36C25023Q1143.docx

36C25023Q1143

PAGE 1 OF

1. REQUISITION NO.

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NO.

5. SOLICITATION NUMBER

6. SOLICITATION ISSUE DATE

a. NAME

b. TELEPHONE NO. (No Collect Calls)

8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY

CODE

10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE:

% FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ

IFB

RFP

15. DELIVER TO

CODE

16. ADMINISTERED BY

CODE

17a. CONTRACTOR/OFFEROR

CODE

FACILITY CODE

18a. PAYMENT WILL BE MADE BY

CODE

TELEPHONE NO.

UEI:

EFT:

PHONE:

FAX:

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN OFFER 18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK BELOW IS CHECKED

SEE ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

(Use Reverse and/or Attach Additional Sheets as Necessary)

25. ACCOUNTING AND APPROPRIATION DATA

26. TOTAL AWARD AMOUNT (For Govt. Use Only) 27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 AND 52.212-5 ARE ATTACHED. ADDENDA

ARE

ARE NOT ATTACHED.

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA

ARE

ARE NOT ATTACHED

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN _______________

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY

(BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER) 30b. NAME AND TITLE OF SIGNER (TYPE OR PRINT) 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER (TYPE OR PRINT) 31c. DATE SIGNED

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. NOV 2021)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES

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

583-24-1-189-0008 36C25023Q1143 08-29-2023 Lillie Grey lillie.grey@va.gov 765-677-6112 09-06-2023 16:00

EDT

36C250 Department of Veterans Affairs Network Contracting Office 10

X 325412 1300 Employees N/A X Department of Veteran Affairs Roudebush VA Medical Center Nuclear Medicine Department 1481 West 10th Street Indianapolis

IN

46202 Department of Veterans Affairs Network Contracting Office 10 1700 E 38th Street Marion

IN

46953

Financial Management System PO Box 149971 Austin

TX

78714-9971 512-242-7300 N/A See CONTINUATION Page RFQ for 5-Year Ordering Period - Radioactive Isotopes POP: 10/1/2023 to 9/30/2028 Submit your pricing information by 16:00 on 9/6/23 See CONTINUATION Page 583-3640160-189-822900-2560-010022943 X X Chris Blazejewski Contracting Officer Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

1. Contract Administration: All contract administration matters will be handled by the following individuals:

a. CONTRACTOR:

b. GOVERNMENT: Contracting Officer 36C250 Lillie Grey

Network Contracting Office 10

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

3. INVOICES: Invoices shall be submitted in arrears:

4. GOVERNMENT INVOICE ADDRESS: All Invoices from the contractor shall be submitted electronically in accordance with VAAR Clause 852.232-72 Electronic Submission of Payment Requests.

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

Statement of Work Radiology Service:

Nuclear Medicine Radiopharmaceuticals

1.0 Summary:

Richard L. Roudebush VA Medical Center in Indianapolis Indiana has a requirement for radiopharmaceuticals and radioactive sources for the nuclear medicine department. Due to the terms of USP<797>, the medical center can no longer compound radioisotopes in the facility’s existing hot lab. It is necessary to obtain these products and services that are both vital and critical to patient care from an outside nuclear pharmacy.

2.0 Requirements:

1. The contractor will meet all radiopharmaceutical requirements of Roudebush Indianapolis VAMC in unit dose form.

2. The contractor will provide Non-Highly Enriched Uranium radiopharmaceuticals whenever possible in accordance with the VHA Memorandum dated 01-03-2014 from the VA Under Secretary for Health. (See Attachment B)

3. The contractor shall provide radioactive sealed sources necessary for patient care and quality control.

4. The contractor shall provide Radiopharmaceuticals during standard hours of care Monday through Friday from 0700 (7:00 AM EST) until 1630 hours (4:30 PM EST), not including Federal holidays. After hours coverage will be available 24 hours Saturday and Sunday and Monday through Friday from 1630 (4:30 PM EST) until 0700 hours and including Federal holidays. Radioactive sealed sources will be delivered during normal business hours Monday through Friday from 0700-1630.

