36C24921Q0070_1.docx

36C24921Q0070

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

N/A 36C24921Q0070 12-04-2020 Olonzo Haynes 615-225-6959 12-16-2020 13:00

CST

Department of Veterans Affairs Network Contracting Office 9 (90C)

NCO 9

1639 Medical Center Parkway, Suite 400 Murfreesboro TN 37129 X X Y 562111 $41.5 Million N/A X Department of Veterans Affairs Memphis Veterans Affairs Medical Center Environmental Management 1030 Jefferson Ave Memphis TN 38104-2127 90C Network Contracting Office 9 Department of Veterans Affairs Network Contracting Office (90C) 1639 Medical Center Parkway Suite 400 Murfreesboro TN 37129

90C FSC e-Invoicing 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 Memphis VA Medical Center, Request for Quote in accordance with the Statement of Work to provide "Consolidated Regular Waste Collection, Removal and Disposal Services for various locations outlined in the SOW. Read Addendum to 52.212-1, instructions, visitation, questions, and quote submission.

This RFQ will result in a five (5) year Blanket Purchase Agreement (BPA), consisting of a base nine (9) month period, and four (4), one (1) year ordering periods.

Period of Performance: 1/1/2021 through 9/30/2025 Any Contractors claiming SDVOSB/VOSB must have a current VETS 4212 report on file with the Department of Labor, registered in SAM, and must be CVE verified in VetBiz when quote is received, and at time of award.

Wage Determination No. 2015-4673 Rev 12 Dated 5-5-2020, is applicable on this requirement.

$0.00 See CONTINUATION Page X X Shawn M. Hendricks

NCO915L2-4043

Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

36C24921Q0070

Page 1 of Page 1 of

B.1 STATEMENT OF WORK

STATEMENT OF WORK

WASTE COLLECTION, REMOVAL, AND DISPOSAL SERVICES

(Regular Waste)

1. Description of Services: The Contractor shall provide all personnel, equipment, tools, materials, vehicles, supervision, and other items and services necessary to perform refuse services at the Memphis Veterans Affairs (VA) Medical Center, 1030 Jefferson Ave, Memphis, TN; VA Nonconnah Clinic (onsite Memphis Campus), 1698 Nonconnah Blvd, Memphis, TN; HBPC (onsite Memphis Campus), 1980 Nonconnah Blvd, Memphis, TN (onsite Memphis Campus) and VA Medical North Clinic, 3461 Austin Peay, Memphis, TN (offsite). The Contractor shall perform to the standards outlined within the contract as well as all local, state, and federal regulations.

Period of Performance:

Base Order Period: 1/01/2021 – 9/30/2021 Ordering Period 1: 10/1/2021 – 9/30/2022 Ordering Period 2: 10/1/2022 – 9/30/2023 Ordering Period 3: 10/1/2023 – 9/30/2024 Ordering Period 4: 10/1/2024 – 9/30/2025

2. Routes/Schedules Submittals: The Contractor shall establish vehicle routes and collection schedules that meet the requirements of Memphis, VA Medical Center. They must be submitted to the Contracting Officer five (5) calendar days prior to start of contract performance. The Contracting Officer must approve the submittals prior to the Contractor starting work. The Contractor shall collect all refuse, garbage. No changes are allowed to the schedule or haul route without Contracting Officer approval.

3. Unscheduled Collections: The Contracting Officer may require the Contractor to make unscheduled collection, disposals, and relocation of containers for special events on other occasions. The Contractor will respond within 12 hours of the event. Unscheduled services shall be by separate delivery order.

4. Inclement Weather Schedule: The Contractor shall collect refuse during periods of inclement weather. In cases of severe weather, the Contracting Officer's Representative (COR) may authorize exceptions. When exceptions are granted, the Contractor shall make up all missed collections within 24 hours after the severe weather has terminated, unless the COR authorizes additional time.

5. Route Parameters: The Contractor shall establish routes to the facilities through the route detailed by each COR. Collection shall be made at the time scheduled. Collection outside these hours shall require prior approval of the COR.

6. Points of Collection: The Contractor shall position bulk containers for customer ease in depositing refuse. This may require repositioning of containers from time to time. The Contractor shall also position containers to minimize interference with emergency vehicles, normal traffic flow, adjacent parking areas, sidewalks, roadways, overhead utilities, trees, and other potential obstructions.

