36C24822Q0394.docx

36C24822Q0394

PAGE 1 OF

1. REQUISITION NO.

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NO.

5. SOLICITATION NUMBER

6. SOLICITATION ISSUE DATE

a. NAME

b. TELEPHONE NO. (No Collect Calls)

8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY

CODE

10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE:

% FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ

IFB

RFP

15. DELIVER TO

CODE

16. ADMINISTERED BY

CODE

17a. CONTRACTOR/OFFEROR

CODE

FACILITY CODE

18a. PAYMENT WILL BE MADE BY

CODE

TELEPHONE NO.

DUNS:

DUNS+4:

PHONE:

FAX:

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

SEE ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA

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

ARE

ARE NOT ATTACHED.

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

ARE

ARE NOT ATTACHED

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

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

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

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

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

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

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. 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

36C24822Q0394 01-20-2022

VICTORIA ROBLES

407-646-4282 02-02-2022

2PM

EST

36C248 Department of Veterans Affairs Network Contracting Office 8 (NCO 8) Orlando VA Healthcare System 13800 Veterans Way Orlando

FL

32827 X X 561621 $22 Million N/A X 36C675 Department of Veterans Affairs Orlando VA Healthcare System 13800 Veterans Way Orlando

Fl

32827 36C248 Department of Veterans Affairs Network Contracting Office 8 (NCO 8) Orlando VA Healthcare System 13800 Veterans Way Orlando

FL

32827

36C675 Department of Veterans Affairs Financial Services Center P.O. Box 149971 Austin

TX

78714-9971

(877) 353-9791

(512) 460-5429 See CONTINUATION Page Purchase/Install ONYX Work Station and Wayfinding to add to existing Notifier Fire Alarm System See CONTINUATION Page X Victoria Robles 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 36C248 Department of Veterans Affairs Network Contracting Office 8 (NCO 8) Orlando VA Healthcare System 13800 Veterans Way Orlando FL 32827

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.

Department of Veterans Affairs Financial Services Center

P.O. Box 149971 Austin TX 78714-9971 ACKNOWLEDGMENT OF AMENDMENTS: The offeror acknowledges receipt of amendments to the Solicitation numbered and dated as follows:

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

Notifier Onyxworks station including install and programming per SOW.

PRINCIPAL NAICS CODE: 561621 - Security Systems Services (except Locksmiths) PRODUCT/SERVICE CODE: 6350 - Miscellaneous Alarm, Signal, and Security Detection Systems

MANUFACTURER PART NUMBER (MPN): ONYXWORKS-WS

Notifier Onyx First Vision including install and programming per SOW.

PRINCIPAL NAICS CODE: 561621 - Security Systems Services (except Locksmiths) PRODUCT/SERVICE CODE: 6350 - Miscellaneous Alarm, Signal, and Security Detection Systems

MANUFACTURER PART NUMBER (MPN): FIRSTVISION LCD

B.3 DELIVERY SCHEDULE

Orlando VA Healthcare System 13800 Veterans Way Orlando, FL 32827

USA

1.00

321-246-1157 dalton.allison@va.gov

2.00

B.4 STATEMENT OF WORK (SOW)

LKN Purchase, Program, and Install Notifier Onyxworks station and ONYX FirstVision Wayfinders

1. GENERAL: Purchase, program and install 1 each Notifier Onyx works PC workstation in the Electric shop. Purchase, program and install 1 each Onyx FirstVision wayfinding navigational tool in the VA Police Telecommunications room and 1 each Onyx FirstVision wayfinding navigational tool in the Central Energy Plant. This equipment will aid in fire alarm system troubleshooting, maintenance, operation and rapid response for VA Police, VA Safety office, and maintenance staff by providing interactive visualization of fire and smoke events in real time.

a. Description of Services/Introduction: The contractor shall provide all personnel, equipment, supplies, tools, materials, and technical skills necessary to purchase and install the workstation and wayfinding devices.

b. The contractor shall obtain all necessary files, programs, applications, software licenses to program and configure the workstation and wayfinders with current drawings and settings of the existing OVAMC notifier system.

c. Contractor shall install the FirstVision wayfinding tool inside of manufacturer approved enclosures.

d. Contractor shall provide all labor, materials, tools and equipment needed to provide electrical power and data/communication cables to connect installed equipment to OVAMC systems.

e. Contractor shall provide all manufacturer approved components to interface the workstation and wayfinding tools to the existing OVAMC notifier fire alarm system.

