36C24919Q0037-001.docx

36C24919Q0037

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. 2/2012)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

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

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

621-19-2- 4138-0013 36C24919Q0037 11-19-2018 Michael Edwards 615-225-5506 12-07-2018

1100AM CST

90C Department of Veterans Affairs Network Contracting Office 9 1639 Medical Center Parkway Suite 400 Murfreesboro TN 37129 X X 541620 $15 Million X N/A X Department of Veterans Affairs VA Medical Center Alvin C. York Campus 3400 Lebanon Pike Murfreesboro TN 37129 90C Department of Veterans Affairs Network Contracting Office - 9 1639 Medical Center Parkway Suite 400 Murfreesboro TN 37129

90C FSC e-Invoice Payment http://www.fsc.va.gov/fsc/einvoice.asp Invoice Setup Information 1-877-489-6135 Invoice must be submitted electronically

Setup 1-877-489-6135 See CONTINUATION Page Furnish Chemical and Chemical Treatment for air conditioning plant and boilers plant at the Alvin C. York and Nashville VA Medical Center.

Base Period: 01/01/2019 through 09/30/2019 Option Year 1: 10/01/2019 through 09/30/2020 Option Year 2: 10/01/2020 through 09/30/2021 Option Year 3: 10/01/2021 through 09/30/2022 Option Year 4: 10/01/2022 through 09/30/2023

SEE SOW AND PRICE SCHEDULE.

This is set-aside for a SDVOSB.

See CONTINUATION Page 626-3690162-4138-851100-2543 0100341Y2 x X Table of Contents

B.2 STATEMENT OF WORK………………………………………………………………..4

D.1 WAGE DETERMINATION……………………………………………………………..33

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 36C249 Michael Edwards Department of Veterans Affairs Network Contracting Office 9 1639 Medical Center Parkway Suite 400 Murfreesboro TN 37129

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.

FSC e-Invoice Payment http://www.fsc.va.gov/fsc/einvoice.asp Invoice Setup Information 1-877-489-6135 Invoice must be submitted electronically

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

B.2 STATEMENT OF WORK

STATEMENT OF WORK

BOILER PLANTS

Chemical Water Treatment Supplies and Services

INTRODUCTION /SCOPE OF WORK

Contractor shall provide all chemicals and services required for the proper treatment of water for the boilers and air conditioning plants including the services of a qualified chemist for the testing of treated water at the Alvin C. York Medical Center, Murfreesboro, TN, and the VA Medical Center, Nashville, TN during the fiscal year period of January 1, 2019 through September 30, 2019, with four option periods October 1, 2019 through September 30, 2019.

1. The chemical water treatment contractor shall provide all supplies and technical advisory services for proper chemical treatment of boiler plant water, steam, and HVAC systems to achieve specified results.

2. VAMC employees will be responsible for continuous feeding of chemicals and performing water tests with oversight by the contractor. The contractor will check for proper operation of chemical feed equipment, test all systems and submit reports and settings on each visit and inform plant staff of any problems.

3. In addition, the contractor shall periodically verify the proper operation of non-chemical water treatment systems which serve the plant including: feed water deaerator, water softener,

4. The goals are safety, reliability and longevity of the steam and condensate piping and equipment in the boiler plant, in the steam distribution system and in the various buildings of the VA facility.

5. The contractor will present a plan with 30 days of receiving the contract on a Legionella prevention plan and including the chemicals that will be used and what test/frequency the contractor will use to monitor the effectiveness of those chemicals. The contractor should follow VA regulations and nationally accepted standards in the plan.

Chemical Water Treatment Contractor Qualifications:

1. The contractor shall have been in business at least five years providing chemical treatment of boiler plant and steam distribution systems similar in design and annual steam production rates to that of the VA facility. Provide a list of at least five customers similar to VA who have utilized the services for boiler chemical treatment for at least three years.

2. One water treatment specialist who has a bachelor’s degree in chemical engineering or the physical sciences from an accredited college or university shall be assigned to this contract. The water treatment specialist must have at least five years successful experience with boiler water treatment programs and shall furnish references from at least three customers who utilize boiler water treatment programs.

3. The water treatment specialist assigned must be located within 100 miles of the site to enable reasonable response times to request for site visits.