7. Cubic Yard Capacity: The Government reserves the right to change the cubic yard capacity of containers and the frequency of collections during the performance of this contract. The 35CY’s are compactor types, all others are open top types. CMS# VC410 is the only Government Furnished Equipment (GFE).

8. Government-Approved Containers: Collections of refuse in all areas shall be from Contractor-provided, Government-approved containers. The schedule of container locations and container sizes included in this contract are specified for the purpose of locating adequate receptacles for anticipated refuse generation. The Contractor is authorized to vary such containers and locations as deemed necessary providing the overall quantity and size of containers remains the same and such changes are coordinated with and approved by the COR. Relocation of containers under this provision will not result in a change in contract price nor require a written modification to the contract. Containers shall be of uniformed color and numbers assigned for identification purposes. They shall be maintained and/or repainted to prevent rust or unsightly appearance. Cleaning of containers shall be the responsibility of the Contractor. At a minimum. All containers shall be washed and cleaned inside and out once a week during the months of June, July, August, and September, and once a month the remaining eight months, or as they become malodorous or unsanitary as determined by the COR.

9. Contractor Replacement of Government-Owned Containers: In the event a Government-owned compactor breaks down, the Contractor shall provide a replacement at no additional cost until the Government Owned compactor is repaired. The size of this container shall be identical to the unserviceable only being temporarily replaced.

10. Size and Type of Containers: Containers to be furnished by the Contractor shall be comparable in design and fabrication to containers manufactured by Dempster Brothers, Inc.; Lodal, Inc; A.E. Rausenbach, Inc.; or equal. The containers are to be equipped with top lids and side doors. Stop latches and release chains are to be open on all three (3) yard and over top-loaded containers. The latches must hold lids open at stops approximately 30 degrees, 60 degrees and 90 degrees, for the conveniences of the user. All larger containers shall be leak proof and containers used for putrescible waste shall be drain-fitted with a threaded plug to facilitate washing. Latches on end doors shall be spring-loaded so the doors will latch automatically when closed.

11. Size and Type of Vehicles: The pick-up and hauling vehicle shall incorporate a leakproof body with replaceable door seals and shall be fully enclosed. Vehicles shall be equal to or comparable in design and specification to the equipment manufactured by Dempster Brothers, Inc.; Lodal, Inc.; A.E. Rausenbach, Inc.; or equal. To prevent unreasonable delay in servicing collection stations caused by breakdown of mechanical containers handling vehicle, a standby vehicle with duplicate handling mechanism shall be provided by the Contractor. A mechanically operated cover shall be incorporated on the vehicle to operate in such a manner as to protect the container in dump position from the wind and to prevent the spillage of materials across the back of the truck during dumping operations. Adequate measures will be taken at all times to prevent spillage or scattering of the truck contents by wind or other means.

12. Maintaining Containers and Collection Area: The Contractor shall return the containers to their original location after servicing, in an upright position with the lids securely in place (closed). The Contractor will also be responsible for immediately cleaning up any spills, debris, etc., which may occur during servicing of containers. All refuse on the ground within ten feet of the container, whether spilled by the Contractor or placed there by VA personnel, shall be picked up by the Contractor during collection. The Contractor shall collect debris placed at collection stations; for example, tree branches, sacks, cartons, boxes, cans, tied bundles, or other containers. The Contractor will be responsible for keeping collection areas free of refuse and debris.

13. Weighing of Vehicles: All vehicles used in the collection of refuse shall be weighed on state certified vehicle scales at the landfill. Incoming and outgoing vehicle weights shall be recorded on weight tickets provided by the operator at the weigh station.

14. Disposal: The Contractor shall transport and dispose of all solid waste at a licensed disposal site selected by the Contractor.

15. Equipment Maintenance: The Contractor shall maintain all Contractor and Government provided containers ensuring they are free of unpleasant odors, dirt, debris, and pests. All containers must remain in good, workable condition. They must remain easily accessible to customers. The Contractor shall perform all cleaning, painting, repair and other maintenance tasks. The tasks cannot be performed at the VA facility, trucks and trailers used for hauling and collecting shall be washed as required to ensure they are free of odor, dirt and debris, and pests.

