36C24822Q0918.docx

36C24822Q0918

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

675-22-3-6182-0004 36C24822Q0918 05-13-2022 Rohan McKenzie 407-631-8720 06-02-2022 16:00

EDT

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

FL

32827 X X 811219 $22 Million N/A X 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

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

TX

78714-9971

(877) 353-9791

(512) 460-5429 See CONTINUATION Page

a. Uninterruptible Power Supply Maintenance Services

b. Period of Performance:

Base Period: 07/01/2022 - 06/30/30/2023 Option Period 1: 07/01/2023 - 06/30/30/2024 Option Period 2: 07/01/2024 - 06/30/30/2025 Option Period 3: 07/01/2025 - 06/30/30/2026 Option Period 4: 07/01/2026 - 06/30/30/2027

c. Contractors shall read FAR 52.212-1 INSTRUCTIONS TO OFFERORS-COMMERCIAL ITEMS at Section E, in it's entirety for site visit information, submitting questions for clarification and submitting quotation.

d. Contractor must also complete and provide with their quote, VAAR Clause 852.219-77 in Section E.

See CONTINUATION Page X Rohan McKenzie 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:

Person administering contract for the Contractor

Address

City-State-Zip

Phone Number

Fax Number

Email Address

UEI #

Employer Identification Number (EIN)

b. GOVERNMENT: Contracting Officer, 36C248, Rohan McKenzie Network Contracting Office 8 (NCO8) Department of Veterans Affairs Orlando VA Healthcare Systems 13800 Veterans Way Orlando, FL 32827-7403

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:

a. Quarterly []

b. Semi-Annually []

c. Other [X] Monthly, in arrears and upon acceptance of services rendered

d. In order to comply with the Improper Payment Elimination and Recovery Act of 2010 (IPERA), the VA has mandated electronic invoice submission to the Veterans Affairs Financial Services Center (VAFSC). VAFSC has partnered with Tungsten Corporation e-Invoicing network, for submissions of all electronic invoices to VA. Tungsten Network electronic invoicing is free to all VA vendors. In order to submit electronic invoices, all VA vendors must register with Tungsten Network by submitting an email to Tungsten Network VA.Registration@tungsten-network.com or calling (877) 752-0900 option 2 for Enrollment.

e. For assistance when setting up e-invoicing, the below information is provided:

· Tungsten Network e-invoice Registration: VA.Registration@tungsten-network.com

· Tungsten Network Customer Service: (877) 489-6135

· VAFSC – for Invoice receipt or payment questions, call: (877) 353-9791 or

· VAFSC Email: vafsccshd@va.gov

f. FACSIMILE, E-MAIL, AND SCANNED DOCUMENTS ARE NOT ACCEPTABLE FORMS OF

SUBMISSION FOR PAYMENT REQUESTS

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

6. CONTRACT ADMINISTRATION: The Contracting Officer is the only person authorized to approve changes or modify any of the requirements under this contract. The Contractor shall communicate with the Contracting Officer on all matters pertaining to contract administration. Only the Contracting Officer is authorized to make commitment or issue changes that will affect price, quantity, or quality of performance of this contract. In the event the Contractor effects any such change at the direction of any person other than the Contracting Officer, the change shall be considered to have been made without authority and no adjustment will be made in the contract price to cover any increase in cost incurred thereof.

B.2 PERFORMANCE WORK STATEMENT

Uninterruptible Power Supply Maintenance Services

1. General: The contractor shall provide all labor, personnel, equipment, tools, materials, and supervision to provide quarterly, semi-annual, annual preventive maintenance and four (4) hour emergency response for the Uninterruptible Power Supply (UPS), Computer Room Air Conditioning (CRAC) units, In-Row Cooling Units and Valve Regulated Sealed Battery Systems.

1. Background: The Facility Management Services (FMS) maintains testing and service calls reports for the UPS, CRAC, In-row Cooling units and Valve Regulated Battery Systems at the Lakemont Campus, Orlando VA Medical Center (OVAMC) and Viera VA Health Care Center. The main mission is to minimize energy consumption.

1. Objective: Minimize energy consumption, keep our system safe, efficient, reliable, and up to date. Our aim is to receive the most optimizing performance and extend the lifespan of our system. The Contractor shall be able to diagnose problems and identify solutions to improve equipment performance. The overall objective is to achieve future mission requirements, while minimizing the data center overall energy consumption per item specification in this Performance Work Statement (PWS).

