36C24726Q0012_1 RFQ.docx

36C24726Q0012

PAGE 1 OF

1. REQUISITION NO.

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NO.

5. SOLICITATION NUMBER

6. SOLICITATION ISSUE DATE

a. NAME

b. TELEPHONE NO. (No Collect Calls)

8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY

CODE

10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE:

% FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ

IFB

RFP

15. DELIVER TO

CODE

16. ADMINISTERED BY

CODE

17a. CONTRACTOR/OFFEROR

CODE

FACILITY CODE

18a. PAYMENT WILL BE MADE BY

CODE

TELEPHONE NO.

UEI:

EFT:

PHONE:

FAX:

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

SEE ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA

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

ARE

ARE NOT ATTACHED.

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

ARE

ARE NOT ATTACHED

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

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

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

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

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

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

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. NOV 2021)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES

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

557-26-1-5151-0006

06-11-2025 Brenda Carter None 06-20-2025 11:00a

CDT

Department of Veterans Affairs Carl Vison VA Medical Center 1826 Veterans Blvd Dublin GA 31021

X

561621 $25 Million

N/A

Department of Veterans Affairs Carl Vison VA Medical Center 1826 Veterans Blvd

Dublin GA 31021

Department of Veterans Affairs Tuscaloosa VA Medical Center 3701 Loop Road East Tuscaloosa AL 35404-5088

FMS-VA-2(101)

Financial Services Center PO Box 149971 Austin TX 78714-9971

See CONTINUATION Page See SOW and Section B.2 for Items.

This a 100% total SDVOSB set-aside. The SDVOSB must be registered as SDVOSB to be considered for the award.

See below for Site visit schedule and question/answer deadline date & time.

If interested, complete Section B and provide a quote.

See CONTINUATION Page

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

Carl Vison 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:

Statement of Work CCTV Monitoring System Service Maintenance Agreement for Physical Access Control Systems (PACS) Purpose:

The Carl Vinson Veterans Administration Medical Center (CVVAMC) Police Service Line is tasked with establishing a contract for preventative maintenance and technical support services for the facilities Physical Access Control Systems (PACS), intrusion alarms and the Closed-Circuit Television (CCTV) systems. The service contract will cover one (1) base year and four (4) twelve (12) month option years.

The immediate effort will establish contractor services to provide complete maintenance for the existing Pelco and Axis CCTV system monthly to include upgrading the hardware and software applications with analog camera capabilities as needed. Additionally, the contractor will provide complete maintenance and hardware/software upgrades as necessary for the existing intrusion alarm Digital Monitoring Product (DMP) to enable timely and accurate intrusion detection identification and notifications. The contractor services shall also provide preventative maintenance for the facility’s existing Physical Access Control System (PACS) to ensure functional capabilities are constantly enabled.

Description of Services:

Contractor shall provide all parts, equipment, tools, supervision, and diagnostic equipment to perform Preventative Maintenance (PM) inspections, emergency service calls, and telephone technical support to include specific on-line technical software support for the Closed-Circuit Television (CCTV) security system at the Carl Vinson VA Medical Center in Dublin, GA.

Contractor shall report to a location designated by the Contracting Officer Technical Representative (COR), after awarded the contract and before beginning any service calls, emergency services, etc. Upon completion of preventative maintenance (PM), inspections and/or emergency repairs, the contractor shall leave a copy of the service report with the COR, annotating what repairs, services, calibrations, etc. were performed and whether preventative maintenance was completed.

VA Notice of Limitations on Subcontracting- Certificate of Compliance:

To be eligible for evaluation and consideration for award, offerors must return the entire Limitations on Subcontracting Certificate of Compliance clause containing a fully completed certification at the time offers are due or the offer will be rejected and not forwarded for evaluation. In addition to completing the offeror ‘fill-in’ requirements for this clause, offerors must insert the offeror’s name in the brackets containing the following verbiage “[Insert Name of Offeror]” to have a fully completed certification.

Site Visit:

Though not mandatory, contractors are encouraged to attend the site visit as scheduled below:

Date: Monday, June 16, 2025 Time: 8:00 AM EDT Location: Carl Vison VAMC 1826 Veterans Blvd Meet staff at front of VA Medical Center Dublin, GA 31021

Offerors wishing to attend the site visit are asked to confirm their attendance by emailing to Brenda.Carter6@va.gov. This will be the only site-visit and additional arrangements will not be made for prospective offers to survey the work areas.

