36C24726Q0412.pdf

PAGE 1 OF 1. REQUISITION NO.

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

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

TIME

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

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ IFB RFP

15. DELIVER TO CODE 16. ADMINISTERED BY CODE

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

TELEPHONE NO. 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

521-26-3-095-0019

36C24726Q0412 04-20-2026

Aunjelaca Miller (205) 933-8101 335250 05-20-2026

14:00 EDT

Department of Veterans Affairs Ralph H. Johnson VA Medical Center 109 Bee Street Charleston SC 29403-5799

X 100

X

339116

500 Employees

N/A

X

Birmingham VA Healthcare System 700 19th Street S Birmingham AL 35233

Ralph H. Johnson VA Medical Center 109 Bee Street Charleston SC 29403-5799

FMS-VA-2(101)

Financial Services Center PO Box 149971 Austin TX 78714-9971

See CONTINUATION Page

Contractor shall provide dental lab services as outlined in the schedule and attached Statement of Work (SOW) for the anticipated performance periods below:

Base Year: 7/1/2026 to 6/30/2027 Option Year 1: 7/1/2027 to 6/30/2028 Option Year 2: 7/1/2028 to 6/30/2029 Option Year 3: 7/1/2029 to 6/30/2030 Option Year 4: 7/1/2030 to 6/30/2031

Options will be exercised within the unilateral right of the Government.

**Pay special attention to FAR 52.212-1 and FAR 52.212-2 for Quote submission instructions and evaluation criteria** NOTE: There are 5 factors listed under FAR 52.212-2 that SHALL be addressed at the time of quote submission.

Any omission or incompletion of these factors could lead to a rejected offer. Offerors have 30 days to complete all components of the solicitation.

See CONTINUATION Page

521-3660160-095-824800-2560 010024800

X X

X 1

36C24726Q0412

Table of Contents

SECTION A

A.1 SF 1449 SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL PRODUCTS AND

COMMERCIAL SERVICES

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

B.3 DELIVERY SCHEDULE

SECTION C - CONTRACT CLAUSES

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

AND COMMERCIAL SERVICES (NOV 2023)

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

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

C.4 SUPPLEMENTAL INSURANCE REQUIREMENTS

C.5 52.240-91 SECURITY PROHIBITIONS AND EXCLUSIONS (NOV 2025)

(DEVIATION)

C.6 VAAR 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV

2018)

C.7 VAAR 852.242-71 ADMINISTRATIVE CONTRACTING OFFICER (OCT 2020)

C.8 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

C.9 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT

STATUTES OR EXECUTIVE ORDERS—COMMERCIAL PRODUCTS AND

COMMERCIAL SERVICES (OCT 2025) (DEVIATION FEB 2025)

SECTION E - SOLICITATION PROVISIONS

E.1 52.212-1 INSTRUCTIONS TO OFFERORS—COMMERCIAL PRODUCTS AND

COMMERCIAL SERVICES (SEP 2023)

E.2 52.212-2 EVALUATION—COMMERCIAL PRODUCTS AND COMMERCIAL

SERVICES (NOV 2021)

E.3 52.201-1 ACQUISITION 360: VOLUNTARY SURVEY (SEP 2023)

E.4 52.209-7 INFORMATION REGARDING RESPONSIBILITY MATTERS (OCT 2018)

E.5 52.216-1 TYPE OF CONTRACT (NOV 2025) (DEVIATION)

E.6 52.233-2 SERVICE OF PROTEST (SEP 2006)

E.7 52.240-90 SECURITY PROHIBITIONS AND EXCLUSIONS REPRESENTATIONS

AND CERTIFICATIONS (NOV 2025) (DEVIATION)

E.8 VAAR 852.233-71 ALTERNATE PROTEST PROCEDURE (OCT 2018)

E.9 52.252-1 SOLICITATION PROVISIONS INCORPORATED BY REFERENCE (FEB

1998)

