36C24E19Q0127-001.pdf

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 /VOSB

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 46

101-19-3-328-0009

36C24E19Q0127 07-30-2019

Elaine DiBucci 4128223432 08-12-2019

11:00 AM EST

00240E US Department of Veterans Affairs Veterans Health Administration Service Area Office (SAO) East 323 North Shore Drive, Suite 500 Pittsburgh PA 15212-5319

X 100

X

541990

$15 Million

N/A

X

Department of Veterans Affairs Health Services Research & Development

(HSR&D)

1100 1st Street, NE Wshington DC 20238

00240E

US Department of Veterans Affairs Veterans Health Administration Service Area Office (SAO) East 323 North Shore Drive, Suite 500 Pittsburgh PA 15212-5319

00240E

US Department of Veterans Affairs Financial Services Center (FSC)

P.O. Box 149971 Austin TX 78714-8971 x

See CONTINUATION Page

The general scope of this solicitation for services for the production of scientific portfolio analyses of research topics as described in the attached SOW. This is a SDVOSB set aside. This procurement will utilize the comparative evaluation approach as described in attached.

All questions pertaining to this solicitation must be submitted to the Contracting Officer, Elaine DiBucci, via email @ elaine.dibucci@va.gov by 1600 EST 8/5/19 (see attached for details)

Estimated Period of Performance:

Base 9/1/19-8/31/20

Option 1: 9/1/20-8/31/21 Option 2:

Option 3:

Option 4:

9/1/21-8/31/22 9/1/22-8/31/23 9/1/23-8/31/24

See CONTINUATION Page

X x 1

Elaine DiBucci Contracting Officer x

36C24E19Q0127

Table of Contents

SECTION A

A.1 SF 1449 SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

B.3 DELIVERY SCHEDULE

SECTION C - CONTRACT CLAUSES

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

C.2 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

C.3 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

C.4 SUPPLEMENTAL INSURANCE REQUIREMENTS

C.5 VAAR 852.219-11 VA NOTICE OF TOTAL VETERAN-OWNED SMALL BUSINESS SET-ASIDE (JUL

2016)(DEVIATION)

C.6 VAAR 852.219-74 LIMITATIONS ON SUBCONTRACTING—MONITORING AND COMPLIANCE

(JUL 2018)

C.7 VAAR 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV 2018)

C.8 VAAR 852.237-70 CONTRACTOR RESPONSIBILITIES (APR 1984)

C.9 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

C.10 VAAR 852.203-70 COMMERCIAL ADVERTISING (MAY 2018)

C.11 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR

EXECUTIVE ORDERS—COMMERCIAL ITEMS (MAY 2019)

SECTION D - CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS

SECURITY REQUIREMENTS:

SECTION E - SOLICITATION PROVISIONS

Instructions for Submission:

E.1 52.212-1 INSTRUCTIONS TO OFFERORS—COMMERCIAL ITEMS (OCT 2018)

E.2 52.209-7 INFORMATION REGARDING RESPONSIBILITY MATTERS (OCT 2018)

E.3 52.216-1 TYPE OF CONTRACT (APR 1984)

E.4 52.233-2 SERVICE OF PROTEST (SEP 2006)

E.5 VAAR 852.233-70 PROTEST CONTENT/ALTERNATIVE DISPUTE RESOLUTION (OCT 2018)

E.6 VAAR 852.233-71 ALTERNATE PROTEST PROCEDURE (OCT 2018)

E.7 52.252-1 SOLICITATION PROVISIONS INCORPORATED BY REFERENCE (FEB 1998)

E.8 52.212-2 EVALUATION—COMMERCIAL ITEMS (OCT 2014)

E.9 52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS—COMMERCIAL ITEMS (OCT

2018)

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 36C24E Elaine DiBucci

US Department of Veterans Affairs

Veterans Health Administration

Service Area Office (SAO) East

323 North Shore Drive, Suite 500

Pittsburgh PA 15212-5319

2. CONTRACTOR REMITTANCE ADDRESS: All payments by the Government to the contractor will be made in accordance with:

[X] 52.232-33, Payment by Electronic Funds Transfer—System For Award Management, or [] 52.232-36, Payment by Third Party

3. INVOICES: Invoices shall be submitted in arrears:

a. Quarterly []

b. Semi-Annually []

c. Other [x] Monthly 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.