16. Reports and Records: The Contractor shall provide a monthly report detailing total tonnages of refuse collected.

17. Offeror's Qualification: Offers will be considered only from the Offers who are regularly established in the business called for and who in the judgment of the Contracting Officer are financially responsible. Upon request of the Government, Offers shall be able to show evidence of the reliability, ability, experience, equipment, facilities and personnel directly employed or supervised by them to render prompt and satisfactory service in the volume called for under this contract.

18. Contractor Personnel: The number of Contractor's personnel shall be adequate to perform daily work efficiently and maintain required standards. The Contracting Officer may require, in writing, the Contractor to remove from the work place any employee the Contracting Officer deems incompetent, careless or otherwise objectionable. Truck drivers shall present a valid operator's permit and shall be thoroughly acquainted with and comply with station traffic regulations. If any issues arise during contracted services the Contractor’s personnel shall report directly to the VA Police located in room CEG19, Ground Floor Building 1.during regular business hours or CEG5 after hours, Police can also be reached at (901) 523-8990 extension 5595.

19. Holidays: Any potential Contractor’s that do not provide services on Federal Holiday’s shall provide collections outlined in “note” below if the Federal Holiday falls on a scheduled pickup day. Contractors are responsible for rescheduling pickup per the guidance outlined. Federal Holidays observed by the VA are: New Year's Day. Martin Luther King, Presidents Day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day and Christmas Day. There are requirements where the Contractor may be required to provide services on one, any, or all of these holidays. In this event, prior coordination shall be made with the COR.

NOTE: If a scheduled pickup day falls on a Federal Holiday, Monday through Thursday, the pickup shall be rescheduled to the next business day. If the federal Holiday is on a Friday, then the pickup shall be rescheduled to the Thursday BEFORE the Federal Holiday. The Contractor shall verify with the COR if there is any uncertainty of the day of the week being observed. Conflicts shall be resolved by the Contracting Officer.

20. Service Delivery Summary: The Contractor service requirements are summarized into performance objectives that relate directly to contract essential items. The performance threshold briefly describes the minimum acceptable levels of service required for each requirement. These thresholds are critical to contract success.

21. Quality Assurance: The Government will periodically evaluate the Contractor's performance by the COR monitoring performance to ensure services are received. The COR will evaluate the Contractor's performance through intermittent on-site inspections of the Contractor's quality control program and receipt of complaints from VA personnel. The Government may inspect each task as completed or increase the number of quality control inspections if deemed appropriate because of repeated failures discovered during quality control inspections or because of repeated customer complaints. Likewise, the Government may decrease the number of quality control inspections if performance dictates. The Government will also receive and investigate complaints from various customers located on the installation. The Contractor shall be responsible for initially validating customer complaints. However, the Government representative shall make final determination of the validity of customer complaint(s) in cases of disagreement with customer(s).

22. Government Remedies: The Contracting Officer shall follow FAR 52.212.4, Contract Terms and Conditions-Commercial Items (OCT 2018), for Contractor's failure to perform satisfactory services or failure to correct non-conforming services.

23. Security Requirements: The Medical Center has protective services by members of the VA Police Unit. The Contractor shall comply with all posted traffic regulations as well as any verbal directive given by a VA Officer. Failure to comply with the safety regulations on VA facility grounds may also be cause for termination.

24. Security Incident Investigation

a) The term “security incident” means an event that has, or could have, resulted in unauthorized access to, loss or damage to VA assets, or sensitive information, or an action that breaches VA security procedures. The Contractor/Subcontractor shall immediately notify the COR and simultaneously, the designated ISO and Privacy Officer for the contract of any known or suspected security/privacy incidents, or any unauthorized disclosure of sensitive information, including that contained in system(s) to which the Contractor/Subcontractor has access.

b) To the extent known by the Contractor/Subcontractor, the Contractor/Subcontractor’s notice to VA shall identify the information involved, the circumstances surrounding the incident (including to whom, how, when, and where the VA information or assets were placed at risk or compromised), and any other information that the Contractor/Subcontractor considers relevant.

c) With respect to unsecured protected health information, the business associate is deemed to have discovered a data breach when the business associate knew or should have known of a breach of such information. Upon discovery, the business associate must notify the covered entity of the breach. Notifications need to be made in accordance with the executed business associate agreement.