E.10 52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS—COMMERCIAL

PRODUCTS AND COMMERCIAL SERVICES (OCT 2025) (DEVIATION FEB 2025)

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

Ralph H. Johnson VA Medical Center

109 Bee Street

Charleston SC 29403-5799

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

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

[] 52.232-36, Payment by Third Party

3. INVOICES: Invoices shall be submitted in arrears:

a. Quarterly []

b. Semi-Annually []

c. Other [X] 30 days

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:

AMENDMENT NO DATE

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

ITEM

NUMBER

DESCRIPTION OF

SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

1.00 YR __________________ __________________

Dental Lab Services for the Treatment of Dental Patients of the Birmingham

VA Healthcare System in accordance with the Statement of Work Contract Period: Base POP Begin: 07-01-2026 POP End: 06-30-2027

VA Healthcare System in accordance with the Statement of Work Contract Period: Option 1 POP Begin: 07-01-2027 POP End: 06-30-2028

VA Healthcare System in accordance with the Statement of Work Contract Period: Option 2 POP Begin: 07-01-2028 POP End: 06-30-2029

VA Healthcare System in accordance with the Statement of Work Contract Period: Option 3 POP Begin: 07-01-2029 POP End: 06-30-2030

VA Healthcare System in accordance with the Statement of Work Contract Period: Option 4 POP Begin: 07-01-2030 POP End: 06-30-2031

GRAND TOTAL __________________

B.3 PERFORMANCE SCHEDULE

ITEM

NUMBER QUANTITY

PERFORMANCE

DATES

1.00 Confirmed at time of

contract award

1.00

STATEMENT OF WORK

DEFINITIONS

1. VISN 7: Veterans Integrated Service network consisting of the VA Medical Centers located in the states of Alabama, Georgia and South Carolina

2. VAMC: Veterans Affairs Medical Center

3. Special Handling: Unusual circumstances may dictate the need for a dental order to be picked up specially, specially shipped and returned overnight, or processed within a shorter time frame, pick ups must be daily for normal cases.

4. Routine Handling: A dental laboratory work authorization that is usually performed and returned within a specified time frame, generally 2 -15 days, the length of elapsed time between pickup of the dental lab order by the contractor until the receipt of the complete order by VA Dental Service.

5. Using Service: Birmingham, AL VA Healthcare System

6. COR: Contracting Officer’s Representative

7. Dental Laboratory Services: Laboratory procedures are required for the treatment of dental patients. These would include, but not be limited to, all laboratory fabrication aspects of complete dentures, removable partial dentures, fixed partial dentures and crowns, and dental implant prostheses.

8. Working Day: Any twenty-four-hour period of the typical administrative work week, i.e. Monday through Friday (M-F). For example, if the contractor is allowed 5 working days for a prosthesis and he picks it up on a Monday, it would be due back to VA the following Monday. Federal holidays occurring M-F are not considered a working day.

9. Turn Around Time (TAT): The length of elapsed time between pickup of the dental lab order by the contractor until the receipt of the complete order by VA Dental Service.

TERMS OF CONTRACT

This contract is effective for the period of 5 years to include a base and 4 one-year option renewals.

GENERAL REQUIREMENTS

The contractor shall furnish Monday through Friday between the hours of 7:30 a.m. and 4:00 p.m. local time, all labor, transportation, materials, equipment and supervision required to provide Dental Prostheses to the VA Medical Center Dental Services, 700 South 19th Street, Birmingham, AL 35233.

1. The Contractor shall fabricate dental prosthetic items in strict accordance with the dental laboratory order for the fabrication of dental prostheses, which shall include but not be limited to the following; all laboratory fabrication aspects of complete dentures, removable partial dentures, fixed partial dentures and crowns, and dental implant prostheses.

2. Special handling may be required on specific orders and will be authorized on a case by case basis by the VAMC and paid for under a separate purchase order.

3. The contractor shall be located within a 2-hour drive time radius, in order to accommodate the 2 - 15 DAY turnaround time for services.