4. The contractor must operate (or continuously maintain a contract with) a state certified laboratory to perform complete scientific analyses of water chemistry, deposits, metallic materials affected by corrosion and provide recommendations for correction of problems related to the chemical and mechanical water treatment program. A Professional Chemist shall supervise the laboratory.

Chemicals and Testing Supplies:

1. Provide all chemicals, test kits, test reagents, corrosion coupons, and instructional materials as necessary to comply with all contract requirements. Deliver to the supervisor/COR or his/her designate. Operators will be trained on the steps to perform tests.

2. Chelant-based chemicals are not permitted.

3. All chemicals utilized must conform to FDA guidelines: CFR 21, 173.310, BOILER WATER ADDITIVES PERMITTED IN PLANTS WHERE STEAM CONTACTS FOOD. In addition, the chemicals shall conform to all local, state, and federal government regulations on water pollution and have appropriate EPA registration. The VAMC utilizes boiler steam for food preparation and for humidification.

4. Furnish on site chemical storage containers with secondary containment. Provide bulk delivery service which delivers the chemicals directly into the on-site storage containers with no assistance necessary from VA employees other than to provide access.

5. All existing chemicals, which are suitable for the contract program, will be utilized prior to the use of any new chemicals.

6. Submit MSDS sheets for all chemicals utilized during the performance of services under this contract. The MSDS sheets will accompany delivery of the chemicals.

7. All chemical containers shall be labeled with complete information on contents and shall be returnable. Containers with missing labels shall be removed from the site. All containers remain the property of the contractor and must be immediately removed from; the site when they are no longer needed at the site.

Performance Requirements:

1. Total hardness in feedwater shall be less than one part per million (ppm). Advise VA personnel on proper softener //and reverse osmosis// monitoring and operation.

2. Dissolved oxygen in the feedwater shall be 7 parts per billion (ppb) maximum with oxygen scavenger treatment suspended. If it exceeds 12 ppb, provide recommendation to boiler plant supervisor that deaerator must be inspected and repaired.

3. Prevent embrittlement of boiler pressure vessels.

4. Condition the boiler sludge to obtain effective bottom blowoff.

5. Boiler residual of sodium sulfite, 40-60 ppm.

6. Boiler phosphate residual, 20-40 ppm.

7. Total dissolved solids (TDS) in boilers as high as possible, but not to exceed 4000 ppm.

8. Total alkalinity in boilers 800 ppm maximum (1/5 x solids TDS).

9. Maximum suspended solids in boilers 350 ppm, maximum silica 250 ppm.

10. Boiler polymer dispersant residual as recommended by supplier.

11. There shall be no “pitting” corrosion.

12. There shall be no scale and deposit formation in the boilers.

13. Moisture content of the steam shall not exceed one percent. Perform condensate conductivity tests at a steam trap near the boiler steam outlet (at a point with no amines) to evaluate the moisture content of the steam. If necessary, utilize an antifoam agent to limit solids carryover in the steam from the boilers and to control boiler priming, foaming, and misting.

14. Control boiler water chemistry to minimize blowdown and thus improve efficiency.

15. Provide steam amine treatment to provide condensate pH of 8.0 – 8.5 at each condensate receiver throughout the facility and in the condensate storage tank in the boiler plant. Feed the amines into the boilers instead of the steam header in order to achieve even dispersal throughout the distribution system.

16. Control corrosion rates. Steel corrosion rates shall be less than 2.0 mils per year. Copper corrosion rates shall be less than 0.2 mils per year.

17. Establish layer of magnetic iron oxide (black or dark gray in color) on all steel surfaces as a corrosion barrier.

VAMC Feedwater - Average Test Results for the Past Three Calendar Years:

Hardness

Iron

Conductivity

DA Oxygen

% Condensate Return

LBS Steam Gross

VAMC Typical Make-Up Water Analysis:

pH

Alkalinity

Hardness

Conductivity

Suspended solids

Sodium

Silica

On-Site Services:

1. Provide complete written instructions, supplemented by oral instructions and demonstrations, to boiler plant personnel for their performance of routine water tests and for feeding the chemicals into the systems. The instructions shall cover all aspects of safe chemical handling and safe and accurate testing, and proper chemical feed quantities and methods to suit the plant operating parameters and water treatment performance requirements.