1. Place of Performance: Performance of work will be at the following locations:

3. Lakemont Campus, 2500 S. Lakemont Ave., Orlando, FL 32814

3. Orlando VA Medical Center at Lake Nona, 13800 Veterans Way, Orlando, FL 32827

3. Viera VA Health Care Center, 2900 Veteran’s Way, Viera, FL 32940

1. Period of Performance: The Period of Performance (PoP) is for one (1) base period of twelve (12) months, and four (4) twelve (12) month option periods.

1. Type of Contract: The VA will award a Firm Fixed-Price contract.

1. Description of Services: The contractor shall provide maintenance services, twenty-four seven (24/7) after hours service calls, four (4) hours on-site response time, filter replacement and annual sealed battery preventive maintenance. Annual battery maintenance shall include measuring and recording connection resistance of 100% of the inter cell battery connections, refurbish and re-torque connections where the resistance is above 20% of the average. The contractor SHALL NOT clean and lubricate corroded or oxidized connectors, they shall be replaced and lubricated with anti-oxidizer lubricant. All batteries in the UPS unit power module shall be checked during off-line operation, in bypass mode. Contractor shall provide consultation and recommendations after each site visit and shall be included in the report.

1. Maintenance Procedures: The contractor shall supply all resources to provide a comprehensive visual, environmental and operational inspection, and to ensure that below components are performing to manufacturer specifications for optimum availability.

7. Printed circuit board connections

7. Power connections

7. Subassemblies, bridges and legs

7. DC capacitors

7. AC capacitors

7. Internal operating parameters

7. DC ground detection offset

7. Inverter leg current average balance

7. Rectifier bridge current average leg balance

7. AC protection settings

7. DC protection settings

7. Input and output frequency

7. Voltage bandwidth settings

7. DC filter capacitance

7. AC tank and trap filter capacitance

7. Power supply voltages and waveforms

7. System input voltages

7. System input currents

7. DC charging voltages

7. Rectifier phase on and walk up

7. Inverter phase on and walk up

7. Panel meters

7. System bypass voltages

7. Manual and Ultraviolet (UV) transfer testing

7. Outage simulation

7. Charger current limit

7. Generator operation and interface verification

7. Filter replacement

7. Control panel and CRT screen cleaning

7. Drain Flywheel/Oil and filter change

7. Inspect battery monitoring system

7. Battery capability testing

7. Battery Systems Area

7. Battery Systems ambient temperature

7. Review battery test in history (where applicable)

7. Internal battery float voltage

7. Internal battery charger output current and voltage

7. Internal battery negative terminal temperature

7. Momentary load testing of cells (e.g., 9E, 9X55)

7. Measure and record connection resistance of 100% of the inter cell/batteries

7. Refurbish/Re-torque connection where resistance is above 20% of average

1. Maintenance Schedule

8. Lakemont Campus:

Schedule

Serial Number

Description

Manufacturer’s Product Number

Quarterly/Annual/4 Hr. Onsite

JK1302030197

WADVULTRA-AX-26

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

JK1314002498

WADVULTRA-AX-26

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

YK0747110098

WADVULTRA-AX-26

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

YK0747110101

WADVULTRA-AX-26

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

YK0849110332

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

YK0849110323

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

YK0849110264

WADVULTRA-AX-26

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

YK0849110248

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

YK0849110273

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

YK0849110272

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

YK0844110081

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

YK0849110271

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

YK0849110266

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

YK0849110244

WUPG4HR-AX-00

Quarterly/Annual

5K0926L00002

WADVULTRA-AX-37

5K0926L00004

WADVULTRA-AX-37

Quarterly/ 4 Hr. Onsite

N18G8E0055

Quarterly/ 4 Hr. Onsite

EM244UXX04

Eaton UPS 93PM Unknown

Quarterly/ 4 Hr. Onsite

EM244UXX06

Eaton UPS 93PM Unknown

Quarterly/ 4 Hr. Onsite

EM282SXX04

Eaton Power Distribution Unit Unknown

Quarterly/ 4 Hr. Onsite

EM282SXX03

Eaton Power Distribution Unit Unknown

8. Orlando VA Medical Center at Lake Nona:

Manufacturer’s Product Number

WUPG4HR-AX-00

WUPG4HR-AX-00

WUPG4HR-AX-00

WUPG4HR-AX-00

WUPG4HR-AX-00

WUPG4HR-AX-00

WUPG4HR-AX-00

WUPG4HR-AX-00

WUPG4HR-AX-00

WUPG4HR-AX-00

WUPG4HR-AX-00

WUPG4HR-AX-00

WUPG4HR-AX-00

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

1-5664081815

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

1-5664081822

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

1-5664081829

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

1-5664081836

WUPG4HR-AX-00

Quarterly/Annual/4 Hr. Onsite

1-5664081843

WUPG4HR-AX-00

THIRD PARTY EQUIPMENT

2015-1787-A

Data Aire, Mod# DACU-2234, Job# 39407 (Sim-Learn Center)