4. The normal turnaround time (in working days as defined) for dental prosthetic items shall be:

a. Two Days:

1. Complete and Removable Partial Denture acrylic resin repairs

2. Complete and Removable Partial Denture, tooth additions/repairs

3. Complete and Removable Partial Denture Relines/Rebases

4. Custom impression trays

5. Poured Impressions & master cast fabrication

6. Articulation of cast

7. Cast duplications

8. Cast Post and Cores

9. Solder/Laser Weld

10. Record Bases & Occlusal Rims

b. Three Working Days:

1. Full Cast Crowns

2. Complete and Removable Partial Dentures (RPD), tooth setup

3. Complete and Removable Partial Denture, Process and Finish

4. Flexible Partial Denture, Process and Finish

c. Four Working Days:

1. Flexible Partial denture, tooth set-up

2. Resetting teeth, denture or RPD

d. Five Working Days:

1. 1-10 Crown and Bridge Units, (PFM, Zirconia, All ceramic)

2. BruxZir or IPS e.max crown or bridge

3. Cast Partial Denture Framework

4. Removable Partial Denture Set-up, Process, and Finish

5. Complete Denture Set-up, Process, and Finish

6. Removable Partial Denture Clasp Repairs or Additions

7. Comfort hard/soft mouth guards

8. Processed, milled, or printed implant surgical Guides

9. Implant Bars

10. Transitional Partial Denture Setup and Process

11. Diagnostic Wax-up,

e. Six Working Days:

1. Flexible Partial Denture Setup, Process, and Finish

f. Seven Working Days:

1. Eleven or more Crown and Bridge Units, (PFM, Zirconia, All ceramic)

2. Orthodontic Appliances

3. Crown with attachment

g. Eight Working Days:

1. Procera Crown

2. Custom titanium or zirconium abutments only

3. Obturators

h. Ten Working Days:

1. One to twelve units in Select Department

2. RPD frameworks with incorporated occlusion

i. Fifteen Working Days

1. Custom titanium or zirconium abutments with crowns

5. The following materials shall be used in the fabrication of dental prostheses

a. Complete Dentures/Removable Partial Dentures:

Lucitone 199 acrylic resin or equivalent Coelor coloration or equivalent Occlusal Scheme:

Monoplane, linear Anatomic, full balanced Lingualized, linear

33 */monoplane 30 *rational Functional/rational

Tooth material:

Trybyte ™IPN(Dentsply) or equivalent Ivoclar Blueline Heraus Kulzer

b. Fixed Partial Denture/Crown:

High Noble-- All crown and bridge metal must be high noble alloy—by ADA definition at least 60% noble metal of which at least 40% must be gold

c. Implant Systems:

Nobel Biocare BioHorizons/Zimmer Astra Biomet 3I Straumann

6. Contractor shall provide the following services at the VA Dental Service:

a. Forms for the authorization of work at their facility.

b. Once daily pick-up and delivery Monday through Friday in the Dental Clinic, to include but not limited to:

1. All impressions

2. All cast, articulators etc. necessary for the proper and timely dental treatment of all patients

7. Contractor shall consult with the appropriate Using Service at the VAMC regarding any specific dental laboratory order.

8. Guarantee complete satisfaction with workmanship and materials of the prosthesis. If the appliance is unacceptable the item will be remade/adjusted at no charge. This warranty would not extend against normal wear and tear, accidental breakage or negligence.

9. The contractor will process all case submissions for fixed, removable, and implant prosthetics in house: (no cases will be outsourced/subcontracted)

QUALITY OF WORK

Communication back and forth between the VA and the Vendor is important to maintain and coordinate the quality assurance aspects of this contract.

1. The contractor will follow the quality guidelines as outlined in the Quality Assurance Surveillance Plan (QASP), as included in subsequent contract award.