5. The contactor will be contacted by staff nuclear medicine technologists assigned to the nuclear medicine department at Roudebush Indianapolis VA Medical Center.

6. All routine orders for Radiopharmaceutical doses will be placed to the contractor one day before they are needed and prior to the clinic close of business via phone or internet. The order will include specified activities of doses and calibration times. The contractor will deliver the first run of ordered Radiopharmaceutical doses to the Nuclear Medicine Clinic, Room C-2187 before 0700 (EST) on the day specified to ensure proper inventory and receipt of the shipment is done by qualified personnel. A subsequent run of ordered radiopharmaceuticals will arrive by 1030 (EST) and if necessary, a 3rd run will arrive for all add-on procedures ordered prior to the close of business. All emergency after hour orders of radiopharmaceutical doses will be placed by an on-call staff Nuclear Medicine Technologists on an emergency need basis. The contractor will deliver all after hour orders of Radiopharmaceuticals within two hours of the Radiopharmaceutical doses being ordered to the Nuclear Medicine Clinic, Room C-2187.

7. The contractor will calibrate all Radiopharmaceutical doses to ensure proper activity ranges of +/- 10 percent of the specified ordered dose based on specific requirements provided by Nuclear Medicine Clinic based on guidelines outlined in 10 CFR Part 35.

8. The contractor shall provide a daily packing slip accompanying all Radiopharmaceutical shipments to the Nuclear Medicine Clinic for all orders placed. The packing slip shall include a bar code that works with the Nuclear Medicine Information System (NMIS) for tracking purposes.

9. The contractor will ensure that all Radiopharmaceutical doses provided are compounded and calibrated by or under the supervision of a certified Nuclear Medicine Pharmacist.

10. The contractor shall provide courier service that is in accordance with Department of Transportation, Nuclear Regulatory Commission and other applicable regulating authorities enabling the delivery of all Radiopharmaceuticals. All couriers shall be licensed and shall submit all required paperwork to be granted access to R L R VA Medical Center, Indianapolis, Indiana. The contractor shall be responsible for the removal of all used and unused radiopharmaceutical doses from the clinic within 72 hours of delivery.

11. The contractor shall notify Roudebush VA Medical Center Nuclear Medicine Clinic immediately, should the inability arise if not able to meet deliver of radio-pharmaceutical doses.

12. The contractor shall provide any training or education required to meet commercial standards related to use of radiopharmaceuticals to all staff Nuclear Medicine Technologists stationed at the Roudebush VA Medical Center.

Packaging, Packing and Shipping Instructions.

Items must be adequately packaged to prevent damage during handling and storage. All packaging and labeling must meet all federal and state regulations. All packaging of radioactive material MUST BE clearly labeled RADIOACTIVE on the outside of the carton in which it is shipped.

Inspection and Acceptance Criteria.

Every package is inspected by the department. Testing is performed on the packaging to make sure it meets requirements and is not contaminated. Associated invoices are compared against the order by the radiation safety office. COR notifies vendor if delivery times fall out of required time.

Risk Control This contract deals with radioactive materials which are regulated by the Nuclear Regulatory commission (NRC), Indiana Emergency Management and Preparedness Division (IDHS), Department of Transportation (DOT) and VA National Health Physics Program (NHPP). The vendor is responsible for safely transporting and delivering the materials from the centralized nuclear pharmacy to the facility.

13. The contractor will calibrate all Radiopharmaceutical doses to ensure proper activity ranges of +/- 10 percent of the specified ordered dose based on specific requirements provided by Nuclear Medicine Clinic based on guidelines outlined in 10 CFR Part 35.

14. The contractor shall provide a daily packing slip accompanying all Radiopharmaceutical shipments to the Nuclear Medicine Clinic for all orders placed. Contractor shall provide current Safety Data Sheets (SDS) and updates on all delivered products if requested.

15. Contractor shall meet all Nuclear Regulatory Commission, Department of Transportation and FDA regulations and USP 825 guidelines. (Federal and State as applicable).