f. Contractor shall provide the services of a factory trained and authorized technician to perform all system software modifications, upgrades or changes. The factory trained technician shall install initial data and artwork at each workstation including: Distribution of monitoring, control and security profiles as requested by owner. Area diagrams, floor plans, key maps and screen titles. Auto-navigation criteria. Guidance text as provided by owner.

g. Contractor shall a factory trained and certified representative who shall provide instruction to OVAMC electric shop personnel on the operation of the system, to include hands-on demonstrations of the operation of all system components and will instruction on how to make user-level program changes to the system.

h. The contractor shall be responsible for ensuring all work is done in accordance with applicable National Fire Protection Agency codes, commercial standards, and manufacturers requirements. Field technicians shall be NICET Level 1 (minimum) certified. Installation will be at the Orlando VA Medical Center (OVAMC), 13800 Veterans Way, Orlando, FL 32827.

2. Salient Characteristics:

a. Notifier Onyxworks workstation: the workstation shall be a PC based graphical workstations with all input/output devices, network communications media, control equipment, auxiliary control devices, power supplies, and wire required to connect them to the existing OVAMC Lake Nona Notifier Fire Alarm system.

A. The workstation shall employ an ONYXWorks® Fire Systems Command Interface.

B. The workstation shall operate on no less than an IBM compatible UL listed Intel Quad Core processor operating at 2.4 GHz on the Microsoft® Windows® 10 64 bit OS platform.

C. The workstation shall be an industrial grade computer listed for UL Standards 864 (Control Units for Fire-Protective Signaling Systems) under category UUKL (Smoke Control Equipment). The workstation shall be capable of annunciation and control of all fire detection and smoke control points.

D. The workstation shall have: no less than 16 Gigabytes of RAM, Solid-State Hard Drive with no less than 240 Gigabytes of storage space, a minimum of 64 megabytes of video RAM, internal supervisory CPU watchdog board with audible annunciator, 100 Base-T Ethernet NIC card, a 104 key keyboard, and a mouse type pointing device with a center wheel.

E. The workstation shall come equipped with all necessary gateway modules to allow connection to the network(s) it monitors as standard equipment. All workstations shall support Ethernet communications when multiple workstations are required.

F. The workstation shall support dual SVGA monitors and be supplied with a 42” LCD wide Screen monitor with integrated speakers.

G. The system shall connect to and interpret status change data transmitted from the ports and provide graphic annunciation, control, history logging and

H. The system shall be electrically supervised and monitor the integrity of all conductors.

I. The system shall provide E-Mail functions capability to send system information via an email server to an email account.

J. The system shall utilize Boolean logic for automatic event response.

K. The system shall have the facility to page directly from the workstation to any DVC installed on the network.

L. The network will interface and report the individually monitored system’s status via a user-friendly Graphical User Interface (GUI) based software workstation.

M. The GUI based software must be capable of graphically representing each facility being monitored with floor plans and icons depicting the actual locations of the various systems; and / or sensors’ locations as well as view the system events in text mode.

N. The software shall use a 1920 pixels X 1080 pixels GUI display capable of showing a large primary floor plan display, a key map representative of a larger view of the primary display and its relationship to the facility being monitored, the current operator, number of fire, supervisory, pre-alarms, troubles, and security events within the network as well as outstanding events and acknowledged events.

O. The software shall have the capacity of at least 1,000 screens / floor plans or as dictated by hard drive space and installed VIDEO and RAM memory for efficient operation.

P. The software shall have the ability to float and dock windows to support dual monitors display.

Q. The workstation shall have the ability to support graphic printing of all data including graphical floor plans, system activity, history, and guidance text. A Windows® compatible printer shall be supported for the graphics and report printer options.

R. The workstation software shall permit automatic navigation to the screen containing an icon that represents the system or sensor in the event of an off-normal condition.

S. The system/sensor icon shall indicate the type of off-normal condition, flash, and change to the color associated with the off-normal condition (e.g., RED for ALARM and YELLOW for TROUBLE).

T. The software shall allow the attachment of text (TXT) files, sound (WAV) files, image (BMP) files, and video (AVI) files to each system or sensor icon allowing additional information to be provided to the system operator for responding to the off-normal condition. The software must have the ability for an attachment for each major event type per device.

U. The software shall allow the importation of externally developed floor plans in Drawing Exchange Format (DXF), Windows Metafile (WMF), JPEG (JPG), Graphics Interchange Format (GIF) and Bitmap (BMP) format.