WADVULTRA-AX-37

WUPGQPMV7X24-AX-00

2015-1789-A

Data Aire, Mod# DACU-2234, Job# 39408 (Sim-Learn Center)

WADVULTRA-AX-37

WUPGQPMV7X24-AX-00

Annual/4 Hr. Onsite

U21230002183

MGE EPS 7000 E7TUPS300

(4th Floor Medical Center)

WADVULTRA-E7-50

WUPG4HR-UG-03

Annual/4 Hr. Onsite

U21226001779

MGE EPS 7000 E7TUPS300

(4th Floor Medical Center)

WADVULTRA-E7-50

WUPG4HR-UG-03

One-time Service

N/A

Annual

2102003002155020003

Liebert NX UPS Module, Model number 38SA120A0A00 (Sim-Learn Center)

WADVPLUS-SL-14

WADVULTRA-SL-14

END OF THIRD PARTY EQUIPMENT

9.3 Viera VA Health Care Center:

Manufacturer’s Product Number

Annual

EG264BAA02

Model 9395 (located in Rm # D602) EATON Three-Phase Service Plan

W2FL87NEDX-300

9.4 Battery Replacement Schedule: Replacement are performed during hours of operation

Manufacturer’s Product Number

Base Period Viera VA Health Care Center

(Item Number 0003AA)

Option Period 1 Orlando VA Medical Center at Lake Nona

(Item Number 1002CV)

Option Period 2 Lakemont Campus

(Item Number 2001CC)

Option Period 2 Lakemont Campus

(Item Number 2001CD)

Option Period 3 (Orlando VA Medical Center)

(Item Number 3002CV)

U21230002183

MGE EPS 7000 E7TUPS300.

Number of Batteries 80

Part# HRL12540W or

“EQUAL”

Option Period 3 (Orlando VA Medical center)

(Item Number 3002CV)

U21226001779

MGE EPS 7000 E7TUPS300.

Number of Batteries 80

Part# HRL12540W or

“EQUAL”

1. Reporting Requirements: The contractor shall provide a written progress reports via email to the Contracting Officer Representative (COR) after each preventative maintenance and four (4) hours emergency response visits. Report shall include consultation and recommendations to the COR on any action items that is not in the PWS. Reports are due one business day after the schedule and unscheduled preventative maintenance. If the report due date falls on a Federal Holiday, then the report is due the day after the Federal Holiday.

1. Hours of Operation: The contractor will perform scheduled maintenance between the hours of 7:30 am and 4:00 pm Monday through Friday except Federal holidays, or when the Government facility closes due to local or national emergencies, administrative closings, or similar Government directed facility closings. The contractor will not perform services on the following Federal Holidays.

1. Security Information: Security Requirements: VAAR 852.273-75 “SECURITY REQUIREMENTS FOR UNCLASSIFIED INFORMATION TECHNOLOGY RESOURCES” apply to this contract.

Citizenship Related Requirements: The contractor certifies that he/she shall comply with any and all legal provisions contained in the Immigration and Nationality Act of 1952, As Amended; its related laws and regulations that are enforced by Homeland Security, Immigration and Customs Enforcement and the U.S. Department of Labor as these may relate to non-immigrant foreign nationals working under contract or subcontract for the contractor while providing services to OVAHCS.

1. Government Shutdown: Government shutdowns occur when the Government refuses passage of key bills, resulting in the cession of some or all operations by the Government. If the VA is affected by a Government shutdown during the period of performance, the contractor shall not supply services or submit claims against the Government during and after the shutdown.

1. Performance Requirement Summary (PRS): The PRS is a performance indicator that is used to measure the acceptable quality levels that must be met, who is going to check the measurements, and how these measures will define the success of our program. The below performance standards will be measured accordingly:

13. Performance Requirement Summary Matrix

PRS#

PWS Paragraph #

9.1., 9.2 and 9.3. Contractor shall perform scheduled quarterly preventative maintenance

95%

COR

Satisfactory CPARS

Negative CPARS

9.1., 9.2. and 9.3. Contractor shall perform Semi-Annual Scheduled preventative maintenance

95%

COR

Negative CPARS

7. Contractor shall perform four (4) hours response calls.

95%

COR

Negative CPARS

10. Contractor shall provide a written progress reports via email to the COR after each preventative maintenance and four (4) hours emergency response visits.