16. The contractor will ensure that all Radiopharmaceutical doses provided are compounded and calibrated by or under the supervision of a certified Nuclear Medicine Pharmacist.

17. The contractor shall provide courier service that is in accordance with Department of Transportation, Nuclear Regulatory Commission and other applicable regulating authorities enabling the delivery of all Radiopharmaceuticals. All couriers shall be licensed and shall submit all required paperwork to be granted access to Roudebush VA Medical Center, Indianapolis, Indiana. The contractor shall be responsible for the removal of all used and unused radiopharmaceutical doses from the clinic within 72 hours of delivery.

18. The contractor shall be able to work within the Nuclear Medicine Information System (NMIS) management program currently in use at the Roudebush VA Medical Center by providing bar codes that work with “Nuclear Medicine Information System (NMIS)”, an ec2 Software Solutions program. NMIS allows for the receipt, inventory, tracking and disposal of Radiopharmaceutical doses.

19. Period of Performance: (Base plus 4 option years) Base = 10/1/2023 to 09/30/2024 OY 1 = 10/1/2024 to 9/30/2025 OY 2 = 10/1/2025 to 9/30/2026 OY 3 = 10/1/2026 to 9/30/2027

Attachment A Various Radiopharmaceuticals Roudebush VA Medical Center

Item

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

Contract for Various Radioactive Isotopes - Year 1 Contract Period: Base POP Begin: 10-01-2023 POP End: 09-30-2024 PRINCIPAL NAICS CODE: 325412 - Pharmaceutical Preparation Manufacturing PRODUCT/SERVICE CODE: 6505 - Drugs and Biologicals

MANUFACTURER PART NUMBER (MPN): 0

0001AA

0.00

GA-67 Citrate PRINCIPAL NAICS CODE: 325412 - Pharmaceutical Preparation Manufacturing

0001AB

0.00

Ga-68 Dotatate (NETSPOT)

0001AC

0.00

Tc-99m Sestamibi

0001AD

0.00

Tc-99m Mebrofenin (Choletec)

0001AE

0.00

Tc-99m MAA

0001AF

0.00

Tc-99m MAA (reduced particle)

0001AG

0.00

Tc-99m DTPA

0001AH

0.00

Tc-99m MAG3

0001AI

0.00

Tc-99m MDP (Medronate)

0001AJ

0.00

Tc-99 Ceretec

0001AK

0.00

Tc-99 Ceretec WBC

0001AL

0.00

Tc-99 Myoview (Tetrofosmin)

0001AM

0.00

Tc99 Sulfur Colloid

0001AN

0.00

Tc99m Filtered Sulfur Colloid

0001AO

0.00

Tc99m NaTcO4 Calibration/Linearity Source

0001AP

0.00

Tl-201 Thallous Chloride

0001AQ

0.00

In-111-WBC

0001AR

0.00

In-111 DTPA

0001AS

0.00

In-111 Octreoscan

0001AT

0.00

In-111 Point Source

0001AU

0.00

I-131 NAI Custom Therapy Capsules

0001AV

0.00

I-131 Point Source

0001AW

0.00

I-123 MIBG

0001AX

0.00

I-123 200uCi Capsule

0001AY

0.00

I-123 100uCi Capsule

0001AZ

0.00

I-123 NAI solution

0001BA

0.00

Tc99m NaTcO4 UD

0001BB

0.00

Tc99m Pyrophosphate

0001BC

0.00

Xe-133 Xenon gas vial

0001BD

0.00

PHI-0124

0001BE

0.00

HEGL-0133

0001BF

0.00

GE-68 HEGL-0080-1M

0001BG

0.00

GE-68 EG-0318-2.2M

0001BH

0.00

MED-3709 24”X16.5” Featherlite Co57 10mCi

0001BI

0.00

Co-57 E Vial RV-057-5M

0001BJ

0.00

UltraTag Vial (cold kit)

Contract for Various Radioactive Isotopes - Year 2 Contract Period: Option 1 POP Begin: 10-01-2024 POP End: 09-30-2025 PRINCIPAL NAICS CODE: 325412 - Pharmaceutical Preparation Manufacturing

