36C25025Q0470.docx

36C25025Q0470

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

553-25-3-3102-0043 36C25025Q0470 04-07-2025 Morgan Stein 937-604-4838 04-21-2025 12:00

EDT

36C250 Morgan Stein Department of Veterans Affairs Network Contracting Office (NCO) 10 3140 Governor’s Place Blvd. Suite 210 Kettering

OH

45409-1337 X X Y 237120 $45 Million N/A X 36C553 Department of Veterans Affairs John D. Dingell VA Medical Center 4646 John R Street Detroit

MI

48201 36C250 Department of Veterans Affairs Network Contracting Office (NCO) 10 3140 Governors Place Blvd. Suite 210 Kettering

OH

45409-1337

Department of Veterans Affairs Financial Services Center Invoices To Be Submitted Electronically https://www.ob10.com/us/en/veterans-affairs// Invoice Setup Info Phone

877 353 9791 512 460 5429 See CONTINUATION Page Request for Quote (RFQ) for Underground Fuel Storage Tank Inspection & Maintenance Services in accordance with the attached Statement of Work (SOW) and Price/Cost Schedule.

Contractor shall perform Underground Fuel Storage Tank Quarterly and Annual Inspections; including Maintenance, Calibration, and Testing of Six (6) Underground Storage Tank Systems, located at the John D. Dingell VA Medical Center.

The contractor shall provide all necessary labor, tools, materials, equipment, reports required.

Mandatory Site Visit 4/15/2025 @ 9AM Sharp - sign-up NLT 12PM NOON EST 4/14/2025 via email to Morgan.Stein@va.gov.

Technical questions due via email to Morgan.Stein@va.gov NLT 12 PM NOON EST April 16, 2025.

NO EXCEPTIONS/EXTENSIONS.

See CONTINUATION Page X X Morgan Stein 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 Morgan Stein Department of Veterans Affairs Network Contracting Office (NCO) 10 3140 Governor’s Place Blvd. Suite 210 Kettering OH 45409-1337

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:

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

Detroit Underground Fuel Storage Tank Inspections; including Maintenance, Calibration, and Testing of Six (6) Underground Storage Tank Systems.

Contract Period: Base POP Begin: 05-01-2025 POP End: 04-30-2026 PRINCIPAL NAICS CODE: 237120 - Oil and Gas Pipeline and Related Structures Construction PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

0001AA

Annual & Quarter 1 Inspection

POP Begin: 05-01-2025 POP End: 04-30-2026

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

0001AB

Quarter 2 Inspection

POP Begin: 05-01-2025 POP End: 04-30-2026

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

0001AC

Quarter 3 Inspection

POP Begin: 05-01-2025 POP End: 04-30-2026

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

0001AD

Quarter 4 Inspection

POP Begin: 05-01-2025 POP End: 04-30-2026

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

Detroit Underground Fuel Storage Tank Inspections; including Maintenance, Calibration, and Testing of Six (6) Underground Storage Tank Systems.

Contract Period: Option 1 POP Begin: 05-01-2026 POP End: 04-30-2027

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

1001AA

Annual & Quarter 1 Inspection

POP Begin: 05-01-2026 POP End: 04-30-2027

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

1001AB

Quarter 2 Inspection

POP Begin: 05-01-2026 POP End: 04-30-2027

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

1001AC

Quarter 3 Inspection

POP Begin: 05-01-2026 POP End: 04-30-2027

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

1001AD

Quarter 4 Inspection

POP Begin: 05-01-2026 POP End: 04-30-2027

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

Detroit Underground Fuel Storage Tank Inspections; including Maintenance, Calibration, and Testing of Six (6) Underground Storage Tank Systems.

Contract Period: Option 2 POP Begin: 05-01-2027 POP End: 04-30-2028

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

2001AA

Annual & Quarter 1 Inspection

POP Begin: 05-01-2027 POP End: 04-30-2028

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

2001AB

Quarter 2 Inspection

POP Begin: 05-01-2027 POP End: 04-30-2028

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

2001AC

Quarter 3 Inspection

POP Begin: 05-01-2027 POP End: 04-30-2028

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

2001AD

Quarter 4 Inspection

POP Begin: 05-01-2027 POP End: 04-30-2028

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

Detroit Underground Fuel Storage Tank Inspections; including Maintenance, Calibration, and Testing of Six (6) Underground Storage Tank Systems.

Contract Period: Option 3 POP Begin: 05-01-2028 POP End: 04-30-2029

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

3001AA

Annual & Quarter 1 Inspection

POP Begin: 05-01-2028 POP End: 04-30-2029

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

3001AB

Quarter 2 Inspection

POP Begin: 05-01-2028 POP End: 04-30-2029

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

3001AC

Quarter 3 Inspection

POP Begin: 05-01-2028 POP End: 04-30-2029

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

3001AD

Quarter 4 Inspection

POP Begin: 05-01-2028 POP End: 04-30-2029

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

Detroit Underground Fuel Storage Tank Inspections; including Maintenance, Calibration, and Testing of Six (6) Underground Storage Tank Systems.