2. Failed Standard; Validated complaints/year that exceed 2% as determined by the contracting officer or contracting officer representative. If the contractor fails to meet this standard it may be cause for contract termination or corrective action.

3. Remakes: If it is found that any laboratory items are not compliant with the QASP of the

Dental Laboratory procedures, the contractor shall remake the item at no additional cost.

4. The COR will notify the vendor in writing on a monthly basis any issues concerning quality complaints of dental laboratory items providing detailed information for the vendor to correct identified discrepancies.

QUALITY ASSESSMENT GUIDELINES

I. Complete and Partial Dentures

1. Denture and partial denture impression must be boxed and poured in improved stone and be dense and free from voids. Denture and partial cast must have a peripheral roll on the cast such that the border molding has been maintained. The roll should be 2-3 mm in height, and the land area should also be 2-3 mm wide for the border molded area.

2. Denture acrylic must be free from porosity and highly polished. Ethnic acrylic shades must be available for use and ethic shade guides must be provided to the VA lab to help in selecting the proper acrylic shade for the patient. Borders must be maintained when processing and finishing prostheses. There should be no attempt to fit processed denture or partial denture bases back to the master cast.

Acrylic around denture teeth shall be anatomically correct and maintained after polishing with a minimal amount of flash acrylic on denture teeth.

3. Lab must be able to set different types of occlusal schemes as requested to include:

a. Cross tooth cross arch balanced occlusal scheme

b. Lingualized occlusal scheme

c. Lingualized non-balanced occlusal scheme

d. Monoplane/neutrocentric occlusal scheme

REF-1. Dental Laboratory Procedures---Morrow, Rudd and Eissmann

2. U.S. Air Force Lab Manual—AFPAM-103VI

4. All denture and partial denture cases shall be remounted before separating from the master cast to insure pin opening from processing is less than 1mm and also to correct any occlusal discrepancy. For cases with pin opening greater than 1 mm they must be adjusted at the lab. VA lab has the right to reject denture and partial denture cases whose teeth have been excessively adjusted and no longer resemble teeth.

5. All partial denture cast frameworks shall be returned on the master cast. The master cast shall not be abraded in any way. All rests must be completely seated within 75-100 microns and fit the full extent of the prepared rest seat. All frameworks must be smoothly polished and free from porosity. A nickel free alloy must be used in fabrication of metal partial denture frameworks.

6. All laboratory prescriptions done by VA dentists must be exactly followed. If a deviation from the requested design is required, the contract lab must request authorization from VA dentist.

7. Lab must provide and assortment of denture teeth that are available for use. Only the highest quality denture teeth shall be used in all prostheses.

8. All removable prostheses must have the patients’ last name placed in the acrylic.

9. Removable cases mounted at the contract lab will be mounted on a calibrated whip mix 2240 articulator.

10. Excessive block-out shall not be used on record bases and every attempt shall be made to maintain the same peripheral border on the master cast in the record bases.

II. Crown and Bridge and Implant Prostheses

1. Microscopes must be used to evaluate all crowns and bridges and must fit the dies or implant custom abutments (within 75 microns). There shall be no ledges. The VA shall return any prostheses that do not meet these standards for repair or remake at contract lab expense.

2. All metal used for metal ceramic and gold crowns will be high noble. (ADA specifications for high noble-60% high noble metal of which 40% must be gold).

The only time a base metal may be used is for resin retained fixed partial dentures

(Maryland Bridges) or cast post and cores as requested. There will be no holes in metal copings on which porcelain has been applied.

3. All crowns and bridges should be anatomically correct with proper emergence profile and not over-contoured unless specified on the laboratory prescription.

4. All porcelain must be dense with no porosity and match precisely the requested shade tab, photograph and/or lab prescription custom design. No metal or opaque can be showing through areas where porcelain is supposed to be applied. All frameworks supporting the porcelain shall support the veneering porcelain such that there must be no more than 2 mm of unsupported veneering porcelain. VA lab must be able to add contact and occlusion if necessary to the applied porcelain. Contract lab will provide firing cycle numbers and sample material necessary to make chair-side corrections of the porcelain. If porcelain cracks/fractures with-in 1 year of insertion, contract laboratory will remake prosthesis at no cost to VA.