d) In instances of theft or break-in or other criminal activity, the Contractor/Subcontractor must concurrently report the incident to the appropriate law enforcement entity (or entities) of jurisdiction, including the VA OIG and Security and Law Enforcement. The Contractor, its employees, and its Subcontractors and their employees shall cooperate with VA and any law enforcement authority responsible for the investigation and prosecution of any possible criminal law violation(s) associated with any incident. The Contractor/Subcontractor shall cooperate with VA in any civil litigation to recover VA information, obtain monetary or other compensation from a third party for damages arising from any incident, or obtain injunctive relief against any third party arising from, or related to the incident.

e) The Vendor/Contractor will wear their identification badge above the waist ensuring it remains visible during performance of services outlined above while on VA premises.

f) While on the premises of the VA Medical facility and/or CBOC’s videos, pictures or voice recordings are prohibited.

g) The Contractor shall provide to the contraction officer and/.or the COR a copy of the training certificates and certification of signing the Contractor Rules of Behavior (VA10176 & VA10203) for each applicable employee within one (1) week of the initiation of the contract and annually thereafter, as required.

END OF STATEMENT OF WORK

Page 1 of

RFI ANSWERS - WASTE REMOVAL-MEMPHIS VAMC

1. What are the acceptable hours of operations for Contractor to service containers?

A. 0730 – 1600 CST.

2. Is there a pricing matrix attachment referencing CLINs for vendors to price?

A. NO – pricing CLIN’s were in the original RFQ @ monthly rates

3. PG 6 of 71, 15, Equipment Maintenance: Is it the Government’s intent to have the Contractor maintain (painting, repair, etc) all GFE? If so, is there a CLIN provided for these costs?

A. (YES) on lease Equipment only B. (NO) for GFE

4. PG 9 of 71, 24. Security Incident Investigation: What is the rationale that pictures cannot be taken on site? In the event of a hampered collection due to a VA vehicle blocking a container, it is pertinent that the Driver is able to record a picture of the obstruction to accurately and efficiently report it to the VA Site POC. This is a common practice across VAMCs.

A. If a incident or accident occur on VA property the VA Public Affairs office and the VA Police will complete the report and all photos will be taken and attached to the report only the VA Police and Public Affairs office gives the authorization if any other photos are taken.

5. PG 49 of 71, (e): What is the rationale requiring all licenses and certifications to be in the prime contractor’s name only? Any hauling or landfill permits would be registered under the name of the subcontractor which is common practice A. Liability ( the owner of the contract should be the license and certificate holder)

6. Page 5 #7 Of this list which Containers are owned by the Government?

A. VC410

7. Page 5 #9 Compactors are not typical of containers that sit in the yard for extra use due to expense. If one of the compactors was to go down for service is the Government ok with placing a 30yd open top in its place while be fixed?

A. YES

8. Page 6 #12 States the contractor shall collect debris placed at collections stations such as tree branches, sacks, cartons etc. The types of containers for services are not rear load and the driver will not have a way of loading containers of waste. Is this the VA’s intention?

A. The Debris will be collected and place in the RO Container

9. Can the Government be providing weights for the compactors and open tops for at least the last 6 months?

A. YES-all Tons outlined below are monthly estimates.

10. On page 5, section 7, the services list 2 Compactors and 2 Open-top containers with their respective frequency.

Contractor Concern – for accurate pricing submittal, we would need to know the type of waste included in each container as well as the average weights since that may vary by load.

A. Recycle Avg Est. 11 Tons B. Waste Avg Est. 53 Tons C. RO Avg Est 16 Tons

Contractor Question – for each RO and CO container listed, what material will be disposed? Also, for each unit, what are the historical disposal weights per month?

D. RO – Debris Plastics, Pallets, Furniture, other items construction debris, no food waste, Bio waste. no Hazardous Material E. CO – Food waste, daily non confidential office papers, F. Recycle Avg Est. 11 Tons G. Waste Avg Est. 53 Tons H. RO Avg Est 16 Tons

11. On page 5, section 7, there are 2 Compactors listed. During the site visit I observed 3 in use. There was a green MSW compactor with a tipper and a blue cardboard compactor located at the Dock location. One additional blue compactor located at the spinal center.