US Department of Veterans Affairs

Financial Services Center (FSC)

P.O. Box 149971

Austin TX 78714-8971

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

AMENDMENT NO DATE

Office of Research & Development Portfolio Analysis

Performance Work Statement Goal

The Office of Research & Development (ORD) would like to develop a contract for the production of scientific portfolio analyses of research topics, e.g. suicide prevention, opioid use/pain management, traumatic brain injury, posttraumatic stress disorder (PTSD), and other chronic diseases prevalent in the U.S. veteran population. The analysis of a topic area will provide critical program direction regarding levels of funding activity, types of VA funding mechanisms, strengths and weaknesses, investments by topic, funding trends, categorization of data for analysis, and potential research gaps that could be explored from a programmatic direction with future funding. The analysis should include the impact of scientific research supported to date, current activity levels, and assessment of future directions and capabilities.

Objectives

1. Work with VA scientific subject matter experts for each identified or defined topic area to communicate the parameters (e.g. which specific scientific topics and approaches should/should not be included in a portfolio describing the priority area) and any specific questions for the topic of interest.

2. Summarize existing knowledge of research topics and current treatments for diseases affecting veterans through literature reviews. Identify research questions where evidence base is strong; those where evidence is weak, conflicting, or limited in a VA population; and new, emerging areas of clinical and research interest.

3. Identify VA research funding activity that fits within the agreed upon parameters. Depending on the topic area, this may include starting with existing portfolio lists and curating them by adding or removing research awards or by using various search technologies, such as natural language processing (NLP), to create new portfolio lists. To derive a defined research portfolio. Research activity will be described from the VA’s databases and other publicly available information, e.g., Federal RePorter.

4. Develop an ORD-approved standard report format that can be applied across priority areas. This report will describe activity by fiscal year in terms of various descriptive categories such as number of research awards; dollars distributed by year and total investment; funding mechanisms utilized; trends; translational research activity level; other descriptive categories such as scientific subtopics; subpopulations, gender, etc. Outcomes such as publications, clinical and scientific impact, inventions, patents, and other measures will also be described.

5. Utilizing the prepared reports, the contractor will make recommendations based upon analysis of investment trends, identified strengths, weaknesses, and quality improvement recommendations for further research. These recommendations may include translational research approaches and advances, quality improvement, filling scientific gaps, etc. Recommendations may be delineated by ORD research service. Recommendations do not include what research will be conducted or how VA will conduct research.

Tasks & Deliverables Task 1—Portfolio reviews and analyses Provide administrative and technical support to the Office of Research & Development (ORD) on various research portfolio analyses by:

1. Gather project level data from multiple VA and non-VA sources; collected data elements will include but not be limited to title, abstract, aims, principal investigator(s), budgets, study sites, start and end dates, service, program, activity type, portfolio coding, human and animal subject codes, as well as associated publications, patents, and inventions.

2. Define the scope of research portfolios in consultation with VA research staff.

3. Identify VA projects that fit within research portfolios using NLP and/or other search methodologies.

4. Support and analyze impact of specific research portfolios, that would include multiple types of VA funding mechanisms and study types, e.g., pilot studies to special initiatives.

5. Examine VA and non-VA databases to determine investment and trends, and other examinations of whether funded projects successfully completed their stated aims; whether primary results were published and the timing and impact factor of publications; whether projects produced actionable results such as being incorporated into guidelines, VA policy, or clinical delivery. Reviews may involve interviews, benchmarks, and surveys of research staff to determine whether clinical interventions that were proven to be effective were maintained at the study sites or spread to any new VA sites because of the research, and, if not, the reasons why (for example, lack of resources, other barriers to implementation, etc.).

Deliverables:

1.1: Up to 6 in-depth reports on topic-specific portfolio reviews and analyses per year detailing methods, data, findings, and recommendations.

• Each report will include a plain language executive summary.

• For each portfolio review the contractor will develop a PowerPoint presentation summarizing methods, key findings, and recommendations.

1.2: Monthly reports detailing the progress on tasks and deliverables will be submitted to the COR on the seventh day of each month.

1.3: Upon completion of each portfolio review the contractor will deliver to ORD all collected and tabulated data used to generate the written report. The data will be provided in electronic files using formats compatible with open source or widely available commercial of the shelf (COTS) software.

Task 2 Analysis of translational potential Report on the translational potential of VA research projects through an analysis of project aims, results, and associated outcomes.

1. Define a paradigm and metrics to measure the translational impact of research studies and results in consultation with VA research staff. Paradigms could include the continuum of translational research, progress along the clinical development pathway, and/or other appropriate measures.