2. Provide three two-hour training sessions within two months of the start of a new contract. The first session shall be within one week of the start of the contract. Provide one two-hour training session every six months after the new contract has been in force for six months.

3. As a minimum, perform the following tests monthly, provide complete written reports with all test results and recommendations, and review reports with plant supervisor:

a. Condensate return systems: pH, hardness, dissolved iron and copper, total dissolved solids (conductivity), amine. Condensate conductivity at a steam trap near the boiler steam outlet. Test the condensate for pH at representative samples of condensate receivers throughout the facility at least twice per year. Vary the sample sites every year.

b. Make-up water including soft water: pH, alkalinity, hardness, total dissolved solids, suspended solids, and silica.

c. Boiler feedwater: Dissolved oxygen, pH, alkalinity, hardness, total dissolved solids, suspended solids, and silica. Feedwater dissolved oxygen shall be tested twice per year with oxygen scavenger chemical treatment temporarily suspended so that feedwater deaerator performance can be evaluated.

d. Boiler water: Total dissolved solids, suspended solids, sulfite, phosphate, and alkalinity.

e. Continuous blowdown systems: Check calibration and settings monthly.

f. Chemical feed systems: Advise plant supervisor on adjustments to maintain proper chemical dosage and feed rates and blowdown rates.

4. Visit the plant twice a month (no less than 14 days apart from the previous visit), perform tests listed above and review daily logs of tests performed by boiler plant personnel. Discuss the test results with the plant supervisor. Provide recommendations on treatment methods and consult on boiler plant and steam and condensate distribution systems problems as requested. Send water samples to the laboratory as necessary to resolve problems and questions. Make additional visits at the request of the plant supervisor to handle problems.

5. Conduct waterside inspection of boilers, feedwater deaerator and condensate storage tank at least once per year. Through the Contracting Officer’s Technical Representative (COR), coordinate the boiler and feedwater deaerator inspection to coincide with the inspection by the Qualified Professional Inspector (boiler inspector). VA personnel will prepare equipment for inspection. All visits must be coordinated with the COR at least 3 business days prior to the visit.

6. Provide recommendations on wet and dry boiler lay-up procedures, including monitoring, of boilers not in service.

7. Provide recommendations on proper operation of continuous boiler blowdown systems and boiler bottom blowoff procedures.

8. Test corrosion coupons from condensate lines once per year and provide report. VA personnel will install, remove and deliver the coupons to the water treatment specialist.

9. Any deficiencies or problems noted with VA test results or with the water treatment specialist’s test results are to be reported immediately to the plant supervisor. If problems are found, corrective actions must be recommended immediately, chemicals as necessary provided, and tests performed as necessary to confirm that desired results are achieved.

10. Cooling Water shall be tested bi-monthly (every two weeks) for the following:

accepted standard practice in the field

11. Open loops and closed loops will be checked quarterly to ensure chemical levels to prevent corrosion and degradation of the system. Each campus will submit the list of open and closed loops at the start of the contract to the contractor. A report will be submitted with chemical levels and any recommendations.

VA Boiler Plant Staff Responsibilities:

The plant personnel will perform routine testing for chemical residuals, conductivity, hardness, alkalinity, pH, chloride, silica, iron and copper, and other tests as recommended by the water treatment specialist (contractor will provide chemicals and training for these tests).

Administrative Requirements:

1. All on site work is to be coordinated with the boiler plant supervisor at least seven (7) days prior to performance of services.

2. All work to be performed during the normal daytime working hours of the Utility Systems Supervisor, Monday through Friday, excluding National Holidays.

3. Situations requiring more frequent analysis and/or special testing other than the specified requirements may arise. Do not perform any extra cost work without written authorization from the COR. A separate purchase order will be issued to cover the costs associated with these extra tests upon request and justification from the contractor.

4. Provide information on the normal time delivery time for chemicals. Provide method for emergency chemical deliveries. Inventories should be checked on each visit, supplies should be scheduled to prevent any chemicals from being empty prior to the delivery of additional chemicals.

5. A laboratory certified by the State shall perform laboratory work.

6. A written report of each analysis and inspection shall be submitted immediately upon completion of each analysis and/or inspection to include a summary report of treatment recommendations based on the analysis report. Each report will be submitted in duplicate to the Utility Systems Supervisor/COR.

