36C24824Q1436.docx

36C24824Q1436

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

573-25-1-2114-0006 36C24824Q1436 08-08-2024 Cesar O. Sanchez-Amaro 407-719-5237 08-15-2024

4:30 PM

EDT

36C248 Department of Veterans Affairs Network Contracting Office 8 (NCO 8) North Florida/South Georgia VHS 1601 SW Archer Road Gainesville FL 32608 X 339113 800 Employees N/A X 36C573 Department of Veterans Affairs Malcolm Randall VA Medical Center 1601 Southwest Archer Road **Locations Herein** Gainesville FL 32608 36C248 Department of Veterans Affairs Network Contracting Office 8 (NCO 8) North Florida/South Georgia VHS 1601 SW Archer Road Gainesville FL 32608

Department of Veterans Affairs Financial Services Center P.O. Box 149971 Austin TX 78714-9971 The Department of Veterans Affairs anticipates awarding a Firm Fixed Price contract for Erythrocyte Sedimentation Rate Cost Per Test.

X X Cesar O. Sanchez-Amaro 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: Cesar O. Sanchez-Amaro, Contracting Officer 36C248 Department of Veterans Affairs Network Contracting Office 8 (NCO 8) North Florida/South Georgia VHS 1601 SW Archer Road Gainesville FL 32608

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.

http://www.tungsten-network.com/US/en/veterans-affairs/

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

B.2 STATEMENT OF NEED

1.Introduction:

The Contractor shall provide Erythrocyte Sedimentation Rate testing as Cost per Reportable (CPRR), for the Department of Veterans Affair (DVA), North Florida/South Georgia Veterans Health Care System (NF/SG VCS) laboratories. The vendor(s) selected is responsible for equipment and service components specific to these facilities and are fixed cost per reportable expenses.

The North Florida / South Georgia Veterans Health System (NF/SG VHS) is a comprehensive and integrated health care delivery system that provides quality clinical programs and services to veterans. We offer primary health services, as well as highly specialized, technologically advanced clinical care. North Florida /South Georgia Veterans Health System consists of two hospitals, three large satellite outpatient clinics, and several community-based outpatient clinics. The North Florida / South Georgia Veterans Health System requires an erythrocyte sedimentation rate testing system to assist in this mission.

A. Scope of Work

1. General: The award for Cost per Test (CPT) will be based on this Request for Quote (RFQ). The offeror shall provide to North Florida/South Georgia Veterans Health System laboratories, all supplies, and services as described herein. Cost per Test (CPT) shall also include service of all equipment for the life of the agreement as identified below.

Totals:

7,700

Note: Estimated volumes; may vary month to month and over life of the contract.

II. Requirements of Services Provided:

A. General Requirements:

1. The system shall contain technologies that improve workflow.

2. Each site will have two primary analyzers with enough throughput capacity to meet volume and service demands as defined above.

3. The system must have closed container sampling of primary tube for patient specimens and for quality control testing.

4. Must be fully automated with random access, on-board mixing, & walkaway capability.

5. Should have greater than or equal to 95% correlation to the modified Westergren method of erythrocyte sedimentation rate testing.

6. Must be compatible with 4 milliliter(mL) 13 x 75-millimeter (mm)EDTA (K2 Ethylenediaminetetraacetic acid) purple top tubes.

7. Should perform accurately when blood tube contains 1mL or less of blood.

8. Must have ability to read/scan barcoded sample specimen number. We utilize a 10-digit barcode that meets guidelines described in the Clinical and Laboratory Standards Institutes (CLSI) standard: Laboratory Automation: Bar Codes for Specimen Container Identification, NCCLS Document Auto2-A, Approved Guideline, Vol. 20, No. 19, October 2005.

9. Specimen hematocrit, room temperature, operator variance should not cause interference in accurate test results.

10. Must have an Automated Quality Control Files system with ability to print statistical reports with information such as standard deviation, CV%, mean, highest and lowest value and ability to participate in Peer data management system.

11. Must provide results within twenty minutes or less.

12. Must have minimal down time for routine maintenance – daily, weekly, quarterly, monthly, or yearly.

13. Must have a bi-directional, bar-coded computer interface that does NOT utilize lantronix devices. Hardware and software must have network capability of data transfer via TCP/IP protocol. The fully operational interface (both hardware and software) must be immediately available for implementation to the VA VistA hospital information system at the time of contract award. If the host system software requires the use of a non-proprietary universal interfacing system to provide bi-directional interfacing capabilities, North Florida/South Georgia Veterans Health System Laboratories currently utilizes the Data Innovations systems. To achieve connection with this system, the awarded vendor will be responsible for the cost of the interface.