2. Review the aims; results; associated publications, patents, and inventions; and other relevant data elements of identified projects in a research portfolio and score their potential for translation.

Deliverables:

2.1 For each new portfolio analysis and literature review the contractor will provide a project management plan describing the proposed personnel, methods, and estimated timelines for completion of deliverables.

2.2 Up to 6 in-depth reports per year on the translational potential of VA research activities within identified portfolios.

Reports on translational potential may be integrated into the portfolio analysis report, included as an attachment to the portfolio analysis report, or delivered as a separate report. The format of the reports, including whether they will be stand-alone or integrated with the portfolio analyses, will be developed with guidance from ORD.

2.3 Monthly reports detailing the progress on tasks and deliverables will be submitted to the COR on the seventh day of each month.

2.4 Upon completion of each analysis of translational potential the contractor will deliver to ORD all collected and tabulated data used to generate the written report. The data will be provided in electronic files using formats compatible with open source or widely available commercial of the shelf (COTS) software.

Task 3 Expedited literature reviews

• Conduct expedited literature reviews to summarize existing knowledge of research topics and current treatments of diseases affecting veterans. Designated VA scientific subject matter experts may provide guidance for the reviews.

• Develop literature review protocol(s), identify articles for inclusion (based on targeted topic of review, time-frame, and scope of literature review), conduct analyses, and develop brief summary reports to determine where evidence base is strong; determine where evidence is weak, conflicting, or limited in a VA population; and identify new, emerging areas aligned to ORD clinical and research interests, needs, and gaps.

• Topics will be selected in coordination with VA scientific subject matter experts and will focus on high-priority areas of investigation. The literature reviews will support the portfolio analyses so that VA research strengths, weaknesses, and quality improvement recommendations can be made in the context of broad research efforts in a topic area and the state of the art in clinical practice.

Deliverables:

3.1 Up to 6 literature reviews per year on topics selected by ORD.

3.2 A monthly, written report detailing the progress on tasks and deliverables will be submitted to the COR on the first business day of each month.

3.3 Upon completion of each literature review the contractor will deliver to ORD all collected and tabulated data used to generate the written report. The data will be provided in electronic files using formats compatible with open source or widely available commercial of the shelf (COTS) software.

Period of Performance See page 1

Type of Contract Firm, Fixed Price.

Place of Performance The contractor shall support this effort primarily at the contractor’s facilities. The technical methods proposed and accepted by the government may require the contractor to visit VA Medical Centers, Academic Affiliates and VA-Affiliated Non-Profits where VA research may be conducted. In-person meetings between the contractor and VA program staff will be held at 1100 1st Street NW Washington, DC 20002 or alternative locations with agreement of the contractor and COR. No work shall be performed outside of the United States or in any locality outside of the jurisdiction of the laws of the United States.

General Requirements

1. The contractor shall possess the capabilities and staffing required to analyze and examine research projects, programs, and initiatives in terms of their impact on the quality of care for Veterans across the nation.

2. The contractor shall be required to communicate with Program staff on an as needed basis throughout the life of the contract via teleconference or videoconference.

3. Unless otherwise specified, the following schedule requirements apply: Where a written milestone deliverable is required in draft form, the VA will complete their review of the draft deliverable within 12 calendar days from date of receipt.

The Contractor shall have 12 calendar days to deliver the final deliverable from date of receipt of the Government’s comments.

4. The contractor will deliver to the COR an outgoing transition plan at least thirty (30) calendar days before the end of the contract.

5. At the end of the contract the contractor shall submit all materials created under the contract on a disk or file. All materials should be accessible using open source or COTS available software.

6. All deliverables produced under this contract (e.g. reports, summaries, presentations, data tables, etc.) are for use by the VA only and are not to be used for commercial purposes.

Data & Systems

VA research project data (e.g. project numbers, principal investigator names, titles, start and end dates, budgets, abstracts, etc.) will be provided to the contractor in .CSV format. Additional data may need to be collected by the contractor from non-VA databases including, but not limited to, PubMed, Federal RePORTER, ClinicalTrials.gov, and the US Patent and Trademark Offices (USPTO) patent database. The contractor will be responsible for connecting project level data provided by the VA with project, publication, and patent data collected from other sources.

Key Personnel

The Contractor shall be responsible for managing and overseeing the activities of all contractor personnel, as well as subcontractor efforts used in performance of this effort. The Contractor's management responsibilities shall include all activities necessary to ensure the accomplishment of timely and effective completion of deliverables, performed in accordance with the requirements contained in the performance work statement.