90%

COR

Negative CPARS

1. VHA Supplemental Contract Requirements for Combatting COVID-19:

15.1 Contractor employees who work in or travel to VHA locations must comply with the following documentation requirements:

15.2 If fully vaccinated, the contractor shall show proof of vaccination. NOTE:

Acceptable proof of vaccination includes a signed record of immunization from a health care provider or pharmacy, a copy of the COVID-19 Vaccination Record Card (CDC Form MLS-319813_r, published on September 3, 2020), or a copy of medical records documenting the vaccination.

15.3 If unvaccinated, contractors shall show negative COVID-19 test results dated within three calendar days prior to desired entry date. Test must be approved by the Food and Drug Administration (FDA) for emergency use or full approval. This includes tests available by a doctor’s order or an FDA approved over-the-counter test that includes an affiliated telehealth service.

15.4 Documentation cited in this section shall be digitally or physically maintained on each contractor employee while in a VA facility and is subject to inspection prior to entry to VA facilities and after entry for spot inspections by Contracting Officer Representatives (CORs) or other hospital personnel.

15.5 Documentation will not be collected by the VA; Contractors shall, at all times, adhere to and ensure compliance with federal laws designed to protect contractor employee health information and personally identifiable information.

15.6 Contractor employees are subject to daily screening for COVID-19 and may be denied to entry to VA facilities if they fail to pass screening protocols. As part of the screening process contractors may be asked screening questions found on the following website: COVID-19 Screening Tool. Check regularly for updates.

15.7 Contractor employees who work away from VA locations, but who will have direct patient contact with VA patients shall self-screen utilizing the COVID-19 Screening Tool, in advance, each day that they will have direct patient contact and in accordance with their person or persons who coordinate COVID-19 workplace safety efforts at covered contractor workplaces. Contractors shall, at all times, adhere to and ensure compliance with federal laws designed to protect contractor employee health information and personally identifiable information.

15.8 Contractor must immediately notify their COR or Contracting Officer if contract performance is jeopardized due to contractor employees being denied entry into VA Facilities.

15.9 For indefinite delivery contracts: Contractor agrees to comply with VHA Supplemental Contract Requirements for any task or delivery orders issued prior to this modification when performance has already commenced.

36C24822Q0918 See attached document: SCHEDULE.

Page 1 of Page 1 of

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 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 15 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 15 days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 30 days 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 60 Months.

(End of Clause) C.4 52.222-55 MINIMUM WAGES FOR CONTRACTOR WORKERS UNDER EXECUTIVE ORDER 14026 (JAN 2022)

(a) Definitions. As used in this clause— ‘‘United States’’ means the 50 states, the District of Columbia, Puerto Rico, the Northern Mariana Islands, American Samoa, Guam, the U.S. Virgin Islands, Johnston Island, Wake Island, and the outer Continental Shelf as defined in the Outer Continental Shelf Lands Act (43 U.S.C. 1331, et seq.).

“Worker”— (1)(i) Means any person engaged in performing work on, or in connection with, a contract covered by Executive Order 14026, and—

(A) Whose wages under such contract are governed by the Fair Labor Standards Act (29 U.S.C. chapter 8), the Service Contract Labor Standards statute (41 U.S.C. chapter 67), or the Wage Rate Requirements (Construction) statute (40 U.S.C. chapter 31, subchapter IV);

(B) Other than individuals employed in a bona fide executive, administrative, or professional capacity, as those terms are defined in 29 CFR part 541; and

(C) Regardless of the contractual relationship alleged to exist between the individual and the employer.

(ii) Includes workers performing on, or in connection with, the contract whose wages are calculated pursuant to special certificates issued under 29 U.S.C. 214(c).

(iii) Also includes any person working on, or in connection with, the contract and individually registered in a bona fide apprenticeship or training program registered with the Department of Labor's Employment and Training Administration, Office of Apprenticeship, or with a State Apprenticeship Agency recognized by the Office of Apprenticeship.

(2)(i) A worker performs on a contract if the worker directly performs the specific services called for by the contract; and

(ii) A worker performs in connection with a contract if the worker’s work activities are necessary to the performance of a contract but are not the specific services called for by the contract.

(b) Executive Order minimum wage rate.

(1) The Contractor shall pay to workers, while performing in the United States, and performing on, or in connection with, this contract, a minimum hourly wage rate of $15.00 per hour beginning January 30, 2022.