14. Printer – must print results with at least two patient identifiers.

15. Size of analyzer may vary from site to site, based on testing volumes but technology must be the same.

B. Support Features:

1. The analyzer model(s) being offered shall be in current production as of the date this offer is submitted. For purposes of this solicitation, “current production” shall mean that the clinical laboratory analyzer model is being offered as new equipment. Discontinued models that are only being made available as remanufactured equipment are not acceptable. Our current testing analyzers are discontinued and no longer supported.

2. The vendor must provide all reagents, calibrators, controls (a normal and an abnormal every 24 hours, 7 days a week on two analyzers per site @ LC & GV, mixers, consumable/disposable items, parts, accessories. The vendor will aid in the initial validation studies including precision, method comparison with current analyzer, accuracy (recovery), linearity (reportable range), calibration verification, verification of reference interval, and determination of sensitivity and specificity at no cost to the Government. The vendor will perform all the statistical analysis and report data in an organized, clearly comprehensible format.

3. The vendor will provide instrument training that is coordinated with and timely to the equipment installation. This will include training on the operation of the system, data manipulation, and basic troubleshooting and maintenance.

4. The vendor must be able to provide emergency equipment repair or a loaner while analyzer is sent to vendor for repair – method to be determined and paid for by vendor. A technical assistance center must be available 24 hours per day by telephone with call back within 1 hour.

5. Request for instrumentation upgrades or replacement, due to workload increase, excessive instrumentation failures/malfunctions, breakdowns, or service calls will be evaluated as needed/annually with communication from the Contracting Officers’ Representative to the Contracting Officer, who will work with the vendor for possible modification of the contract. A high incidence of such problems with any equipment/analyzer supplied may indicate probable non-compliance with the terms of this contract and will entitle the facility/clinic to its replacement with other analyzer(s) that can produce the required criteria of this contract satisfactorily to the user. Removal of instrument by the vendor shall be performed within 60 days after request from the Contracting Officer.

6. Upgraded Software/ Equipment: The Contractor shall provide upgrades to both the equipment hardware and software to maintain the integrity of the system and the state-of –the art technology, at no additional charge to the Government. These must be provided as they become commercially available and at the same time as they are being provided to commercial customers. This requirement only applies to “system upgrades” that enhance the model of equipment being offered, i.e., new version of software, correction of hardware defect, upgrade offered to commercial customers at no additional charge, upgrade to replace model of equipment no longer Contractor supported, etc. This does not refer to replacing the original piece of equipment provided under the CPT; however, it does refer to significant changes in the hardware operational capability.

7. Each notification for an emergency service/repair call will be treated as a separate and new service call.

8. All invoices shall be issued monthly in arrears for the patient reportable results for the cost per reportable price as awarded per contract.

9. Contractors are required to provide delivery, installation and removal of equipment at no additional charge.

10. Only instruments which are FDA approved will be considered and must be operational and interface with VA Laboratory Computer systems and upgrades. Test methods must be FDA approved with limited recalls due to product failures. This must be a "turnkey" system.

11. Two Operator and Service manuals along with Clinical and Laboratory Standards Institute (CLSI) compliant procedures must be furnished to each testing site.

C. Installation and Initial Set Up:

1. Site preparation specifications shall be furnished in writing by the contractor as a part of the equipment proposal. These specifications shall be in such detail as to ensure that the equipment to be installed shall operate efficiently and conform to the manufacturer's claimed specifications.

2. Configuration of the proposed equipment must be able to conform to the space previously allotted for this function. System specifications must all be disclosed in the proposed space. Crossover from current to new instrumentation must be performed timely with no interruption in patient care laboratory service. The current space utilized for two countertop (2) analyzers & their mixers is ~ 36 inches long, ~ 12 inches deep with a height of ~ 8 inches.

3. Uninterruptible Power Supply: The contractor should provide an uninterruptible power supply with line conditioner (120volt UPS) that has 2-3 hours back- up capability for each instrument provided. The contractor shall be responsible for replacing the UPS should it become dysfunctional and provide battery replacement as need it.

D. Standard and Acceptance of Performance:

1. This paragraph establishes a standard of performance that must be met before any equipment listed on the deliver order is accepted by the government. This also includes replacement, substitute machines and machines that are added or field modified after a system has completed a successful performance period.