The Contracting Officer may notify the Contractor and request immediate removal of any personnel assigned to the task order by the Contractor that are deemed to have a conflict of interest with the government or if the performance is deemed to be unsatisfactory.

1. Key Personnel: Certain skilled experienced professional and/or technical personnel are essential for accomplishing the work to be performed. These individuals are defined as "Key Personnel" and are those persons whose resumes are submitted and marked by the vendor as "Key Personnel". Substitutions shall only be accepted if in compliance with “Substitution of Key Personnel" provision identified below.

The successful Contractor shall have key personnel with a proven track record of:

• Analyzing biomedical research project and/or grant portfolios;

• Experience with performing literature reviews; and

• Expertise as needed for all tasks outlined in this PWS.

Key personnel should include a project manager and a technical director. The technical director should possess a master’s degree or Ph.D. (or equivalent) in a field related to mental health or biomedical research, experience evaluating research programs, and subject matter expertise in the topic areas of the deliverables. The technical director may rotate if new subject matter expertise is needed when portfolio analyses and literature reviews are initiated in new topic areas.

Personnel working on this contract should have experience in areas including research involving survey sampling design;

data collection and management; techniques for maximizing response rates; programming; statistical analysis; thematic data analysis; and report writing.

2. Substitution of Key Personnel: All Contractor requests for approval of substitutions hereunder shall be submitted in writing to the COR and the CO at least thirty (30) calendar days in advance of the effective date, whenever possible, and shall provide a detailed explanation of the circumstances necessitating the proposed substitution, a complete resume for the proposed substitute, and any other information requested by the CO necessary to approve or disapprove the proposed substitution. New personnel shall not commence work until all necessary security requirements, have been fulfilled and resumes provided and accepted. The COR and the CO will evaluate such requests and promptly notify the contractor of approval or disapproval in writing.

PERSONNEL QUALIFICATIONS:

1. The Contractor shall document that the qualifications of the professional, technical and administrative staff proposed are adequate for full performance of tasks. Curriculum Vitae (CVs) or resumes are provided for each proposed staff member.

2. The Contractor shall identify the key roles and specific responsibilities for each key role of the professional, technical and administrative staff proposed.

3. The Contractor shall demonstrate the appropriate mix and balance of education, academic excellence, training and experience of all proposed team members. The Contractor shall document that the qualifications of the professional, technical and administrative staff proposed are adequate for full performance of tasks. Curriculum Vitae (CVs) or resumes are provided for each proposed staff member. Proposals should include CCVs or resumes for the Key Personnel.

B.2 PRICE/COST SCHEDULE

Submission must contain a Cost Quote as a separate document and provide sufficient information for the Government to determine fair and reasonable pricing, including a detailed price chart which details positions and associated costs.

ITEM INFORMATION

ITEM

NUMBER

DESCRIPTION OF

SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

0001 Services related to scientific portfolio analysis of research topics Base Year

1.00 YR __________________ __________________

1001 Services related to scientific portfolio analysis of research topics Option 1

1.00 YR __________________ __________________

2001 Services related to scientific portfolio analysis of research topics Option 2

1.00 YR __________________ __________________

3001 Services related to scientific portfolio analysis of research topics Option 3

1.00 YR __________________ __________________

4001 Services related to scientific portfolio analysis of research topics Option 4

1.00 YR __________________ __________________

GRAND TOTAL

B.3 DELIVERY SCHEDULE

ITEM NUMBER QUANTITY DELIVERY DATE

0001 1.00 9/1/19-8/31/20

1001 1.00 9/1/20-8/31/21

2001 1.00 9/1/21-8/31/22

3001 1.00 9/1/22-8/31/23

4001 1.00 9/1/23-8/31/24

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:

C.2 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor.

The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 5 days.

(End of Clause)

C.3 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within 5 days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 5 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.4 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.5 VAAR 852.219-11 VA NOTICE OF TOTAL VETERAN-OWNED SMALL BUSINESS SET-ASIDE (JUL 2016)(DEVIATION)

(a) Definition. For the Department of Veterans Affairs, “Veteran-owned small business or VOSB.”—

(1) Means a small business concern—

(i) Not less than 51 percent of which is owned by one or more 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 veterans;

(ii) The management and daily business operations of which are controlled by one or more veterans;

(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) “Veteran” is defined in 38 U.S.C. 101(2).

(b) General.