Contract Period: Option 4 POP Begin: 05-01-2029 POP End: 04-30-2030

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

4001AA

Annual & Quarter 1 Inspection

POP Begin: 05-01-2029 POP End: 04-30-2030

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

4001AB

Quarter 2 Inspection

POP Begin: 05-01-2029 POP End: 04-30-2030

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

4001AC

Quarter 3 Inspection

POP Begin: 05-01-2029 POP End: 04-30-2030

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

4001AD

Quarter 4 Inspection

POP Begin: 05-01-2029 POP End: 04-30-2030

PRODUCT/SERVICE CODE: F109 - Environmental Systems Protection - Leaking Underground Storage Tank Support

B.3 Statement of Work (SOW) Underground Storage Tank (UST) Inspection, Maintenance, and Testing Services John D. Dingell VA Medical Center – Detroit, Michigan

1.0. SCOPE

The Contractor shall provide all labor, tools, equipment, materials, supervision, certifications, and reports necessary to perform Quarterly and Annual Inspections, Maintenance, and Testing of six (6) Underground Storage Tank (UST) systems at the John D. Dingell VA Medical Center located in Detroit, Michigan. All services shall be performed in compliance with:

· Michigan Department of Licensing and Regulatory Affairs (LARA), Underground Storage Tank Division regulations;

· Petroleum Equipment Institute (PEI) Recommended Practice RP900;

· Applicable Occupational Safety and Health Administration (OSHA) regulations related to confined space entry and hazardous materials.

2.0. CERTIFICATIONS AND QUALIFICATIONS

2.1 The Contractor shall hold Class A/B Operator. A copy of valid State of Michigan LARA Class A/B Operator certification(s) must be provided to the Contracting Officer’s Representative (COR) within ten (10) calendar days of the Notice to Proceed (NTP).

2.2 The Contractor shall possess and provide a current TLS-300 and TLS-350 certification for servicing Veeder-Root Automatic Tank Gauging (ATG) and Leak Detection systems.

2.3 Confined space entry shall be conducted in accordance with OSHA standards. The Contractor shall provide the following trained and certified personnel for each inspection event:

· Certified Confined Space Supervisor

· Certified Confined Space Attendant

· Certified Confined Space Entrant

Confined space entry certification and training records shall be made available upon request.

3.0. PLACE OF PERFORMANCE

John D. Dingell VA Medical Center 4646 John R Street Detroit, MI 48201

4.0. HOURS OF WORK

Work shall be performed without disruption to the Medical Center operations. Normal working hours are Monday through Friday, between the hours of 7:00 a.m. EST and 5:00 p.m. EST, excluding Federal holidays. Administrative hours are Monday through Friday, between the hours of 8;00 a.m. EST and 4:30 p.m. EST, excluding Federal holidays. Any work outside of these hours must be coordinated and approved in advance by the COR and Contracting Officer.

The following federal holidays are recognized by the Department of Veterans Affairs and shall be observed:

1. New Year’s Day – January 1

1. Martin Luther King Jr. Day – Third Monday in January

1. Presidents’ Day – Third Monday in February

1. Memorial Day – Last Monday in May

1. Juneteenth National Independence Day – June 19

1. Independence Day – July 4

1. Labor Day – First Monday in September

1. Columbus Day – Second Monday in October

1. Veterans Day – November 11

1. Thanksgiving Day – Fourth Thursday in November

1. Christmas Day – December 25

When a holiday falls on a Saturday, the preceding Friday is observed. When a holiday falls on a Sunday, the following Monday is observed.

5.0. TASKS AND DELIVERABLES

5.1 QUARTERLY INSPECTIONS AND MAINTENANCE

Quarterly inspections shall be scheduled with the COR at least 48 hours in advance. The Contractor must check in and check out with the COR on the day of service.

Tasks shall include:

· Completion of LARA BFS-4027 form (Appendix A).

· Completion of Quarterly Inspection Checklist (Appendix A).

Specific activities shall include:

1. Verification of proper UST registration and certificate posting

1. Verification of the functional status of the release detection equipment / systems

1. Including review of alarm history for the previous month and response documentation to include each alarm history report or log and documentation describing action taken in response to any alarm(s) shall be attached to the monthly report

1. Verification of the functional status of the leak prevention equipment (ie. spill and overflow detection equipment)

1. Inspection for the presence of product, water, or debris in under dispenser containment areas and STP containment sumps

1. Verification that the monitoring equipment of the containment areas and STP containment sumps are located in the proper position to detect a leak at the earliest possible opportunity

1. Inspection of and provide maintenance to remove any product, water, or debris in the under dispenser containment area and STP containments sumps and adjust any leak detection sensors / monitoring equipment to the appropriate position to detect a leak at the earliest possible opportunity

1. Utilization of confined space entry and equipment to perform inspection, maintenance, and testing for STP containment sumps

1. Verification of required testing/inspection, monitoring, or periodic inspections of the UST systems have been completed to include documentation of the dates those activities occurred (e.g., Impact/fire safety valve, mechanical leak detector, annual piping testing, etc.)