ADDITIONAL INSTRUCTIONS:

QUESTIONS. This announcement constitutes the only solicitation and interested parties are solely responsible for monitoring this solicitation and any amendments thereto. Any questions pertaining to this solicitation, including the site visit, MUST be emailed to Brenda.Carter6@va.gov no later than Tuesday, June 17, 2025, 11:00 PM EDT. No questions will be accepted after this deadline. Answers to any questions submitted before the deadline will be responded by email.

Preventative Maintenance:

· Contractor shall provide a technician to conduct monthly preventative maintenance support, on site. Maintenance inspections shall consist of preventative and predictive inspections of systems components. All inspections and maintenance shall be scheduled in advance with the Contracting Officer Representative (COR).

· All preventative maintenance services shall be performed during normal VA working hours of 8:00 a.m. through 4:30 p.m. Any deviations must have advanced approval by the Contracting Officer (CO).

· The contractor, or assigned technician, shall perform preventative maintenance to correct any equipment malfunctions and assure that the equipment meets the manufacturer’s factory specifications. The contractor shall also be responsible for any calibration procedures or adjustments necessary to ensure accurate and reliable equipment operations.

· PM procedures used to perform work under this contract are required to be submitted. One copy of the PM procedures used shall be presented in writing to the COR within 10 days of contract issuance.

· During the PM visits, the contractor shall replace such parts deemed as necessary to allow such equipment to function properly.

· Contractor shall provide software upgrades provided by the manufacturer and installed by the Contractor on all personal computer (PC) based systems at no cost to the Government to ensure our systems remain current and up to date.

· Contractor shall provide loaner devices/equipment in the event of device/equipment failure until VA owned devices/equipment is either repaired or replaced. The loaner equipment shall be installed and made operable within 24 hours of identified failures. A report of work performed on the equipment shall be reported in writing to the COR as designated by the CO.

Emergency Services:

· For each emergency service visit, initiated at the request of the COR, the contractor shall furnish all labor, material, repair, parts, equipment (not to include operating supplies), and travel necessary to correct any equipment malfunctions and return equipment to operational conditions. The Contractor shall guarantee that after completion of any emergency maintenance performed, that the equipment will meet manufacturer’s factory specifications.

· After each service call, the Contractor shall submit a list containing each part installed to the COR.

· The Contractor shall provide the COR with any service representative’s name, address, and phone number so the CVVAMC can obtain emergency maintenance services after normal VA working hours. The Contractor is responsible for notifying the COR within 24 hours of any changes in the emergency response information.

Emergency service coverage shall be provided twenty-four (24) hours a day, seven (7) days a week, including holidays. Any service requirement not covered under this contract must have prior approval of the CO before any work is performed. A four (4) hour response time is required. Response time is defined as time when the vendor is notified until the time the vendor arrives on station. Telephonic responses are not acceptable.

Federal Holidays

The Objectives of these Tasks are to:

1. Identify all existing PACS components and to ensure that the system replacement/upgrade activity adequately addresses all access control equipment that requires replacement, modification, or upgrade to meet HSPD-12 requirements.

2. Identify all equipment, systems and software connected to the existing PACS to ensure that related equipment such as intrusion detection, video, visitor management and other systems are also replaced, modified, or upgraded to maintain their current functionality and ensure future repairability.

3. Contractor shall provide transportation, parts, equipment, lodging, tools, supervision, and diagnostic equipment to upgrade the PACS.

4. Ensure that external interfaces to closed circuit television, intrusion detections, life safety (i.e. fir alarm), personnel and other systems remain operational during and after the access control and related systems replacement, upgrade or modification.

5. Identify existing primary and redundant power, communications, and other infrastructure that may be affected by the PACS replacement/upgrade.

6. Identify the equipment, power supplies, enclosures, cables and miscellaneous components that the contractor will retain and re-use for the new/upgraded system; and

7. Identify the equipment, cables and miscellaneous components that the contractor will remove for disposal once the replaced/upgraded system is installed, accepted and operational.

The Contractor shall inspect each facility and document the currently installed access control system to the extent necessary to achieve these objectives and as specified in the following paragraphs.

Location and Status of Existing Equipment:

Motion Sensors (alarms): 40 total

1. Arms Room (2)

2. Pharmacy (7)

3. Agent Cashier (1)

4. Canteen (6)

5. Building 2B (2)

6. Building 40 (10)

7. Basement – Supply Room (6)

8. Basement- Computer Storage (3)

9. Pharmacy Cache (3) A. The status of the motion detector system is functioning. Motion detectors will need to be added as some storage locations have moved to different areas in the facility.