0002AA

0.00

GA-67 Citrate

0002AB

0.00

Ga-68 Dotatate (NETSPOT)

0002AC

0.00

Tc-99m Sestamibi

0002AD

0.00

Tc-99m Mebrofenin (Choletec)

0002AE

0.00

Tc-99m MAA

0002AF

0.00

Tc-99m MAA (reduced particle)

0002AG

0.00

Tc-99m DTPA

0002AH

0.00

Tc-99m MAG3

0002AI

0.00

Tc-99m MDP (Medronate)

0002AJ

0.00

Tc-99 Ceretec

0002AK

0.00

Tc-99 Ceretec WBC

0002AL

0.00

Tc-99 Myoview (Tetrofosmin)

0002AM

0.00

Tc99 Sulfur Colloid

0002AN

0.00

Tc99m Filtered Sulfur Colloid

0002AO

0.00

Tc99m NaTcO4 Calibration/Linearity Source

0002AP

0.00

Tl-201 Thallous Chloride

0002AQ

0.00

In-111-WBC

0002AR

0.00

In-111 DTPA

0002AS

0.00

In-111 Octreoscan

0002AT

0.00

In-111 Point Source

0002AU

0.00

I-131 NAI Custom Therapy Capsules

0002AV

0.00

I-131 Point Source

0002AW

0.00

I-123 MIBG

0002AX

0.00

I-123 200uCi Capsule

0002AY

0.00

I-123 100uCi Capsule

0002AZ

0.00

I-123 NAI solution

0002BA

0.00

Tc99m NaTcO4 UD

0002BB

0.00

Tc99m Pyrophosphate

0002BC

0.00

Xe-133 Xenon gas vial

0002BD

0.00

PHI-0124

0002BE

0.00

HEGL-0133

0002BF

0.00

GE-68 HEGL-0080-1M

0002BG

0.00

GE-68 EG-0318-2.2M

0002BH

0.00

MED-3709 24”X16.5” Featherlite Co57 10mCi

0002BI

0.00

Co-57 E Vial RV-057-5M

0002BJ

0.00

UltraTag Vial (cold kit)

Contract for Various Radioactive Isotopes - Year 3 Contract Period: Option 2 POP Begin: 10-01-2025 POP End: 09-30-2026

0003AA

0.00

GA-67 Citrate

0003AB

0.00

Ga-68 Dotatate (NETSPOT)

0003AC

0.00

Tc-99m Sestamibi

0003AD

0.00

Tc-99m Mebrofenin (Choletec)

0003AE

0.00

Tc-99m MAA

0003AF

0.00

Tc-99m MAA (reduced particle)

0003AG

0.00

Tc-99m DTPA

0003AH

0.00

Tc-99m MAG3

0003AI

0.00

Tc-99m MDP (Medronate)

0003AJ

0.00

Tc-99 Ceretec

0003AK

0.00

Tc-99 Ceretec WBC

0003AL

0.00

Tc-99 Myoview (Tetrofosmin)

0003AM

0.00

Tc99 Sulfur Colloid

0003AN

0.00

Tc99m Filtered Sulfur Colloid

0003AO

0.00

Tc99m NaTcO4 Calibration/Linearity Source

0003AP

0.00

Tl-201 Thallous Chloride

0003AQ

0.00

In-111-WBC

0003AR

0.00

In-111 DTPA

0003AS

0.00

In-111 Octreoscan

0003AT

0.00

In-111 Point Source

0003AU

0.00

I-131 NAI Custom Therapy Capsules

0003AV

0.00

I-131 Point Source

0003AW

0.00

I-123 MIBG

0003AX

0.00

I-123 200uCi Capsule

0003AY

0.00

I-123 100uCi Capsule

0003AZ

0.00

I-123 NAI solution

0003BA

0.00

Tc99m NaTcO4 UD

0003BB

0.00

Tc99m Pyrophosphate

0003BC

0.00

Xe-133 Xenon gas vial

0003BD

0.00

PHI-0124

0003BE

0.00

HEGL-0133

0003BF

0.00

GE-68 HEGL-0080-1M

0003BG

0.00

GE-68 EG-0318-2.2M

0003BH

0.00

MED-3709 24”X16.5” Featherlite Co57 10mCi

0003BI

0.00

Co-57 E Vial RV-057-5M

0003BJ

0.00

UltraTag Vial (cold kit)