2. The performance period shall begin on the installation date. It shall end when the equipment has met the standard of performance for a period of 30 consecutive calendar days by operating in conformance with the contractor's technical specification or as quoted in any contract at an effectiveness level of 99% or more. Operational use time for performance testing for a system is defined as the accumulated time during which the analyzer is in actual use. System failure downtime is that period when any analyzer in the system is inoperable due to equipment failure. Downtime for each incident shall start from the time the government makes a bona fide attempt to contact the contractor's designated representative at the prearranged contact point until the system or analyzer(s) is returned to the government in proper operating condition.

3. During the performance period for a system, a minimum of 100 hours of operational use time with productive or simulated work will be required as a basis for computation of the effectiveness level. However, in computing the effectiveness level, the actual number of operational use hours shall be used when more than the minimum of 100 hours.

4. The government will maintain appropriate daily records to satisfy the requirements of this paragraph and shall notify the contractor in writing of the date of the first day of the successful performance period. Operations use time and downtime shall be measured in hours and whole minutes.

E. Government Responsibilities:

1. The user will perform routine maintenance and cleaning as required in the manufacturer's operation and maintenance instructions. The user will maintain appropriate daily records to satisfy the requirements of this paragraph.

F. Early Termination:

1. The ordering activity reserves the right to terminate the contract at any time under the provisions of the FAR Clause 52.249-4 Termination for the convenience of the Government. If the ordering activity terminates the contract prior to expiration of the fiscal year, the contractor may assess a termination charge. The termination charge shall be no higher than the difference between the order(s), price(s) and the price applicable for the number of months and monthly rate the tests were run. The termination charge may be assessed only for the fiscal year in which the order is terminated.

G. Equipment Removal:

1. The vendor shall remove all equipment within 60 days after notification of the expiration of the terms of this contract but not until the completion of new vendor’s equipment installation inclusive of completed cross over studies. Vendor shall not remove hard drive from premises. All drives with VA information remain the propriety of VA. All service personnel shall be instructed regarding this requirement.

H. Past Performance/Technical Excellence:

The vendor shall provide three (3) references that can validate experience with the vendor’s instrumentation and service record during the last 5 years from comparable health care systems.

I. Delivery:

1. Malcom Randall VA Medical Center 1601 SW Archer Rd Gainesville, FL 32608-1197

2. Lake City VA Medical Center 619 S. Marion Ave.

Lake City, FL 32025-5808

J. Progress and Compliance:

1. Annual review of contract and compliance performed each contract year in evaluation prior to the contract annual renewal deadline. Annual review outlined in paragraph to include compliance with all terms of contract including but not limited to service ex All invoices will be paid monthly in arrears upon receipt of invoice. Invoice shall indicate the month in which items were delivered and the appropriate obligation number.

2. All invoices will be paid monthly in arrears upon receipt of invoice. Invoice shall indicate the month in which items were delivered and the appropriate obligation number.

3. COR will notify Contractor of invoice discrepancies.

K. Privacy Requirements:

1. Contractors, contractor personnel, subcontractors, and subcontractor personnel shall be subject to the same Federal laws, regulations, standards, and VA Directives and Handbooks as VA and VA personnel regarding information and information system security.

2. A contractor/subcontractor shall request logical (technical) or physical access to VA information and VA information systems for their employees, subcontractors, and affiliates only to the extent necessary to perform the services specified in the contract, agreement, or task order.

3. All contractors, subcontractors, and third-party servicers and associates working with VA information are subject to the same investigative requirements as those of VA appointees or employees who have access to the same types of information. The level and process of background security investigations for contractors must be in accordance with VA Directive and Handbook 0710, Personnel Suitability and Security Program. The Office for Operations, Security, and Preparedness is responsible for these policies and procedures.

4. Contract personnel who require access to national security programs must have a valid security clearance. National Industrial Security Program (NISP) was established by Executive Order 12829 to ensure that cleared U.S. defense industry contract personnel safeguard the classified information in their possession while performing work on contracts, programs, bids, or research and development efforts. The Department of Veterans Affairs does not have a Memorandum of Agreement with Defense Security Service (DSS). Verification of a Security Clearance must be processed through the Special Security Officer located in the Planning and National Security Service within the Office of Operations, Security, and Preparedness.

5. Custom software development and outsourced operations must be in the U.S. to the maximum extent practical. If such services are proposed to be performed abroad and are not disallowed by other VA policy or mandates, the contractor/subcontractor must state where all non-U.S. services are provided and detail a security plan, deemed to be acceptable by VA, specifically to address mitigation of the resulting problems of communication, control, data protection, and so forth. Location within the U.S. may be an evaluation factor.