A. Page 5 Section 7 the 2 Compactors listed are dedicated as Waste Service Yard and Spinal Cord SCI

Contractor Concern – to ensure we submit proper pricing and provide the appropriate service; we need to know the entire scope of work (if not presented).

A. The SOW has the scope of work for the contract

Contractor Question – Will the additional compactor (not listed) require service in this solicitation. If so, what material will it contain? Can you provide the haul frequency and average weight for this material per month as well?

A. The other Blue compactor in question is for recycling of cardboard in the Service Yard once a week Wednesday’s

END OF RFI ANSWERS

Page 1 of

CLARIFICATION TO STATEMENT OF WORK

1. Section B.1 Statement of Work – Item # 7: Specifically States

This section is correctly identified and remains unchanged. There are two 35CY Compactor type as identified in the above chart as VC410 Government Furnished Equipment (GFE) and VC411. These are the only two compactor types associated with this requirement.

VC410 Green Compactor with Tipper (1st Compactor/GFE)

VC411 – Trash (2nd Compactor)

NOTE: The above two compactor are the only compactors associated with this requirement, all other containers are open top types.

2. For clarification purpose only the next compactor is not a part of this requirement and is associated with cardboard only. The labeling on this container created an issue; however, this label is company specific and associated with its own contract for recycling.

VC410 – Cardboard Compactor

NOTE: This recycle compactor is not to be included as part of your quote and does not exist in the SOW as recycling is on its own contract. Your quote shall consist of Solid Waste and Construction debris only as outlined in the original chart.

3. Per the answers posted to the RFI Question # 11 as outlined below, is hereby being corrected to reflect the correct answer as a result of the confused it posed.

Contractor Question – Will the additional compactor (not listed) require service in this solicitation. If so, what material will it contain? Can you provide the haul frequency and average weight for this material per month as well?

B. The other Blue compactor in question is for recycling of cardboard in the Service Yard once a week Wednesday’s

A. The other Blue compactor in question does not require service in this solicitation. It is serviced on a recycling contract that is not a part of this SOW.

END OF CLARRIFICATION TO STATEMENT OF WORK

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

Regular Waste Removal Contract Period: Base Order Period POP Begin: 01-01-2021 POP End: 09-30-2021 From the Memphis VA Medical Center, 1030 Jefferson Ave, Memphis, TN and VA Nonconnah Clinic, 1698 Nonconnah Blvd, Memphis, TN. HBPC, 1980 Nonconnah Blvd, Memphis, TN and VA Medical North Clinic, 3461 Austin Peay, Memphis, TN.

Regular Waste Removal Contract Period: Ordering Period 1 POP Begin: 10-01-2021 POP End: 09-30-2022 From the Memphis VA Medical Center, 1030 Jefferson Ave, Memphis, TN and VA Nonconnah Clinic, 1698 Nonconnah Blvd, Memphis, TN. HBPC, 1980 Nonconnah Blvd, Memphis, TN and VA Medical North Clinic, 3461 Austin Peay, Memphis, TN

Regular Waste Removal Contract Period: Ordering Period 2 POP Begin: 10-01-2022 POP End: 09-30-2023 From the Memphis VA Medical Center, 1030 Jefferson Ave, Memphis, TN and VA Nonconnah Clinic, 1698 Nonconnah Blvd, Memphis, TN. HBPC, 1980 Nonconnah Blvd, Memphis, TN and VA Medical North Clinic, 3461 Austin Peay, Memphis, TN.

Regular Waste Removal Contract Period: Ordering Period 3 POP Begin: 10-01-2023 POP End: 09-30-2024 From the Memphis VA Medical Center, 1030 Jefferson Ave, Memphis, TN and VA Nonconnah Clinic, 1698 Nonconnah Blvd, Memphis, TN. HBPC, 1980 Nonconnah Blvd, Memphis, TN and VA Medical North Clinic, 3461 Austin Peay, Memphis, TN.