Access Control Doors: 72 total

1. Building 1 (2)

2. Building 2 (4)

3. Building 3 (2)

4. Building 4 (5)

5. Building 5 (15)

6. Building 6 (3)

7. Building 8 (2)

8. Building 9 (2)

9. Building 10 (2)

10. Bldg. 11 (4)

11. Bldg. 12 (2)

12. Bldg. 13 (2)

13. Bldg. 14 (1)

14. Bldg. 15 (1)

15. Bldg. 16 (2)

16. Bldg. 17/19 (1)

17. Bldg. 18 (1)

18. Bldg. 40 (6)

19. Bldg. 86 (14)

20. Bldg. 87 (2)

B. Currently, all access control doors and access control systems are functioning properly. This effort shall maintain this system functionality.

Cameras: 106 total

1. Building’s 8, 14, 16 (56 Axis Camera Systems)

2. Building 10 – (28 Pelco Camera Systems)

3. Building 5 – (22Pelco Camera Systems)

C. These cameras are currently functional and working properly. This effort shall maintain this system functionality.

Installed Equipment List:

The Contractor shall identity all equipment that is currently installed as part of the existing access control system. This shall include but not necessarily be limited to:

1. Servers, together with operating systems and applications software used on these servers.

2. Workstations, including operating systems and applications software, that are used to configure, operate or monitor the existing PACS.

3. Other computers, including operating systems and applications software, that are used to connect the PACS with external systems.

4. Distributed control panels, including operating systems and applications software/firmware.

5. Door interface/card reader electronics, anti-pass back devices.

6. Card readers.

7. Sensors and actuators that are monitored or operated by the PACS.

8. Interconnecting communications devices, including but not limited to, network routers, switches and hubs, modems, dedicated or leased telephone lines, etc.

9. Interconnecting cables.

10. Interfaces to external systems.

11. Primary power connections and uninterruptible power systems; and

12. Any other equipment that is required to operate, or is operated by, the PACS.

The Contractor shall produce block diagrams that identify each of these components and their typical interconnections and document each component (type, manufacturer, and revision level, location, condition) in a tabular form that is readily tracked to the block diagrams. The intent of this documentation is not to provide detailed engineering drawings, but rather to endure that all components have been identified to a level adequate to ensure they are appropriately addressed during the replacement/upgrade project.

Security Requirements:

1) Position Sensitivity- The position sensitivity has been designated as low risk.

2) Background Investigation- The level of background investigation commensurate with the required level of access is National Agency Check with Written Inquiries (NACI).

3) Contractor Responsibilities

a) The Contractor shall bear the expense of obtaining background investigations. If the Office of Personnel Management (OPM) conducts the investigation, the contractor shall reimburse the VA within 30 days. If timely payment is not made within 30 days from date of bill for collection, the VA shall deduct the cost incurred from the contracts 1st months invoice(s) for services rendered.

b) It is imperative for the contractor to provide, at the request of the VA, a listing of contractor personnel performing services under the contract in order for the background investigation process to commence. This list will include name (first, middle, last), social security number, date of birth, as wells as the city, state and country of birth.

The following required forms must be submitted to the VA Office of Security and Law Enforcement before contract performance begins:

i. Standard Form (SF) 85, Questionnaire for Non-Sensitive Positions

ii. Optional Form (OF) 306, Declaration for Federal Employment

iii. Electronic Fingerprint Form Fingerprinting is required with the background investigation. Fingerprinting can be done at the local VA facility. The Electronic Fingerprint Verification Form must be submitted with the above required forms.

c) The Contractor shall inform the contract employee that when filling out the SF85, there should be no gaps in employment history. Any gaps in employment history on form SF85 may result in OPM rejecting the documentation for investigation and delay contract performance.

d) The contractor, when notified of an unfavorable determination by the Government, shall withdraw the employee from consideration from working under the contract, and at the request of the VA, submit another employee for consideration.

e) The Contractor may utilize a private investigating agency if such agency possesses an OPM and Defense Security Service certification. A Cage Code number must be provided to the VA Office of Security and Law Enforcement (OS&LE). The OS&LE will verify the information and advise the contracting officer whether contractor’s access to the computer systems can be authorized.

f) All Contractor employees and subcontractors are required to complete VA’s Privacy training annually. All Contractor employees and subcontractors requiring access to VA computer networks are required to complete Cyber Security training courses annually either on-line or hard copy. Documented proof must be provided to the Contracting Officer.

g) The Contractor will notify the COR immediately when their employee(s) no longer require access to the VA computer systems.