6. The contractor or subcontractor must notify the Contracting Officer immediately when an employee working on a VA system or with access to VA information is reassigned or leaves the contractor or subcontractor’s employ. The Contracting Officer must also be notified immediately by the contractor or subcontractor prior to an unfriendly termination.

VA INFORMATION CUSTODIAL LANGUAGE

Information made available to the contractor or subcontractor by VA for the performance or administration of this contract or information developed by the contractor/subcontractor in performance or administration of the contract shall be used only for those purposes and shall not be used in any other way without the prior written agreement of the VA. This clause expressly limits the contractor/subcontractor's rights to use data as described in Rights in Data - General, FAR 52.227-14(d) (1).

VA information should not be co-mingled, if possible, with any other data on the contractors/subcontractor’s information systems or media storage systems to ensure VA requirements related to data protection and media sanitization can be met. If co-mingling must be allowed to meet the requirements of the business need, the contractor must ensure that VA’s information is returned to the VA or destroyed in accordance with VA’s sanitization requirements. VA reserves the right to conduct onsite inspections of contractor and subcontractor IT resources to ensure data security controls, separation of data and job duties, and destruction/media sanitization procedures are following VA directive requirements.

Prior to termination or completion of this contract, contractor/subcontractor must Not destroy information received from VA, or gathered/created by the contractor while performing this contract without prior written approval by the VA. Any data destruction done on behalf of VA by a contractor/subcontractor must be done in accordance with National Archives and Records Administration (NARA) requirements as outlined in VA Directive 6300, Records and Information Management and its Handbook 6300.1 Records Management Procedures, applicable VA Records Control Schedules, and VA Handbook 6500.1, Electronic Media Sanitization. Self-certification by the contractor that the data destruction requirements above have been met must be sent to the VA Contracting Officer within 30 days of termination of the contract.

The contractor/subcontractor must receive, gather, store, back up, maintain, use, disclose and dispose of VA information only in compliance with the terms of the contract and applicable Federal and VA information confidentiality and security laws, regulations and policies. If Federal or VA information confidentiality and security laws, regulations and policies become applicable to the VA information or information systems after execution of the contract, or if NIST issues or updates applicable FIPS or Special Publications (SP) after execution of this contract, the parties agree to negotiate in good faith to implement the information confidentiality and security laws, regulations and policies in this contract.

The contractor/subcontractor shall not make copies of VA information except as authorized and necessary to perform the terms of the agreement or to preserve electronic information stored on contractor/subcontractor electronic storage media for restoration in case any electronic equipment or data used by the contractor/subcontractor needs to be restored to an operating state. If copies are made for restoration purposes, after the restoration is complete, the copies must be appropriately destroyed.

If VA determines that the contractor has violated any of the information confidentiality, privacy, and security provisions of the contract, it shall be sufficient grounds for VA to withhold payment to the contractor or third party or terminate the contract for default or terminate for cause under Federal Acquisition Regulation (FAR) part 12.

If a VHA contract is terminated for cause, the associated BAA must also be Terminated and appropriate actions taken in accordance with VHA Handbook 1600.01, Business Associate Agreements. Absent an agreement to use or disclose protected health information, there is no business associate relationship.

The contractor/subcontractor must store, transport, or transmit VA sensitive Information in an encrypted form, using VA-approved encryption tools that are, at a minimum, FIPS 140-2 validated.

The contractor/subcontractor’s firewall and Web services security controls, if applicable, shall meet or exceed VA’s minimum requirements. VA Configuration Guidelines are available upon request.

Except for uses and disclosures of VA information authorized by this contract for performance of the contract, the contractor/subcontractor may use and disclose VA information only in two other situations: (i) in response to a qualifying order of a court of competent jurisdiction, or (ii) with VA’s prior written approval. The contractor/subcontractor must refer all requests for, demands for production of, or inquiries about, VA information and information systems to the VA contracting officer for response.

Notwithstanding the provision above, the contractor/subcontractor shall not release VA records protected by Title 38 U.S.C. 5705, confidentiality of medical quality assurance records and/or Title 38 U.S.C. 7332, confidentiality of certain health records pertaining to drug addiction, sickle cell anemia, alcoholism or alcohol abuse, or infection with human immunodeficiency virus. If the contractor/subcontractor is in receipt of a court order or other requests for the above-mentioned information, that contractor/subcontractor shall immediately refer such court orders or other requests to the VA contracting officer for response.