(2) The Contractor shall adjust the minimum wage paid, if necessary, beginning January 1, 2023, and annually thereafter, to meet the applicable annual E.O. minimum wage. The Administrator of the Department of Labor's Wage and Hour Division (the Administrator) will publish annual determinations in the Federal Register no later than 90 days before the effective date of the new E.O. minimum wage rate. The Administrator will also publish the applicable E.O. minimum wage on https://www.sam.gov (or any successor Web site), and a general notice on all wage determinations issued under the Service Contract Labor Standards statute or the Wage Rate Requirements (Construction) statute, that will provide information on the E.O. minimum wage and how to obtain annual updates. The applicable published E.O. minimum wage is incorporated by reference into this contract.

(3)(i) The Contractor may request a price adjustment only after the effective date of the new annual E.O. minimum wage determination. Prices will be adjusted only for increased labor costs (including subcontractor labor costs) as a result of an increase in the annual E.O. minimum wage, and for associated labor costs (including those for subcontractors). Associated labor costs shall include increases or decreases that result from changes in social security and unemployment taxes and workers' compensation insurance, but will not otherwise include any amount for general and administrative costs, overhead, or profit.

(ii) Subcontractors may be entitled to adjustments due to the new minimum wage, pursuant to paragraph (b)(2). Contractors shall consider any subcontractor requests for such price adjustment.

(iii) The Contracting Officer will not adjust the contract price under this clause for any costs other than those identified in paragraph (b)(3)(i) of this clause, and will not provide duplicate price adjustments with any price adjustment under clauses implementing the Service Contract Labor Standards statute or the Wage Rate Requirements (Construction) statute.

(4) The Contractor warrants that the prices in this contract do not include allowance for any contingency to cover increased costs for which adjustment is provided under this clause.

(5) A pay period under this clause may not be longer than semi-monthly, but may be shorter to comply with any applicable law or other requirement under this contract establishing a shorter pay period. Workers shall be paid no later than one pay period following the end of the regular pay period in which such wages were earned or accrued.

(6) The Contractor shall pay, unconditionally to each worker, all wages due free and clear without subsequent rebate or kickback. The Contractor may make deductions that reduce a worker's wages below the E.O. minimum wage rate only if done in accordance with 29 CFR 23.230, Deductions.

(7) The Contractor shall not discharge any part of its minimum wage obligation under this clause by furnishing fringe benefits or, with respect to workers whose wages are governed by the Service Contract Labor Standards statute, the cash equivalent thereof.

(8) Nothing in this clause shall excuse the Contractor from compliance with any applicable Federal or State prevailing wage law or any applicable law or municipal ordinance or any applicable contract establishing a minimum wage higher than the E.O. 14026 minimum wage. However, wage increases under such other laws or municipal ordinances are not subject to price adjustment under this subpart.

(9) The Contractor shall pay the E.O. minimum wage rate whenever it is higher than any applicable collective bargaining agreement(s) wage rate.

(10) The Contractor shall follow the policies and procedures in 29 CFR 23.240(b) and 23.280 for treatment of workers engaged in an occupation in which they customarily and regularly receive more than $30 a month in tips.

(c)(1) This clause applies to workers as defined in paragraph (a). As provided in that definition—

(i) Workers are covered regardless of the contractual relationship alleged to exist between the contractor or subcontractor and the worker;

(ii) Workers with disabilities whose wages are calculated pursuant to special certificates issued under 29 U.S.C. 214(c) are covered; and

(iii) Workers who are registered in a bona fide apprenticeship program or training program registered with the Department of Labor's Employment and Training Administration, Office of Apprenticeship, or with a State Apprenticeship Agency recognized by the Office of Apprenticeship, are covered.

(2) This clause does not apply to—

(i) Fair Labor Standards Act (FLSA)-covered individuals performing in connection with contracts covered by the E.O., i.e. those individuals who perform duties necessary to the performance of the contract, but who are not directly engaged in performing the specific work called for by the contract, and who spend less than 20 percent of their hours worked in a particular workweek performing in connection with such contracts;

(ii) Individuals exempted from the minimum wage requirements of the FLSA under 29 U.S.C. 213(a) and 214(a) and (b), unless otherwise covered by the Service Contract Labor Standards statute, or the Wage Rate Requirements (Construction) statute. These individuals include but are not limited to—

(A) Learners, apprentices, or messengers whose wages are calculated pursuant to special certificates issued under 29 U.S.C. 214(a);

(B) Students whose wages are calculated pursuant to special certificates issued under 29 U.S.C. 214(b); and

(C) Those employed in a bona fide executive, administrative, or professional capacity (29 U.S.C. 213(a)(1) and 29 CFR part 541).

(d) Notice. The Contractor shall notify all workers performing work on, or in connection with, this contract of the applicable E.O. minimum wage rate under this clause.