5. All cases should hold shim-stock when articulated. Occlusal contacts shall be on proper cusp, fossa and marginal ridges where possible. There shall be contact only in centric occlusion and not in lateral movements except where requested.

6. Cases mounted by contract lab will be mounted on a calibrated 2240 whip mix articulator.

7. No plastic articulators will be used for dual arch impressions. All cases must be mounted on a metal articulator.

8. Implant custom abutments must be fabricated according to the dentist specifications. Soft tissue cast must be utilized and no cement retained restoration margin should ever be more than 1 mm below the tissue.

9. All crowns and bridges must be fit to a solid cast to provide the most accurate proximal contacts.

10. Contract lab must be able to accept digital impressions.

SPECIAL REQUIREMENTS

1. The contractor shall notify the contracting officer of any proposed changes in subcontracted dental laboratories and have prior written approval (by the contracting officer) before any changes are implemented. The contractor agrees to absorb any increase in charges as a result of any changes in subcontracted laboratories.

2. Quality Control: Dental Laboratory procedures and products will be assessed by the COR by using the QASP of Dental Laboratory procedures. Contractor shall provide with upon request a detailed description of quality control procedures. Contractor shall provide with upon request a detailed description of quality control policies and procedures followed by the contractor in the fabrication of dental prostheses.

3. The contractor will provide the following, upon request, as well as provide copies during the term of the contract to the CO and COR upon request.

a. A mutually agreeable time for pickup and delivery.

b. Telephone numbers and contact persons to be used by the using service at the

VAMC to inquire about specific dental laboratory orders.

c. A narrative description of the laboratory’s quality control program.

4. The contractor shall maintain acceptable services, reporting systems and quality controls as specified herein. Failure to comply with the specified terms and conditions and/or failure to perform satisfactorily may be grounds for pursuing termination of the contract.

METHOD OF PAYMENT

Payment will be made by each participating medical facility either via electronic funds transfer or purchase order. Each facility will coordinate the method of payment with the awarded vendor(s).

SECTION C - CONTRACT CLAUSES

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

PRODUCTS AND COMMERCIAL SERVICES (NOV 2023)

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

EFT.

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts;

18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

(End of Clause)

ADDENDUM to FAR 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL

PRODUCTS AND COMMERCIAL SERVICES

Clauses that are incorporated by reference (by Citation Number, Title, and Date), have the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available.

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

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 SUPPLEMENTAL INSURANCE REQUIREMENTS

In accordance with FAR 28.307-2 and FAR 52.228-5, the following minimum coverage shall apply to this contract:

(a) Workers' compensation and employers liability: Contractors are required to comply with applicable Federal and State workers' compensation and occupational disease statutes. If occupational diseases are not compensable under those statutes, they shall be covered under the employer's liability section of the insurance policy, except when contract operations are so commingled with a Contractor's commercial operations that it would not be practical to require this coverage. Employer's liability coverage of at least $100,000 is required, except in States with exclusive or monopolistic funds that do not permit workers' compensation to be written by private carriers.

(b) General Liability: $500,000.00 per occurrences.

(c) Automobile liability: $200,000.00 per person; $500,000.00 per occurrence and $20,000.00 property damage.

(d) The successful bidder must present to the Contracting Officer, prior to award, evidence of general liability insurance without any exclusionary clauses for asbestos that would void the general liability coverage.

(End of Clause)

C.5 52.240-91 SECURITY PROHIBITIONS AND EXCLUSIONS (NOV 2025)

(DEVIATION)

(a) Definitions. As used in this clause—

American Security Drone Act-covered foreign entity means an entity included on a list that the Federal Acquisition Security Council (FASC) develops and maintains and publishes in the System for Award Management (SAM) at https://www.sam.gov (section 1822 of Pub. L. 118-31, 41 U.S.C. 3901 note prec.).