Regular Waste Removal Contract Period: Ordering Period 4 POP Begin: 10-01-2024 POP End: 09-30-2025 From the Memphis VA Medical Center, 1030 Jefferson Ave, Memphis, TN and VA Nonconnah Clinic, 1698 Nonconnah Blvd, Memphis, TN. HBPC, 1980 Nonconnah Blvd, Memphis, TN and VA Medical North Clinic, 3461 Austin Peay, Memphis, TN.

B.3 TERMS AND CONDITIONS

The Contractor agrees to the following terms of a Blanket Purchase Agreement (BPA) EXCLUSIVELY WITH the Department of Veterans Affairs:

B.4 ADMINISTRATIVE DATA

A Blanket Purchase Agreement (BPA) is hereby established between TBD and the Department of Veterans Affairs under the following terms and conditions incorporated in this BPA:

Primary Point of Contact:

Alternate Point of Contact:

DUNS NUMBER:

Cognizant Office (Include complete address):

Department of Veterans Affairs Network Contracting Office 9 (90C)

NCO 9

1639 Medical Center Parkway, Suite 400 Murfreesboro TN 37129

B.5 PRICING DATA

1. The prices included on the BPA list (or applicable "discounted" rates submitted in a proposal response to an RFQ resulting in award) that are in effect on the effective date of an order shall govern that order's basic performance period. With regard to any option years, which are later exercised, the proposed option year rates as incorporated into the order award are in effect until such time, if applicable, that the contractor has been authorized a rate increase culminating from a negotiation with the Contracting Officer.

2. The BPA holder can voluntarily reduce offered prices at any time by giving 24-hour advance notice (by facsimile or electronic-mail) to the Department of Veterans Affairs/Contracting Officer. This BPA also allows for additional discounts if a "large order" is placed at one time. An advanced notice is not required for discounts offered for only an individual order. Whether an order is large enough to warrant such a discount is subject to the discretion of the BPA holder.

3. The BPA holder may also increase BPA prices at any time. Any BPA price increase shall not take effect until the Department of Veterans Affairs Contracting Officer receives written notification (U.S. mail, facsimile, or electronic-mail). Any order already issued shall not be affected by any change to BPA pricing. The prices offered under this BPA will undergo annual review by the Department of Veterans Affairs Contracting Officer.

B.6 OPTION TO EXTEND THE TERM OF THE BPA

a. The Government may extend the term of this BPA by written notice to the Contractor at any time prior to the expiration of the BPA, provided that the Government shall give the Contractor a preliminary written notice of its intent to extend at least 30 days before the BPA expires. The preliminary notice does not commit the Government to an extension.

b. If the Government exercises this option, the extended BPA shall be considered to include this option provision.

B.7 GENERAL SERVICES ORDERS

a. The BPA holder shall furnish all the necessary qualified personnel, materials, facilities and management resources to furnish the services set forth in the Statement of Objectives (SOO) or the Performance Work Statement (PWS) within the terms specified and at the price(s) stated.

b. It is understood and agreed that the BPA holder shall provide Fixed-Price proposals when requested by the Contracting Officer (CO). The contractor's proposal shall be priced using labor rates and labor categories here in provided. The CO will issue Fixed Priced Orders upon completion of negotiations of contractor proposals.

B.8 NONPERSONAL SERVICES

a. In performance of this contract, the BPA holder will provide services as required by program offices to support management of their overall mission. This will be based upon the order's performance work statement for the specific effort. Orders will be formally issued to the BPA holder as opposed to individual BPA holder employees.

b. The services required under the Agreement constitute professional and management services within the definition provided by FAR 37.201. Under this Agreement the Government will obtain professional services, which are essential to the Department of Veterans Affairs mission but not otherwise available within Department of Veterans Affairs.

c. The Government will neither supervise BPA holder employees nor control the method by which the BPA holder performs the required tasks. Under no circumstances shall the Government assign tasks to, or prepare work schedules for, individual BPA holder employees. It shall be the responsibility of the BPA holder to manage their employees and to guard against any actions that are of the nature of personal services, or give the perception of personal services. If the BPA holder feels that any actions constitute, or are perceived to constitute personal services, it shall be the BPA holder's further responsibility to notify the Contracting Officer immediately.

d. These services shall not be used to perform work of a policy/ decision making or management nature. All decisions relative to programs supported by BPA holders will be the sole responsibility of the Government. Support services will not be ordered to circumvent personnel ceilings, pay limitations, or competitive employment procedures.

