Amount Due

b. Please begin submitting your electronic invoices through the Tungsten Network for payment processing, free of charge.

c. If you have questions about the e-invoicing program or Tungsten Network, contact information is as follows:

· Tungsten e-Invoice Setup Information: 1-877-489-6135

· Tungsten e-Invoice email: VA.Registration@Tungsten-Network.com

· FSC e-Invoice Contact Information: 1-877-353-9791

· FSC e-invoice email: vafsccshd@va.gov

d. Web Address: HTTP://WWW.FSC.VA.GOV/EINVOICE.ASP

Termination for Convenience In accordance with FAR 52.212-4 (l) The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience.

Records Management Language for Contracts:

The following standard items relate to records generated in executing the contract and should be included in a typical Electronic Information Systems (EIS) procurement contract:

a. Citations to pertinent laws, codes and regulations such as 44 U.S.C chapters 21, 29, 31 and 33; Freedom of Information Act (5 U.S.C. 552); Privacy Act (5 U.S.C. 552a); 36 CFR Part 1222 and Part 1228.

b. Contractor shall treat all deliverables under the contract as the property of the U.S. Government for which the Government Agency shall have unlimited rights to use, dispose of, or disclose such data contained therein as it determines to be in the public interest.

c. Contractor shall not create or maintain any records that are not specifically tied to or authorized by the contract using Government IT equipment and/or Government records.

d. Contractor shall not retain, use, sell, or disseminate copies of any deliverable that contains information covered by the Privacy Act of 1974 or that which is generally protected by the Freedom of Information Act.

e. Contractor shall not create or maintain any records containing any Government Agency records that are not specifically tied to or authorized by the contract.

f. The Government Agency owns the rights to all data/records produced as part of this contract.

g. The Government Agency owns the rights to all electronic information (electronic data, electronic information systems, electronic databases, etc.) and all supporting documentation created as part of this contract. Contractor must deliver sufficient technical documentation with all data deliverables to permit the agency to use the data.

h. Contractor agrees to comply with Federal and Agency records management policies, including those policies associated with the safeguarding of records covered by the Privacy Act of 1974. These policies include the preservation of all records created or received regardless of format [paper, electronic, etc.] or mode of transmission [e-mail, fax, etc.] or state of completion [draft, final, etc.].

i. No disposition of documents will be allowed without the prior written consent of the Contracting Officer. The Agency and its Contractors are responsible for preventing the alienation or unauthorized destruction of records, including all forms of mutilation. Willful and unlawful destruction, damage or alienation of Federal records is subject to the fines and penalties imposed by 18 U.S.C. 2701. Records may not be removed from the legal custody of the Agency or destroyed without regard to the provisions of the agency records schedules.

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (DEC 2022)

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 4701 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

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

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

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

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

(End of Clause)

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

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

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

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

(End of Clause)

C.4 VAAR 852.201-70 CONTRACTING OFFICER'S REPRESENTATIVE (DEC 2022)

The Contracting Officer reserves the right to designate representatives to act for him/her in furnishing technical guidance and advice or generally monitor the work to be performed under this contract. Such designation will be in writing and will define the scope and limitation of the designee’s authority. A copy of the designation letter shall be furnished to the Contractor.

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

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

(1) Means a small business concern—

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

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

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

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

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

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

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

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

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

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

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

(2) Any award resulting from this solicitation shall be made to a certified SDVOSB listed in the SBA certification database who is eligible at the time of submission of offer(s) and at the time of award.

(3) The requirements in this clause apply to any contract, order or subcontract where the firm receives a benefit or preference from its designation as an SDVOSB, including set-asides, sole source awards, and evaluation preferences.

(c) Representation. Pursuant to 38 U.S.C. 8127(e), only certified SDVOSBs listed in the SBA certification database are considered eligible to receive award of a resulting contract. By submitting an offer, the prospective contractor represents that it is an eligible and certified SDVOSB as defined in this clause, 13 CFR 121, 125, and 128, and VAAR subpart 819.70.

(d) Agreement/LOS certification. When awarded a contract action, including orders under multipleaward contracts, an SDVOSB agrees that in the performance of the contract, the SDVOSB shall comply with requirements in VAAR subpart 819.70 and SBA regulations on small business size, and government contracting programs at 13 CFR part 121 and part 125, including the non-manufacturer rule and limitations on subcontracting (LOS) requirements in 13 CFR 121.406(b) and 13 CFR 125.6. For the purpose of limitations on subcontracting, only certified SDVOSBs listed in the SBA certification database (including independent contractors) shall be considered eligible and/or ‘‘similarly situated’’ (i.e., a firm that has the same small business program status as the prime contractor). An otherwise eligible firm further agrees to comply with the required LOS certification requirements in this solicitation (see 852.219–75 or 852.219–76 as applicable). These requirements are summarized as follows:

(1) Services. In the case of a contract for services (except construction), the SDVOSB prime contractor will not pay more than 50% of the amount paid by the government to the prime for contract performance to firms that are not certified SDVOSBs listed in the SBA certification database (excluding direct costs to the extent they are not the principal purpose of the acquisition and the SDVOSB/ VOSB does not provide the service, such as airline travel, cloud computing services, or mass media purchases). When a contract includes both services and supplies, the 50 percent limitation shall apply only to the service portion of the contract.

(2) Supplies/products.

(i) In the case of a contract for supplies or products (other than from a non-manufacturer of such supplies), the SDVOSB prime contractor will not pay more than 50% of the amount paid by the government to the prime for contract performance, excluding the cost of materials, to firms that are not certified SDVOSBs listed in the SBA certification database. When a contract includes both supply and services, the 50 percent limitation shall apply only to the supply portion of the contract.

(ii) In the case of a contract for supplies from a non-manufacturer, the SDVOSB prime contractor will supply the product of a domestic small business manufacturer or processor, unless a waiver as described in 13 CFR 121.406(b)(5) has been granted. Refer to 13 CFR 125.6(a)(2)(ii) for guidance pertaining to multiple item procurements.

(3) General construction. In the case of a contract for general construction, the SDVOSB prime contractor will not pay more than 85% of the amount paid by the government to the prime for contract performance, excluding the cost of materials, to firms that are not certified SDVOSBs listed in the SBA certification database.

(4) Special trade construction contractors. In the case of a contract for special trade contractors, no more than 75% of the amount paid by the government to the prime for contract performance, excluding the cost of materials, may be paid to firms that are not certified SDVOSBs listed in the SBA certification database.

(5) Subcontracting. An SDVOSB subcontractor must meet the NAICS size standard assigned by the prime contractor and be certified…