V. The software shall provide automatic navigation to the screen containing the icon of any system or sensor when an event is initially annunciated. In addition, operator navigation to screens containing outstanding events shall be accomplished by “clicking on” the event from either the acknowledged or unacknowledged event.

W. History Manager. The software shall contain a History Manager, which shall record all system events with a time and date stamp as well as the current system operator’s name.

1. The system shall provide the ability to store all off-normal events experienced by the various sub-systems that are monitored by the system.

2. All events shall be recorded with a time and date stamp and the system operator shall be provided with the ability to log a pre-defined response or a custom comment for each off-normal event and have that comment stored in the history file with the time, date, and operator name.

3. Provide the ability to conduct searches and generate subsequent reports, based on all events for a single system / device address, a specific node, a specific type of off-normal condition and date range (mm/dd/yy to mm/dd/yy) or combinations of these search parameters. The number of entries in the history file that match the determined search criteria will be displayed.

4. The History Manager shall automatically back-up the history file at 2,500,000 events.

5. It shall be possible to pre-select data fields for reporting and then saving the report as a template. It shall also be possible to schedule the pre-defined report to print at a designated time.

6. The History Manager shall provide the operator the ability to select the number of days or number of months to back-up history.

X. Alarm Monitoring. The system shall provide for continuous monitoring of all off-normal conditions regardless of the current activity displayed on the screen.

1. If an operator is viewing the history of a sub-system and an alarm condition should occur, the system shall automatically navigate to the graphic screen showing the area where the off-normal event is occurring.

2. The system shall prioritize all off-normal events as defined by National Fire Alarm Code® 72 into the following categories: fire alarms, troubles, supervisory alarms, pre-alarms and security alarms.

3. The system shall display a running count of all events by type in an alarm summary window. The alarm summary window shall include at least five counters, defaulted to Alarm, Pre-Alarm, Trouble, Security, and Supervisory events.

4. The system shall show a running list of all unacknowledged events and acknowledged events and allow the system operator to acknowledge an event by “double-clicking” on that event in the Unacknowledged Events box. The Unacknowledged and Acknowledged Events boxes shall contain an abbreviated description of the off-normal condition.

5. The details of the condition may be viewed by selecting event in the unacknowledged events box.

6. The system shall allow the attachment of user-definable text files, image files, video files, and sound files to each device / system monitored (for every event state) in order to facilitate the operators and response personnel’s response to the off-normal condition.

7. The system shall record all events to the system’s hard drive. A minimum of 2,500,000 events may be stored.

Y. Reports & Logs:

1. The system shall provide for the ability to generate reports based on system history.

2. The system shall allow the system operator to enter custom comments up to 255 characters for each event and have those comments recorded in the system’s history file.

Z. Control Aspects of System Software

1. The system shall have the ability to monitor and control the following NOTIFIER® Fire Alarm Panels using NOTI-FIRE-NET Network, or Embedded Gateway interfaces: AFP-1010, AM2020, AFP-200, AFP-300/400, and ONYX® series control panels.

2. The Gateway interfaces shall have the ability to be constructed in a redundant configuration with either two NFN Gateway computers monitoring the same nodes, or by having multiple Embedded Gateways on the same network, monitored by multiple workstation clients.

3. The system shall provide an NFN Gateway interface for direct connections to the Notifier Network containing the following panels: AFP-1010, AM2020, AFP-200, and the AFP-300/400 as well as ONYX® series control panels.

4. The system shall provide an Embedded Gateway interface for remote connections of the Notifier Network containing the following panels via Ethernet (TCP/IP infrastructure): AFP-1010, AM2020, AFP-200, and the AFP-300/400 as well as ONYX® series control panels.

5. The NFN Gateway and the Embedded Gateway will:

a. Serves as a bridge between an ONYXWorks® Workstation and a NFN network, and it uses that Workstation as the primary reporting station for the NFN network

b. Translates a NFN network’s panel and device data into data that can be interpreted by the ONYXWorks® Workstation software application

c. Monitors NFN networks using ARCNET network architecture.

6. The workstation shall provide configuration utilities for monitoring and control profiles. These profiles shall be user definable for distribution of monitoring and control allowances for operators per workstation.

7. Under no condition shall any sub-system be required to rely on the network for any data processing required to perform its particular function. Each individual sub-system shall be in effect “stand-alone” as to ensure its continued operation should a disruption in communication with the system be experienced.