For service that involves the storage, generating, transmitting, or exchanging of VA sensitive information but does not require C&A or an MOU-ISA for system interconnection, the contractor/subcontractor must complete a Contractor Security Control Assessment (CSCA) on a yearly basis and provide it to the COR.

SECURITY CONTROLS COMPLIANCE TESTING

On a periodic basis, VA, including the Office of Inspector General, reserves the right to evaluate any or all the security controls and privacy practices implemented by the contractor under the clauses contained within the contract. With 10 working-days’ notice, at the request of the government, the contractor must fully cooperate and assist in a government-sponsored security controls assessment at each location wherein VA information is processed or stored, or information systems are developed, operated, maintained, or used on behalf of VA, including those initiated by the Office of Inspector General. The government may conduct a security control assessment on shorter notice (to include unannounced assessments) as determined by VA in the event of a security incident or at any other time.

TRAINING

(2) Successfully complete the VA Cyber Security Awareness and Rules of Behavior training and annually complete required security training.

(3) Successfully complete the appropriate VA privacy training and annually complete required privacy training; and

(4) Successfully complete any additional cyber security or privacy training, as required for VA personnel with equivalent information system access [to be defined by the VA program official and provided to the contracting officer for inclusion in the solicitation document – e.g., any role-based information security training required in accordance with NIST Special Publication 800-16, Information Technology Security Training Requirements.]

Required Privacy Training for all Vender Employees Talent Management System (TMS) Self – Enrollment Instructions link:

http://vaww.visn8.portal.va.gov/northflorida/cos/education/shared/MSE-Profile-Creation-Contractors-JobAid-508.pdf Required Classes:

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

Gainesville, The Villages, and Jacksonville OPC (Volumes ESR testing).

Contract Period: Base POP Begin: 10-01-2024 POP End: 09-30-2025

PRINCIPAL NAICS CODE: 339113 - Surgical Appliance and Supplies Manufacturing PRODUCT/SERVICE CODE: 6515 - Medical and Surgical Instruments, Equipment, and Supplies

Lake City, and Tallahassee OPC (Volumes ESR Testing).

Contract Period: Base POP Begin: 10-01-2024 POP End: 09-30-2025

Gainesville, The Villages, and Jacksonville OPC

Contract Period: Option 1 POP Begin: 10-01-2025 POP End: 09-30-2026

Lake City, and Tallahassee OPC (Volumes ESR Testing).

Contract Period: Option 1 POP Begin: 10-01-2025 POP End: 09-30-2026

Gainesville, The Villages, and Jacksonville OPC

Contract Period: Option 2 POP Begin: 10-01-2026 POP End: 09-30-2027

Lake City, and Tallahassee OPC (Volumes ESR Testing).

Contract Period: Option 2 POP Begin: 10-01-2026 POP End: 09-30-2027

Gainesville, The Villages, and Jacksonville OPC

Contract Period: Option 3 POP Begin: 10-01-2027 POP End: 09-30-2028

Lake City, and Tallahassee OPC (Volumes ESR Testing).

Contract Period: Option 3 POP Begin: 10-01-2027 POP End: 09-30-2028

Gainesville, The Villages, and Jacksonville OPC

Contract Period: Option 4 POP Begin: 10-01-2028 POP End: 09-30-2029

Lake City, and Tallahassee OPC (Volumes ESR Testing).

Contract Period: Option 4 POP Begin: 10-01-2028 POP End: 09-30-2029

B.4 DELIVERY SCHEDULE

Malcom Randall VA Medical Center 1601 SW Archer Rd Gainesville, FL 32608

USA

Lake City VA Medical Center 619 S. Marion Ave.

Lake City, FL 32025

USA

Malcom Randall VA Medical Center 1601 SW Archer Rd Gainesville, FL 32608

USA

Lake City VA Medical Center 619 S. Marion Ave.

Lake City, FL 32025

USA

Malcom Randall VA Medical Center 1601 SW Archer Rd Gainesville, FL 32608

USA

Lake City VA Medical Center 619 S. Marion Ave.

Lake City, FL 32025

USA

Malcom Randall VA Medical Center 1601 SW Archer Rd Gainesville, FL 32608

USA

Lake City VA Medical Center 619 S. Marion Ave.

Lake City, FL 32025

USA

Malcom Randall VA Medical Center 1601 SW Archer Rd Gainesville, FL 32608

USA

Lake City VA Medical Center 619 S. Marion Ave.

Lake City, FL 32025

USA

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 2023)

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C.