4) Government Responsibilities

a) The Contracting Officer will request the employees background investigation by the OS&LE.

b) The OS&LE will notify the Contractor with instructions for the Contractor’s employees, coordinate the background investigations, and notify the Contracting Officer of the results of the investigations.

c) The VA facility will pay for requested investigations in advance. A bill for collection will be sent to the contractor to reimburse the VA facility. The Contractor will reimburse the VA facility within 30 days. If timely payment is not made within 30 days from date of bill collection, then VA shall deduct the cost incurred from the Contractor’s 1st months invoice(s) for services incurred.

SAC (Special Agreement Check) All Contractor employees who require access to the Department of Veterans Affairs computer systems, or who have access to sensitive information shall be required to have, at a minimum, a Special Agreement Check (SAC), which includes electronic fingerprinting. A Contractor employee shall not perform any contract work (except for any other required orientation and training that does not require access to a VA computer system) until fingerprinting is completed by the local Human Resource Management Service. Fingerprinting should take place on the first day that a contractor employee enters on duty. The COR shall facilitate the SAC process for the Contractor and Contractor employee.

If the SAC identifies “potentially actionable issues” in connection with a Contractor employee and it is determined that the Contractor employee needs to be removed, the CO shall notify the Contractor, and the Contractor shall immediately remove that employee from contract work. The removal of the employee shall not excuse any failure to meet contract requirements. SACs and fingerprinting of Contractor employees will be required even when an employee will not be working on site at a VA facility. The CO can identify other options for accomplishing these SACs.

Place of Performance Carl Vinson VA Medical Center 1826 Veterans Blvd. Dublin, GA 31021 Period of Performance The period of performance will be one (1) base year with four (4) twelve (12) month option years and will begin on the effective date of the contract award.

RECORDS MANAGEMENT AND CONTRACT SECURITY

1. A. Contractor shall comply with VA Handbook 6300.1 Records Management Procedures and VA Handbook 6500.6 Contract Security. Both can be found at:

https://www.va.gov/vapubs/search_action.cfm?dType=2 **Note: This link is the complete list of VA Handbooks and are in sequential order.

**Instructions for accessing VA Handbooks at link listed above:

· • Click on link above and once it is opened, please scroll down on the left side until you get to VA Handbook 6300.1.

· • Once there, go to the PDF Format Column and click on PDF.

· • VA Handbook 6300.1 will then ask you to open or save the document.

B. Please follow the same instructions listed above for accessing VA Handbook 6500.6.

· All contractor employees working on this requirement are required to complete mandatory annual training entitled, “VA Privacy and Information Security Awareness” and “HIPPA Training” prior to providing service for each year of the contract with copies sent to the COR for each and available for audit as requested. The course numbers are VA10203 and VA 10176. You must select that you are a contractor. Contractor employees are to self-enroll into TMS via the link: https://www.tms.va.gov/learning/user/SelfRegistrationUserSelection.do

· A VA employee will escort the contractor when contractor is required to enter/work in sensitive areas.

B9. IDENTIFICATION, SMOKING AND VA REGULATIONS

The Contractor's FSE shall wear visible identification always while on the premises of the Dublin VA Medical Center. Contractor shall contact the Contracting Officer’s Representative (COR) upon contract award, to receive instructions on how to obtain a VA Identification Badge during the performance of this contract. Dublin VA Medical Center is a smoke free campus which includes both tobacco and e-cigarettes; tickets can be issued by Police Services. Possession of weapons is prohibited. Enclosed containers, including tool kits, shall be subject to search. Violations of VA regulations may result in citation answerable in the United States (Federal) District Court, not a local district, state, or municipal court. Photography or Video on medical center premises is strictly prohibited. Additionally, pursuant to 38 CFR 1.218(b) (23) Use of recording devices of any kind to record patients or employees is strictly prohibited.

Invoices:

Vendor Electronic Invoice Submission Methods

Facsimile, e-mail, and scanned documents are not acceptable forms of submission for payment requests. Electronic form means an automated system transmitting information electronically according to the accepted electronic data transmission methods below:

1. VA’s Electronic Invoice Presentment and Payment System – The FSC uses a third-party contractor, Tungsten Network (Formerly OB10), to transition vendors from paper to electronic invoice submission. Please go to this website http://www.tungsten-network.com/us/en/veterans-affairs-us/ to begin submitting electronic invoices, free of charge.

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

The X12 EDI Web site (http://www.x12.org).