Backhaul means intermediate links between the core network, or backbone network, and the small subnetworks at the edge of the network (e.g., connecting cell phones/towers to the core telephone network). Backhaul can be wireless (e.g., microwave) or wired (e.g., fiber optic, coaxial cable, Ethernet).

Covered application means the social networking service TikTok or any successor application or service developed or provided by ByteDance Limited or an entity owned by ByteDance Limited.

Covered article, as defined in 41 U.S.C. 4713(k), means:

(1) Information technology, as defined in 40 U.S.C. 11101, including cloud computing services of all types;

https://www.sam.gov

(2) Telecommunications equipment or telecommunications service, as those terms are defined in section 3 of the Communications Act of 1934 (47 U.S.C. 153);

(3) The processing of information on a Federal or non-Federal information system, subject to the requirements of the Controlled Unclassified Information program (see 32 CFR part 2002); or

(4) Hardware, systems, devices, software, or services that include embedded or incidental information technology.

Covered foreign country means The People’s Republic of China.

Covered telecommunications equipment or services means—

(1) Telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities);

(2) For the purpose of public safety, security of Government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities);

(3) Telecommunications or video surveillance services provided by such entities or using such equipment; or

(4) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country.

Critical technology means—

(1) Defense articles or defense services included on the United States Munitions List set forth in the International Traffic in Arms Regulations under subchapter M of chapter I of title 22, Code of Federal Regulations;

(2) Items included on the Commerce Control List set forth in Supplement No. 1 to part 774 of the Export Administration Regulations under subchapter C of chapter VII of title 15, Code of Federal Regulations, and controlled—

(i) Pursuant to multilateral regimes, including for reasons relating to national security, chemical and biological weapons proliferation, nuclear nonproliferation, or missile technology; or

(ii) For reasons relating to regional stability or surreptitious listening;

(3) Specially designed and prepared nuclear equipment, parts and components, materials, software, and technology covered by part 810 of title 10, Code of Federal Regulations (relating to assistance to foreign atomic energy activities);

(4) Nuclear facilities, equipment, and material covered by part 110 of title 10, Code of Federal Regulations (relating to export and import of nuclear equipment and material);

(5) Select agents and toxins covered by part 331 of title 7, Code of Federal Regulations, part 121 of title 9 of such Code, or part 73 of title 42 of such Code; or

(6) Emerging and foundational technologies controlled pursuant to section 1758 of the Export Control Reform Act of 2018 (50 U.S.C. 4817).

FASC-prohibited unmanned aircraft system means an unmanned aircraft system manufactured or assembled by an American Security Drone Act—covered foreign entity.

FASCSA order means any of the following orders issued under the Federal Acquisition Supply Chain Security Act (FASCSA) requiring removing covered articles from executive agency information systems or excluding one or more named sources or named covered articles from executive agency procurement actions, as described in 41 CFR 201-1.303(d) and (e):

(1) The Secretary of Homeland Security may issue FASCSA orders that apply to civilian agencies, to the extent not covered by paragraph (2) or (3) of this definition. This type of FASCSA order may be referred to as a Department of Homeland Security (DHS) FASCSA order.

(2) The Secretary of Defense may issue FASCSA orders that apply to the Department of Defense (DoD) and national security systems other than sensitive compartmented information systems. This type of FASCSA order may be referred to as a DoD FASCSA order.

(3) The Director of National Intelligence (DNI) may issue FASCSA orders that apply to the intelligence community and sensitive compartmented information systems, to the extent not covered by paragraph (2) of this definition. This type of FASCSA order may be referred to as a DNI FASCSA order.