B.9 AUTHORIZED LIMITS

The Government estimates, but does not guarantee, that individual BPA Orders placed against this Agreement may reach TBD/per Order. This Order Limit may be increased by mutual agreement of the parties as necessary, in whole or part. The authorized Ceiling Limit of the Agreement is set at TBD over the period covered by the Agreement; this ceiling is also not a guarantee. The Ceiling Limit may also be raised in association with Order Limit increases or other conditions which, by mutual agreement of the parties, maybe considered necessary. Authorization for individual orders above the stated order and/or Ceiling Limits must be coordinated through the Contracting Officer before larger valued orders can be issued and prior to commencement of work. All unauthorized work, regardless of amount, will be processed through the ratification process.

B.10 OBLIGATION OF FUNDS

This BPA does not obligate any funds. The Government is obligated only to the extent of authorized orders actually issued under the BPA by the Contracting Officer.

B.11 PERIOD OF PERFORMANCE

This BPA expires on 09-30-2025 or such later ending date as determined by the exercise of any option.

B.12 AUTHORIZED INDIVIDUALS

Individuals Authorized to Place Orders:

DVA authorizes the following entities to place orders:

NCO-09 Contracting Officers

B.13 ORDER FORMAT

Orders will be placed against this BPA via e-mail, Electronic Data Interchange (EDI), FAX, or in hardcopy format. Each individual BPA Order will describe the tasks, services and deliverables required.

B.14 AUTHORIZED REPRESENTATIVES

The primary Contracting Officer (CO) for this Agreement is:

The Primary Contracting Officer's Representative (COR) for projects under this Agreement is:

The Primary COR will be responsible for technical monitoring of the contractor's performance and deliveries. The COR and the Contractor's Representative shall work together to ensure that all contractual requirements are being met. The COR will interpret specifications or technical portions of the work. The COR is not authorized to perform, formally or informally, any of the following actions:

(1) Promise, award, agree to award, or execute any contract, contract modification, or notice of intent that changes or may change this contract;

(2) Waive or agree to modification of the delivery schedule;

(3) Make any final decision on any contract matter subject to the Disputes Clause;

(4) Terminate, for any reason, the contractor's right to proceed;

(5) Obligate in any way, the payment of money by the Government. Only a warranted Contracting Officer is authorized to obligate funds on this or any other contract action.

The contractor shall immediately notify the Contracting Officer in writing if the COR has taken an action (or fails to take action) or issues directions (written or oral) that the contractor considers to exceed the above limitations.

The contractor shall provide the Contracting Officer information copies of all correspondence to the COR.

B.15 FEDERAL HOLIDAYS

Unless specifically authorized in writing by the Contracting Officer, no services will be provided and no charges will be incurred and/or billed to any order on this contract on any of the Federal Holidays listed below.

B.16 PROHIBIT ACTIVITIES

The BPA holder shall not perform tasks under any resultant order which involve the following:

(a) preparation of any statement of requirements, objectives, or needs to be procured by the Government for Waste Removal and Disposal services, whether to be acquired by future orders under the current program, or by any other contract action at Department of Veterans Affairs;

(b) evaluation of the qualifications of a potential source or any proposal for a contract or order by the Government for Waste Removal and Disposal services or any other supplies or services;

(c) formulation of "best value" criteria, acquisition plans, solicitations or strategies for the purchase of Waste Removal and Disposal-like services;

(d) preparation of documentation for future orders for Waste Removal and Disposal services.

B.17 MANAGEMENT CONTROL

The BPA holder shall provide to the Contracting Officer (CO) a list of all teaming partners or subcontractors within 2 calendar days after order award. As subcontractors and/or teaming partners are added, and/or deleted, an updated listing will be provided to the CO within 2 calendar days of such change. All BPA holder personnel shall display identification badges at all times while charging hours to the order or at a government or government contractor location. Authorized Government personnel shall accompany all visits to Department of Veterans Affairs Program Offices, unless other specific arrangements have been made.

B.18 PRECEDENCE

The Terms and conditions included in this BPA apply to all purchases made pursuant to it. In the event of an inconsistency between the provisions of this BPA and the Contractor's invoice, the provisions of this BPA will take precedence.

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.