Vendor e-Invoice Set-Up Information:

Please contact OB10 at the phone number or email address listed below to begin submitting your electronic invoices to the VA Financial Services Center for payment processing, free of charge. If you have question about the e-invoicing program or OB10, please contact the FSC at the phone number or email address listed below:

· OB10 e-Invoice Setup Information: 1-877-489-6135

· OB10 e-Invoice email: VA.Registration@ob10.com

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

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

END OF STATEMENT

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

Monthly maintenance of current access control video monitoring (CCTV), and motion sensor/alarm systems in accordance with the statement of work and all terms and conditions contained in the contract.

Contract Period: Base POP Begin: 10-01-2025 POP End: 09-30-2026

Monthly maintenance of current access control video monitoring (CCTV), and motion sensor/alarm systems in accordance with the statement of work and all terms and conditions contained in the contract.

Contract Period: Option 1 POP Begin: 10-01-2026 POP End: 09-30-2027

Monthly maintenance of current access control video monitoring (CCTV), and motion sensor/alarm systems in accordance with the statement of work and all terms and conditions contained in the contract.

Contract Period: Option 2 POP Begin: 10-01-2027 POP End: 09-30-2028

Monthly maintenance of current access control video monitoring (CCTV), and motion sensor/alarm systems in accordance with the statement of work and all terms and conditions contained in the contract.

Contract Period: Option 3 POP Begin: 10-01-2028 POP End: 09-30-2029

Monthly maintenance of current access control video monitoring (CCTV), and motion sensor/alarm systems in accordance with the statement of work and all terms and conditions contained in the contract Contract Period: Option 4 POP Begin: 10-01-2029 POP End: 09-30-2030

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SECTION C - CONTRACT CLAUSES

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

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

(End of Clause) C.2 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (JAN 2025) (DEVIATION FEB 2025)

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

[X] (20) 52.219-8, Utilization of Small Business Concerns (JAN 2025) (15 U.S.C. 637(d)(2) and (3)).

[] (21)(i) 52.219–9, Small Business Subcontracting Plan (JAN 2025) (15 U.S.C. 637(d)(4)).

[] (ii) Alternate I (NOV 2016) of 52.219-9.

[] (iii) Alternate II (NOV 2016) of 52.219-9.

[] (iv) Alternate III (JAN 2025) of 52.219–9.

[] (v) Alternate IV (JAN 2025) of 52.219–9.

[] (22)(i) 52.219-13, Notice of Set-Aside of Orders (MAR 2020) (15 U.S.C. 644(r)).

[] (ii) Alternate I (MAR 2020) of 52.219-13.

[] (23) 52.219–14, Limitations on Subcontracting (OCT 2022) (15 U.S.C. 657s).

[] (24) 52.219-16, Liquidated Damages—Subcontracting Plan (SEP 2021) (15 U.S.C. 637(d)(4)(F)(i)).

[X] (25) 52.219–27, Notice of Set-Aside for, or Sole-Source Award to, Service-Disabled Veteran-Owned Small Business (SDVOSB) Concerns Eligible Under the SDVOSB Program (FEB 2024) (15 U.S.C. 657f).

[X] (26) (i) 52.219-28, Postaward Small Business Program Rerepresentation (JAN 2025) (15 U.S.C. 632(a)(2)).

[] (ii) Alternate I (MAR 2020) of 52.219–28.

[] (27) 52.219–29, Notice of Set-Aside for, or Sole-Source Award to, Economically Disadvantaged Women-Owned Small Business Concerns (OCT 2022) (15 U.S.C. 637(m)).

[] (28) 52.219–30, Notice of Set-Aside for, or Sole-Source Award to, Women-Owned Small Business Concerns Eligible Under the Women-Owned Small Business Program (OCT 2022) (15 U.S.C. 637(m)).

[] (29) 52.219-32, Orders Issued Directly Under Small Business Reserves (MAR 2020) (15 U.S.C. 644(r)).

[] (30) 52.219–33, Nonmanufacturer Rule (SEP 2021) (15 U.S.C. 637(a)(17)).

[X] (31) 52.222-3, Convict Labor (JUN 2003) (E.O. 11755).

[] (32) 52.222–19, Child Labor—Cooperation with Authorities and Remedies (JAN 2025) (E.O. 13126).

[] (33) [Reserved] [] (34) [Reserved] [X] (35)(i) 52.222–35, Equal Opportunity for Veterans (JUN 2020) (38 U.S.C. 4212).

[] (ii) Alternate I (JUL 2014) of 52.222-35.

[X] (36)(i) 52.222–36, Equal Opportunity for…