Contract for Various Radioactive Isotopes - Year 4 Contract Period: Option 3 POP Begin: 10-01-2026 POP End: 09-30-2027 PRINCIPAL NAICS CODE: 325412 - Pharmaceutical Preparation Manufacturing

0004AA

0.00

GA-67 Citrate

0004AB

0.00

Ga-68 Dotatate (NETSPOT)

0004AC

0.00

Tc-99m Sestamibi

0004AD

0.00

Tc-99m Mebrofenin (Choletec)

0004AE

0.00

Tc-99m MAA

0004AF

0.00

Tc-99m MAA (reduced particle)

0004AG

0.00

Tc-99m DTPA

0004AH

0.00

Tc-99m MAG3

0004AI

0.00

Tc-99m MDP (Medronate)

0004AJ

0.00

Tc-99 Ceretec

0004AK

0.00

Tc-99 Ceretec WBC

0004AL

0.00

Tc-99 Myoview (Tetrofosmin)

0004AM

0.00

Tc99 Sulfur Colloid

0004AN

0.00

Tc99m Filtered Sulfur Colloid

0004AO

0.00

Tc99m NaTcO4 Calibration/Linearity Source

0004AP

0.00

Tl-201 Thallous Chloride

0004AQ

0.00

In-111-WBC

0004AR

0.00

In-111 DTPA

0004AS

0.00

In-111 Octreoscan

0004AT

0.00

In-111 Point Source

0004AU

0.00

I-131 NAI Custom Therapy Capsules

0004AV

0.00

I-131 Point Source

0004AW

0.00

I-123 MIBG

0004AX

0.00

I-123 200uCi Capsule

0004AY

0.00

I-123 100uCi Capsule

0004AZ

0.00

I-123 NAI solution

0004BA

0.00

Tc99m NaTcO4 UD

0004BB

0.00

Tc99m Pyrophosphate

0004BC

0.00

Xe-133 Xenon gas vial

0004BD

0.00

PHI-0124

0004BE

0.00

HEGL-0133

0004BF

0.00

GE-68 HEGL-0080-1M

0004BG

0.00

GE-68 EG-0318-2.2M

0004BH

0.00

MED-3709 24”X16.5” Featherlite Co57 10mCi

0004BI

0.00

Co-57 E Vial RV-057-5M

0004BJ

0.00

UltraTag Vial (cold kit)

Contract for Various Radioactive Isotopes - Year 5 Contract Period: Option 4 POP Begin: 10-01-2027 POP End: 09-30-2028 PRINCIPAL NAICS CODE: 325412 - Pharmaceutical Preparation Manufacturing

0005AA

0.00

GA-67 Citrate

0005AB

0.00

Ga-68 Dotatate (NETSPOT)

0005AC

0.00

Tc-99m Sestamibi

0005AD

0.00

Tc-99m Mebrofenin (Choletec)

0005AE

0.00

Tc-99m MAA

0005AF

0.00

Tc-99m MAA (reduced particle)

0005AG

0.00

Tc-99m DTPA

0005AH

0.00

Tc-99m MAG3

0005AI

0.00

Tc-99m MDP (Medronate)

0005AJ

0.00

Tc-99 Ceretec

0005AK

0.00

Tc-99 Ceretec WBC

0005AL

0.00

Tc-99 Myoview (Tetrofosmin)