(1) Offers are solicited only from verified veteran-owned small business concerns. All service-disabled veteran-owned small businesses are also determined to be veteran-owned small businesses if they meet the criteria identified in paragraph (a)(1) of this section. Offers received from concerns that are not veteran-owned small business concerns shall not be considered.

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

(c) Agreement. A 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 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 and/or VOSB as appropriate.

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

(End of Clause)

C.6 VAAR 852.219-74 LIMITATIONS ON SUBCONTRACTING—MONITORING AND COMPLIANCE (JUL 2018)

(a) This solicitation includes VAAR 852.219-11 VA Notice of Total 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 https://www.vip.vetbiz.gov/ performing contract administration functions, the Contracting Officer may use the services of a support contractor(s) retained by VA to assist in assessing the Contractor's compliance with the limitations on subcontracting or percentage of work performance requirements specified in the clause. To that end, the support contractor(s) may require access to Contractor's offices where the Contractor's business records or other proprietary data are retained and to review such business records regarding the Contractor's compliance with this requirement.

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

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

(End of Clause)

C.7 VAAR 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV 2018)

(a) Definitions. As used in this clause—

(1) Contract financing payment has the meaning given in FAR 32.001;

(2) Designated agency office means the office designated by the purchase order, agreement, or contract to first receive and review invoices. This office can be contractually designated as the receiving entity. This office may be different from the office issuing the payment;

(3) Electronic form means an automated system transmitting information electronically according to the accepted electronic data transmission methods and formats identified in paragraph (c) of this clause. Facsimile, email, and scanned documents are not acceptable electronic forms for submission of payment requests;

(4) Invoice payment has the meaning given in FAR 32.001; and

(5) Payment request means any request for contract financing payment or invoice payment submitted by the contractor under this contract.

(b) Electronic payment requests. Except as provided in paragraph (e) of this clause, the contractor shall submit payment requests in electronic form. Purchases paid with a Government-wide commercial purchase card are considered to be an electronic transaction for purposes of this rule, and therefore no additional electronic invoice submission is required.

(c) Data transmission. A contractor must ensure that the data transmission method and format are through one of the following:

(1) VA’s Electronic Invoice Presentment and Payment System at the current website address provided in the contract.

(2) Any system that conforms to the X12 electronic data interchange (EDI) formats established by the Accredited Standards Center (ASC) and chartered by the American National Standards Institute (ANSI).

(d) Invoice requirements. Invoices shall comply with FAR 32.905.

(e) Exceptions. If, based on one of the circumstances in this paragraph (e), the Contracting Officer directs that payment requests be made by mail, the Contractor shall submit payment requests by mail through the United States Postal Service to the designated agency office. Submission of payment requests by mail may be required for—

(1) Awards made to foreign vendors for work performed outside the United States;

(2) Classified contracts or purchases when electronic submission and processing of payment requests could compromise the safeguarding of classified or privacy information;

(3) Contracts awarded by contracting officers in the conduct of emergency operations, such as responses to national emergencies;

(4) Solicitations or contracts in which the designated agency office is a VA entity other than the VA Financial Services Center in Austin, Texas; or

(5) Solicitations or contracts in which the VA designated agency office does not have electronic invoicing capability as described above.

(End of Clause)

C.8 VAAR 852.237-70 CONTRACTOR RESPONSIBILITIES (APR 1984)

The contractor shall obtain all necessary licenses and/or permits required to perform this work. He/she shall take all reasonable precautions necessary to protect persons and property from injury or damage during the performance of this contract. He/she shall be responsible for any injury to himself/herself, his/her employees, as well as for any damage to personal or public property that occurs during the performance of this contract that is caused by his/her employees fault or negligence, and shall maintain personal liability and property damage insurance having coverage for a limit as required by the laws of the State of District of Columbia. Further, it is agreed that any negligence of the Government, its officers, agents, servants and employees, shall not be the responsibility of the contractor hereunder with the regard to any claims, loss, damage, injury, and liability resulting there from.

(End of Clause)

C.9 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)

FAR Number Title Date

52.203-17 CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO

INFORM EMPLOYEES OF WHISTLEBLOWER RIGHTS

APR 2014

52.204-4 PRINTED OR COPIED DOUBLE-SIDED ON POSTCONSUMER FIBER CONTENT PAPER MAY 2011

52.204-18 COMMERCIAL AND GOVERNMENT ENTITY CODE MAINTENANCE JUL 2016

52.228-5 INSURANCE—WORK ON A GOVERNMENT INSTALLATION JAN 1997

52.232…