7. Provide emergency response, including a site visit if requested, within 4 hours of request, 24 hours a day, 365 days per year. Maintain a toll-free (800) telephone number and e-mail and pager system for 24-hour access.

8. Respond to routine communications within 48 hours with a visit as necessary.

9. Failure to achieve required performance goals will be justification for termination of contract.

10. The contractor will be given notice of any internal inspections to allow them to inspect the condition of the boilers, any deterioration in the boiler conditions attributable to the contractor’s program shall be corrected by the contractor at no additional cost to VA. The VA will keep records and pictures of each internal inspection to document any changes to the system.

5. PROGRESS AND COMPLIANCE:

a. The Contractor shall be required to report to the Utility Systems Operator Supervisor in the Engineering Boiler Plant at the respective campus to log in. This log-in is mandatory. When the service is completed, the contractor's representative shall document services rendered on a legible field service report (FSR). The contractor's representative shall be required to log out with the Utility Systems Operator Supervisor and submit the FSR to the COR. ALL FSRs shall be submitted to the COR for an "authorization signature". If the COR is unavailable, a signed copy of the FSR will be left with the Boiler Operator in charge.

VA Contact Person: Contracting Officer's Technical Representative (COR) Location (Building/Room Number): Building 1, Boiler Plant Room E-07, Nashville campus Telephone Number & Extension(s): 615-873-6883 Cell phone: 615-456-9852

VA Contact Person: Contracting Officer's Technical Representative (COR) Location (Building/Room Number): Building 16, Boiler Plant, Murfreesboro campus Telephone Number & Extension(s): 615-225-3982 Cell phone: 615-456-9774

NOTES AND OTHER INFORMATION:

a. Additional charges not included in the service contract must have the prior approval of the Contracting Officer.

b. There are no known security issues with this statement of work.

c. There is no allotment for contractor parking on the VAMC Nashville Campus. Contractors may stop long enough to unload equipment and supplies only. Contractors are responsible for making their own parking arrangements. All Contractors need to be either escorted by VA personnel or get contractor badges from the COR.

Submittals Required for all Products and Services:

1. Three hard copies of all information.

2. Complete specification of all products: name, ingredients, control range, test procedures, physical state (liquid, powder, etc.), container size, method of delivery, compatibility with present materials being used, catalog data, MSDS sheets.

3. Products, quantities and projected yearly costs.

4. Personnel: Names, office address, resumes.

5. List of at least five customers with contact information.

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

SERVICE CONTRACT FOR THE PERIOD OF 01/01/2019 THROUGH 09/30/2019 FOR: WATER CHEMICAL TREATMENT PROGRAM: FURNISH CHEMICALS AND SERVICE FOR CHEMICAL TREATMENT PROGRAM FOR AIR CONDITIONING PLANT AND BOILER PLANT AT THE ALVIN C. YORK AND NASHVILLE VA MEDICAL CENTERS.

Contract Period: Base POP Begin: 01-01-2019 POP End: 09-30-2019

SERVICE CONTRACT FOR THE PERIOD OF 10/01/2019 THROUGH 09/30/2020 FOR: WATER CHEMICAL TREATMENT PROGRAM: FURNISH CHEMICALS AND SERVICE FOR CHEMICAL TREATMENT PROGRAM FOR AIR CONDITIONING PLANT AND BOILER PLANT AT THE ALVIN C. YORK AND NASHVILLE VA MEDICAL CENTERS.

Contract Period: Option 1 POP Begin: 10-01-2019 POP End: 09-30-2020

SERVICE CONTRACT FOR THE PERIOD OF 10/01/2020 THROUGH 09/30/2021 FOR: WATER CHEMICAL TREATMENT PROGRAM: FURNISH CHEMICALS AND SERVICE FOR CHEMICAL TREATMENT PROGRAM FOR AIR CONDITIONING PLANT AND BOILER PLANT AT THE ALVIN C. YORK AND NASHVILLE VA MEDICAL CENTERS.

Contract Period: Option 2 POP Begin: 10-01-2020 POP End: 09-30-2021

SERVICE CONTRACT FOR THE PERIOD OF 10/01/2021 THROUGH 09/30/2022 FOR: WATER CHEMICAL TREATMENT PROGRAM: FURNISH CHEMICALS AND SERVICE FOR CHEMICAL TREATMENT PROGRAM FOR AIR CONDITIONING PLANT AND BOILER PLANT AT THE ALVIN C. YORK AND NASHVILLE VA MEDICAL CENTERS.