0005AM

0.00

Tc99 Sulfur Colloid

0005AN

0.00

Tc99m Filtered Sulfur Colloid

0005AO

0.00

Tc99m NaTcO4 Calibration/Linearity Source

0005AP

0.00

Tl-201 Thallous Chloride

0005AQ

0.00

In-111-WBC

0005AR

0.00

In-111 DTPA

0005AS

0.00

In-111 Octreoscan

0005AT

0.00

In-111 Point Source

0005AU

0.00

I-131 NAI Custom Therapy Capsules

0005AV

0.00

I-131 Point Source

0005AW

0.00

I-123 MIBG

0005AX

0.00

I-123 200uCi Capsule

0005AY

0.00

I-123 100uCi Capsule

0005AZ

0.00

I-123 NAI solution

0005BA

0.00

Tc99m NaTcO4 UD

0005BB

0.00

Tc99m Pyrophosphate

0005BC

0.00

Xe-133 Xenon gas vial

0005BD

0.00

PHI-0124

0005BE

0.00

HEGL-0133

0005BF

0.00

GE-68 HEGL-0080-1M

0005BG

0.00

GE-68 EG-0318-2.2M

0005BH

0.00

MED-3709 24”X16.5” Featherlite Co57 10mCi

0005BI

0.00

Co-57 E Vial RV-057-5M

0005BJ

0.00

UltraTag Vial (cold kit)

Page 1 of Page 1 of

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (DEC 2022)

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 4701 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

(s) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:

(1) The schedule of supplies/services.

(2) The Assignments, Disputes, Payments, Invoice, Other Compliances, Compliance with Laws Unique to Government Contracts, and Unauthorized Obligations paragraphs of this clause;

(3) The clause at 52.212-5.

(4) Addenda to this solicitation or contract, including any license agreements for computer software.

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

(1) Except as stated in paragraph (u)(2) of this clause, when any supply or service acquired under this contract is subject to any End User License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (31 U.S.C. 1341), the following shall govern:

(i) Any such clause is unenforceable against the Government.

(ii) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the EULA, TOS, or similar legal instrument or agreement. If the EULA, TOS, or similar legal instrument or agreement is invoked through an “I agree” click box or other comparable mechanism (e.g., “click-wrap” or “browse-wrap” agreements), execution does not bind the Government or any Government authorized end user to such clause.

(iii) Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement.

(2) Paragraph (u)(1) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations and procedures.

(v) Incorporation by reference. The Contractor’s representations and certifications, including those completed electronically via the System for Award Management (SAM), are incorporated by reference into the contract.

(End of Clause) ADDENDUM to FAR 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES Clauses that are incorporated by reference (by Citation Number, Title, and Date), have the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available.

The following clauses are incorporated into 52.212-4 as an addendum to this contract:

C.2 52.216-18 ORDERING (AUG 2020)

(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule. Such orders may be issued from 10/01/2023 through 09/30/2028.

(b) All delivery orders or task orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c) A delivery order or task order is considered "issued" when—

(1) If sent by mail (includes transmittal by U.S. mail or private delivery service), the Government deposits the order in the mail;

(2) If sent by fax, the Government transmits the order to the Contractor’s fax number; or

(3) If sent electronically, the Government either—

(i) Posts a copy of the delivery order or task order to a Government document access system, and notice is sent to the Contractor; or

(ii) Distributes the delivery order or task order via email to the Contractor’s email address.

(d) Orders may be issued by methods other than those enumerated in this clause only if authorized in the contract.

(End of Clause)

C.3 52.216-19 ORDER LIMITATIONS (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than , the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor—

(1) Any order for a single item in excess of ;

(2) Any order for a combination of items in excess of ; or

(3) A series of orders from the same ordering office within days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) of this section.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) of this section.

(d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

(End of Clause)

C.4 52.216-22 INDEFINITE QUANTITY (OCT 1995)

(a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the "maximum." The Government shall order at least the quantity of supplies or services designated in the Schedule as the "minimum."

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after .

(End of Clause)

C.5 52.217-6 OPTION FOR INCREASED QUANTITY (MAR 1989)

The Government may increase the quantity of supplies called for in the Schedule at the unit price specified. The Contracting Officer may exercise the option by written notice to the Contractor within 30 days notice. Delivery of the added items shall continue at the same rate as the like items called for under the contract, unless the parties otherwise agree.

(End of Clause)

C.6 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…