AA. The software shall be password protected and provide for the definition of security profiles for operator access control.

AB. The software shall contain provision for defining monitoring profiles of pre-selected Nodes for monitoring. This shall include provision for status types within the selected NODES.

AC. The software shall support sending real-time off-normal event notifications to designated email addresses.

AD. The software shall support live voice paging for mass notification to NOTIFIER voice evacuation system over Internet Protocol (IP).

AE. The PC based graphical facilities monitoring system shall include a Configuration Tool that provides the following features:

1. Allows operators the ability to create and edit graphics

2. Set up Gateway Connections and define their nodes

3. Set system operating mode

4. Add and edit objects on screens

5. Configure colors and sounds for the status classes

b. Onyx FirstVision wayfinding navigational tool: The wayfinding tool shall have a 22” LCD touch Screen with onboard Ethernet and USB ports. Device will be provided with software licenses and screen configuration software (FirstVision-SCT).

A. Interfaces with ONYX Series panels or NOTI-FIRE-NET (version 5.0 or higher) through the NFN Gateway over Ethernet. • Compatible with standard and High Speed NOTI-FIRE-NET.

B. User interface shall

1. show building floor plans in a campus footprint with respective active fire alarm devices, water supplies, evacuation routes, access routes, gas, power and HVAC shutoffs, and chemical and structural hazards in the building.

2. show detailed information for active devices or critical building icons on the floor plan.

3. Provide easy access to building, emergency contacts, site plan, and alarm event information.

4. be able to print screenshots.

5. allow upload and storage of SDS (Safety Data Sheet) attachments

6. allow users to download of event log file.

C. Enclosure Dimensions: 24.53" W X 21.92" H X 3.47" D (62.30 cm H x 55.68 cm W x 8.81 cm D).

D. Door Dimensions: 26.70" W X 23.06" H X 0.41" D (67.81 cm H x 58.57 cm W x .10 cm D).

E. Power Requirements: Regulated, filtered 24 VDC @ 3.0 A via non-resettable power supply, F. UL/ULC Listed for fire-protective signaling use.

G. Temperature Range: 0°C – 50°C (32°F – 120°F

3. Quality Control: Performance of a service will be evaluated to determine whether it meets the performance threshold. Re-performance is the preferred method of correcting any unacceptable performance.

Performance Objective

a. Quality Assurance: The government shall evaluate the contractor’s performance under this contract in accordance with the Quality Assurance Surveillance Plan. This plan is primarily focused on what the Government must do to ensure that the contractor has performed in accordance with the performance standards. It defines how the performance standards will be applied, the frequency of surveillance, and the minimum acceptable defect rate(s).

4. Recognized Holidays: Normal workdays are Monday through Friday, 7:00am to 4:30pm except weekends and Federal Holidays (see list of holidays below). All work shall be completed during normal business hours

Juneteenth (June 19)

5. GUARANTY

a. All work performed, and all material and equipment furnished under this contract shall be free from defects and shall remain so for a period of at least one (1) year from the date of acceptance. The full cost of maintenance, labor, and materials required to correct any defect during this one-year period shall be included in the submittal bid.

6. Hours of Operation: The contractor is responsible for conducting business, between the hours of 0700-1530 Monday-Friday except Federal holidays or when the Government facility is closed due to local or national emergencies, administrative closings, or similar Government directed facility closings. For other than firm fixed price contracts, the contractor will not be reimbursed when the government facility is closed for the above reasons. The Contractor must always maintain an adequate workforce for the uninterrupted performance of all tasks defined within this PWS when the Government facility is not closed for the above reasons. When hiring personnel, the Contractor shall keep in mind that the stability and continuity of the workforce are essential.

7. Place of Performance: The work to be performed under this contract will be performed at:

Orlando VA Medical Center (Lake Nona Campus) 13800 Veterans Way Orlando FL 32827

8. Type of Contract: The government will award a (Firm Fixed Price Contract. Purchase Order to be provided).

9. Security Requirements: Contractor personnel performing work under this contract shall be escorted by a VA employee always during inspection. The C&A requirements do not apply, and that a Security Accreditation

10. Post Award Conference/Periodic Progress Meetings: The Contractor agrees to attend any post award conference convened by the contracting activity or contract administration office in accordance with Federal Acquisition Regulation Subpart 42.5. The contracting officer, Contracting Officers Representative (COR), and other Government personnel, as appropriate, may meet periodically with the contractor to review the contractor's performance. At these meetings the contracting officer will apprise the contractor of how the government views the contractor's performance and the contractor will apprise the Government of problems, if any, being experienced. Appropriate action shall be taken to resolve outstanding issues. These meetings shall be at no additional cost to the government.