Contract Period: Option 3 POP Begin: 10-01-2021 POP End: 09-30-2022

SERVICE CONTRACT FOR THE PERIOD OF 10/01/2022 THROUGH 09/30/2023 FOR: WATER CHEMICAL TREATMENT PROGRAM: FURNISH CHEMICALS AND SERVICE FOR CHEMICAL TREATMENT PROGRAM FOR AIR CONDITIONING PLANT AND BOILER PLANT AT THE ALVIN C. YORK AND NASHVILLE VA MEDICAL CENTERS.

Contract Period: Option 4 POP Begin: 10-01-2022 POP End: 09-30-2023

Page 1 of Page 1 of

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS (OCT 2018)

(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 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 32.608-2 of the Federal Acquisition Regulation 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 ITEMS 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:

(End of Addendum to 52.212-4)

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

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es):

http://www.acquisition.gov/far/index.html http://www.va.gov/oal/library/vaar/

(End of Clause)

C.3 SUPPLEMENTAL INSURANCE REQUIREMENTS

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

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

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

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

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

(End of Clause)

C.4 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 30 days.

(End of Clause)

C.5 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within 30 days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed five (5) years.

(End of Clause)

C.6 VAAR 852.203-70 COMMERCIAL ADVERTISING (MAY 2018)

The Contractor shall not refer in its commercial advertising to Department of Veterans Affairs contracts in a manner that states or implies the Department of Veterans Affairs approves or endorses the Contractor’s products or services or considers the Contractor’s products or services superior to other products or services.

(End of Clause) C.7 VAAR 852.219-10 VA NOTICE OF TOTAL SERVICE-DISABLED VETERAN-OWNED SMALL BUSINESS SET-ASIDE (JUL 2016) (DEVIATION)

(a) Definition. For the Department of Veterans Affairs, “Service-disabled veteran-owned small business concern or SDVSOB”:

(1) Means a small business concern:

(i) Not less than 51 percent of which is owned by one or more service-disabled veterans or, in the case of any publicly owned business, not less than 51 percent of the stock of which is owned by one or more service-disabled veterans or eligible surviving spouses (see VAAR 802.201 Surviving Spouse definition);

(ii) The management and daily business operations of which are controlled by one or more service-disabled veterans (or eligible surviving spouses) or, in the case of a service-disabled veteran with permanent and severe disability, the spouse or permanent caregiver of such veteran;

(iii) The business meets Federal small business size standards for the applicable North American Industry Classification System (NAICS) code identified in the solicitation document;

(iv) The business has been verified for ownership and control pursuant to 38 CFR 74 and is so listed in the Vendor Information Pages database, (https://www.vip.vetbiz.gov); and

(v) The business will comply with subcontracting limitations in 13 CFR 125.6, as applicable

(2) “Service-disabled veteran” means a veteran, as defined in 38 U.S.C. 101(2), with a disability that is service-connected, as defined in 38 U.S.C. 101(16).

(b) General.

(1) Offers are solicited only from verified service-disabled veteran-owned small business concerns. Offers received from concerns that are not verified service-disabled veteran-owned small business concerns shall not be considered.

(2) Any award resulting from this solicitation shall be made to a verified service-disabled veteran-owned small business concern.

(c) Agreement. A service-disabled veteran-owned small business concern agrees that in the performance of the contract, the concern will comply with the limitation on subcontracting requirements in 13 CFR §125.6.

(d) A joint venture may be considered a service-disabled veteran owned small business concern if the joint venture complies with the requirements in 13 CFR 125.15, provided that any reference therein to SDVO SBC is to be construed to apply to a VA verified SDVOSB as appropriate.

(e) Any service-disabled veteran-owned small business concern (non-manufacturer) must meet the requirements in FAR 19.102(f) of the Federal Acquisition Regulation to receive a benefit under this program.

(End of Clause) C.8 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) 852.219-74 Limitations on Subcontracting Monitoring and Compliance.(JUL 2018)

LIMITATIONS ON SUBCONTRACTINGMONITORING AND COMPLIANCE

(a) This solicitation includes VA Acquisition Regulation (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 nformation 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…