Information technology, as defined in 40 U.S.C. 11101(6)—

(1) Means any equipment or interconnected system or subsystem of equipment, used in the automatic acquisition, storage, analysis, evaluation, manipulation, management, movement, control, display, switching, interchange, transmission, or reception of data or information by the executive agency, if the equipment is used by the executive agency directly or is used by a contractor under a contract with the executive agency that requires the use—

(i) Of that equipment; or

(ii) Of that equipment to a significant extent in the performance of a service or the furnishing of a product;

(2) Includes computers, ancillary equipment (including imaging peripherals, input, output, and storage devices necessary for security and surveillance), peripheral equipment designed to be controlled by the central processing unit of a computer, software, firmware and similar procedures, services (including support services), and related resources; but

(3) Does not include any equipment acquired by a Federal contractor incidental to a Federal contract.

Intelligence community, as defined by 50 U.S.C. 3003(4), means the following—

(1) The Office of the Director of National Intelligence;

(2) The Central Intelligence Agency;

(3) The National Security Agency;

(4) The Defense Intelligence Agency;

(5) The National Geospatial-Intelligence Agency;

(6) The National Reconnaissance Office;

(7) Other offices within the Department of Defense for the collection of specialized national intelligence through reconnaissance programs;

(8) The intelligence elements of the Army, the Navy, the Air Force, the Marine Corps, the Coast Guard, the Federal Bureau of Investigation, the Drug Enforcement Administration, and the Department of Energy;

(9) The Bureau of Intelligence and Research of the Department of State;

(10) The Office of Intelligence and Analysis of the Department of the Treasury;

(11) The Office of Intelligence and Analysis of the Department of Homeland Security; or

(12) Such other elements of any department or agency as may be designated by the President, or designated jointly by the Director of National Intelligence and the head of the department or agency concerned, as an element of the intelligence community.

Interconnection arrangement means arrangements governing the physical connection of two or more networks to allow the use of another’s network to hand off traffic where it is ultimately delivered (e.g., connecting a customer of telephone provider A to a customer of telephone company B) or sharing data and other information resources.

Kaspersky Lab-covered article means any hardware, software, or service that—

(1) Is developed or provided by a Kaspersky Lab-covered entity;

(2) Includes any hardware, software, or service developed or provided in whole or in part by a Kaspersky Lab-covered entity; or

(3) Contains components using any hardware or software developed in whole or in part by a Kaspersky Lab-covered entity.

Kaspersky Lab-covered entity means—

(1) Kaspersky Lab;

(2) Any successor entity to Kaspersky Lab, including any change in name, e.g., “Kaspersky”;

(3) Any entity that controls, is controlled by, or is under common control with Kaspersky Lab; or

(4) Any entity of which Kaspersky Lab has a majority ownership.

National security system, as defined in 44 U.S.C. 3552, means any information system (including any telecommunications system) used or operated by an agency or by a contractor of an agency, or other organization on behalf of an agency—

(1) The function, operation, or use of which involves intelligence activities; involves cryptologic activities related to national security; involves command and control of military forces; involves equipment that is an integral part of a weapon or weapons system; or is critical to the direct fulfillment of military or intelligence missions, but does not include a system that is to be used for routine administrative and business applications (including payroll, finance, logistics, and personnel management applications); or

(2) Is protected at all times by procedures established for information that have been specifically authorized under criteria established by an Executive order or an Act of Congress to be kept classified in the interest of national defense or foreign policy.

Roaming means cellular communications services (e.g., voice, video, data) received from a visited network when unable to connect to the facilities of the home network either because signal coverage is too weak or because traffic is too high.

Sensitive compartmented information means classified information concerning or derived from intelligence sources, methods, or analytical processes, which is required to be handled within formal access control systems established by the Director of National Intelligence.

Sensitive compartmented information system means a national security system authorized to process or store sensitive compartmented information.

Source means a non-Federal supplier, or potential supplier, of products or services, at any tier.

Subsidiary means an entity in which more than 50 percent of the entity is owned directly by a parent corporation or through another subsidiary of a parent corporation.

Substantial or essential component means any component necessary for the proper function or performance of…