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SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (NOV 2021)

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

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

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

C.2 VAAR 852.212-70 PROVISIONS AND CLAUSES APPLICABLE TO VA ACQUISITION OF COMMERCIAL ITEMS (APR 2020)

(a) The Contractor agrees to comply with any provision or clause that is incorporated herein by reference to implement agency policy applicable to acquisition of commercial items or components. The following provisions and clauses that have been checked by the Contracting Officer are incorporated by reference.

[X] 852.203–70, Commercial Advertising.

[] 852.209–70, Organizational Conflicts of Interest.

[] 852.211–70, Equipment Operation and Maintenance Manuals.

[] 852.214–71, Restrictions on Alternate Item(s).

[] 852.214–72, Alternate Item(s). [Note: this is a fillable clause.] [] 852.214–73, Alternate Packaging and Packing.

[] 852.214–74, Marking of Bid Samples.

[] 852.215–70, Service-Disabled Veteran-Owned and Veteran-Owned Small Business Evaluation Factors.

[] 852.215–71, Evaluation Factor Commitments.

[] 852.216–71, Economic Price Adjustment of Contract Price(s) Based on a Price Index.

[] 852.216–72, Proportional Economic Price Adjustment of Contract Price(s) Based on a Price Index.

[] 852.216–73, Economic Price Adjustment—State Nursing Home Care for Veterans.

[] 852.216–74, Economic Price Adjustment—Medicaid Labor Rates.

[] 852.216–75, Economic Price Adjustment—Fuel Surcharge.

[] 852.219–9, VA Small Business Subcontracting Plan Minimum Requirements.

[X] 852.219–10, VA Notice of Total Service-Disabled Veteran-Owned Small Business Set-Aside.

[] 852.219–11, VA Notice of Total Veteran-Owned Small Business Set-Aside.

[] 852.222–70, Contract Work Hours and Safety Standards—Nursing Home Care for Veterans.

[] 852.228–70, Bond Premium Adjustment.

[] 852.228–71, Indemnification and Insurance.

[] 852.228–72, Assisting Service-Disabled Veteran-Owned and Veteran-Owned Small Businesses in Obtaining Bonds.

[X] 852.232–72, Electronic Submission of Payment Requests.

[] 852.233–70, Protest Content/Alternative Dispute Resolution.

[] 852.233–71, Alternate Protest Procedure.

[] 852.237–70, Indemnification and Medical Liability Insurance.

[X] 852.246–71, Rejected Goods.

[] 852.246–72, Frozen Processed Foods.

[] 852.246–73, Noncompliance with Packaging, Packing, and/or Marking Requirements.

[] 852.270–1, Representatives of Contracting Officers.

[] 852.271–72, Time Spent by Counselee in Counseling Process.

[] 852.271–73, Use and Publication of Counseling Results.

[] 852.271–74, Inspection.

[] 852.271–75, Extension of Contract Period.

[] 852.273–70, Late Offers.

[] 852.273–71, Alternative Negotiation Techniques.

[] 852.273–72, Alternative Evaluation.

[] 852.273–73, Evaluation—Health-Care Resources.

[] 852.273–74, Award without Exchanges.

(b) All requests for quotations, solicitations, and contracts for commercial item services to be provided to beneficiaries must include the following clause:

[] 852.237–74, Nondiscrimination in Service Delivery.

(End of Clause) C.3 VAAR 852.219-74 LIMITATIONS ON SUBCONTRACTING—MONITORING AND COMPLIANCE (JUL 2018)

(a) This solicitation includes VAAR 852.219-10 VA Notice of Total Service-Disabled Veteran-Owned Small Business Set-Aside.

(b) Accordingly, any contract resulting from this solicitation is subject to the limitation on subcontracting requirements in 13 CFR 125.6, or the limitations on subcontracting requirements in the FAR clause, as applicable. The Contractor is advised that in performing contract administration functions, the Contracting Officer may use the services of a support contractor(s) retained by VA to assist in assessing the Contractor's compliance with the limitations on subcontracting or percentage of work performance requirements specified in the clause. To that end, the support contractor(s) may require access to Contractor's offices where the Contractor's business records or other proprietary data are retained and to review such business records regarding the Contractor's compliance with this requirement.

(c) All support contractors conducting this review on behalf of VA will be required to sign an “Information Protection and Non-Disclosure and Disclosure of Conflicts of Interest Agreement” to ensure the Contractor's business records or other proprietary data reviewed or obtained in the course of assisting the Contracting Officer in assessing the Contractor for compliance are protected to ensure information or data is not improperly disclosed or other impropriety occurs.

(d) Furthermore, if VA determines any services the support contractor(s) will perform in assessing compliance are advisory and assistance services as defined in FAR 2.101, Definitions, the support contractor(s) must also enter into an agreement with the Contractor to protect proprietary information as required by FAR 9.505-4, Obtaining access to proprietary information, paragraph (b). The Contractor is required to cooperate fully and make available any records as may be required to enable the Contracting Officer to assess the Contractor's compliance with the limitations on subcontracting or percentage of work performance requirement.

(End of Clause) C.4 VAAR 852.219-78 VA NOTICE OF LIMITATIONS ON SUBCONTRACTING—CERTIFICATE OF COMPLIANCE FOR SUPPLIES AND PRODUCTS (SEP 2021) (DEVIATION)

(a) Pursuant to 38 U.S.C. 8127(k)(2), the offeror certifies that—

(1) If awarded a contract (see F(a)FAR 2.101 definition), it will comply with the limitations on subcontracting requirement as provided in the solicitation and the resultant contract, as follows: [Offeror check the appropriate box]

(i) [ ] In the case of a contract for supplies or products (other than from a non-manufacturer of such supplies), it will not pay more than 50% of the amount paid by the government to it to firms that are not VIP-listed SDVOSBs as set forth in 852.219-10 or VOSBs as set forth in 852.219-11. Any work that a similarly situated VIP-listed subcontractor further subcontracts will count towards the 50% subcontract amount that cannot be exceeded. Cost of materials are excluded and not considered to be subcontracted.

(ii) [ ] In the case of a contract for supplies from a nonmanufacturer, it will supply the product of a domestic small business manufacturer or processor, unless a waiver as described in 13 CFR 121.406(b)(5) is granted. The offeror understands that, as provided in 13 CFR 121.406(b)(7), such a waiver has no effect on requirements external to the Small Business Act, such as the Buy American Act or the Trade Agreements Act.

(2) Manufacturer or nonmanufacturer representation and certification. [Offeror fill-in—check each applicable box below. The offeror must select the applicable provision below, identifying itself as either a manufacturer or nonmanufacturer]:

(i) [ ] Manufacturer or producer. The offeror certifies that it is the manufacturer or producer of the end item being procured, and the end item is manufactured or produced in the United States, in accordance with paragraph (a)(1)(i).

(ii) [ ] Nonmanufacturer. The offeror certifies that it qualifies as a nonmanufacturer in accordance with the requirements of 13 CFR 121.406(b) and paragraph (a)(1)(ii). The offeror further certifies it meets each element below as required to qualify as a nonmanufacturer. [Offeror fill-in—check each box below.] [ ] The offeror certifies that it does not exceed 500 employees (or 150 employees for the Information Technology Value Added Reseller exception to NAICS code 541519, which is found at 13 CFR 121.201, footnote 18).

[ ] The offeror certifies that it is primarily engaged in the retail or wholesale trade and normally sells the type of item being supplied.

[ ] The offeror certifies that it will take ownership or possession of the item(s) with its personnel, equipment, or facilities in a manner consistent with industry practice.

(iii) [ ] The offeror certifies that it will supply the end item of a small business manufacturer, processor, or producer made in the United States, unless a waiver as provided in 13 CFR 121.406(b)(5) has been issued by SBA. [Contracting Officer fill-in or removal (see 13 CFR 121.1205). This requirement must be included for a single end item. However, if SBA has issued an applicable waiver of the nonmanufacturer rule for the end item, this requirement must be removed in the final solicitation or contract.] or [Contracting Officer tailor clause to remove one or other block under subparagraph (iii).] [ ] If this is a multiple item acquisition, the offeror certifies that at least 50% of the estimated contract value is composed of items that are manufactured by small business concerns. [Contracting Officer fill-in or removal. See 13 CFR 121.406(d) for multiple end items. If SBA has issued an applicable nonmanufacturer rule waiver, this requirement must be removed in the final solicitation or contract.]

(3) The offeror acknowledges that this certification concerns a matter within the jurisdiction of an Agency of the United States.