1. Verification of required recordkeeping necessary to substantiate operational compliance

1. Immediate notification to COR and Detroit VAMC Class A Operator of any deficiencies or noncompliance discovered during the site visit, including any prior recommendations that have not been addressed

5.2 ANNUAL INSPECTIONS AND MAINTENANCE

Annual inspections are in addition to quarterly requirements and shall include the following:

· Completion of PEI RP900 Annual Checklists (Appendix A).

Tasks shall include:

1. Inspection and certification of the proper operation of all of Automatic Tank Gauges (ATG)

1. Perform annual UST System Inspections per the Annual Underground Storage System Inspection Checklist:

1. Test probe and floats to ensure they are in good condition and move freely

0. Provide maintenance as necessary

1. Test and verify probe and floats functionality

1. Shall test the fluid volume by dipping the tanks and comparing results with the ATG value

1. Test single walled spill containment manhole/bucket tightness by performing hydrostatic tests for one hour

1. Test Overfill protection flapper devices (no ball float valves).

3. Provide written documentation, verifying, at a minimum, that the overfill prevention equipment installed is set to activate at the correct level and will activate when a regulated substance reaches that level, in accordance with section 280.20 (c) of the checklist

1. Test overfill alarm

4. Provide written documentation, verifying, at a minimum, that the overfill prevention equipment installed is set to activate at the correct level and will activate when a regulated substance reaches that level, in accordance with section 280.20 (c) of the checklist

1. Calibrate Leak Detection System.

1. Perform maintenance to the Veeder-root system by calibrating the ATG probe and tank levels

1. Calibrate the Veeder-root leak detection sensor equipment to alarm at correct level

1. Inspect, certify, and calibrate the ATG Consoles. There are three ATG Veeder-root Consoles.

1. Perform Line tightness testing at tanks 5 and 6 through use of mechanical piping alterations to install gauges, pump connections, and other items needed to perform the test.

1. Calibrate the Veeder-root and performance of Line tightness at tanks 1,2,3,and 4 can be performed through the calibrated Veeder-root line tightness test function.

10. Lines from tanks 1-4 are double walled and protected by leak detection equipment.

1. Inspect under pump check valve at Tank 5 (Safe Suction system).

1. Calibrate the Veeder-root and perform Tank tightness testing at tanks 1,2,3,4, 5 and 6 through the Veeder-root leak detection system after Veeder-root system calibration. Document results.

1. Perform annual Submersible Turbine Pump (STP) Inspections and complete the Appendix Form for Annual STP Inspection Checklist (See PEI RP 900 STP Checklist).

1. Perform annual Dispenser Inspection and complete the Annual Dispenser Inspection Checklist (See Annual Dispenser Inspection Checklist)

1. Perform annual Fill Containment Sump Inspection and complete the Annual Fill Containment Sump Inspection Checklist (See Annual Fill Containment Sump Inspection Checklist)

1. Perform annual Leak Detection Device Inspection and complete the Annual Leak Detection Device Inspection Checklist (See Annual Leak Detection Device Inspection Checklist)

1. Test Fuel Oil in all 6 tanks. Testing data and analysis shall determine the following:

6.0. SAFETY AND ENVIRONMENTAL COMPLIANCE

The Contractor shall:

· Comply with OSHA, EPA, and all applicable federal/state/local regulations.

· Implement safety measures to prevent injury, spills, or environmental contamination.

· Immediately report any spills or violations to the COR.

7.0. REPORTING AND DOCUMENTATION

All documentation must be submitted to the COR within ten (10) business days of inspection completion. Reports shall include:

· Completed LARA and PEI RP900 checklists.

· Alarm logs, test results, calibration records, and maintenance documentation.

· A deficiency report, including recommendations and status of previous issues.

8.0. CONTRACTING OFFICER’S REPRESENTATIVE (COR)

The COR will be designated in writing after contract award. The COR is responsible for technical oversight but is not authorized to change contract terms or pricing.

9.0. LIST REQUIRED FORMS FOR INSPECTIONS & TANK INFORMATION

Appendix A – Required Inspection Forms & Checklists

1. LARA form BFS-4027

2. Quarterly RP900 UST Inspection Checklist

3. PEI RP 900 Annual Underground Storage System Inspection Checklist

4. PEI RP 900 STP Checklist

5. PEI RP 900 Annual Dispenser Checklist

6. Annual Fill Containment Sump Inspection Checklist

7. Annual Leak Detection Device Inspection Checklist Appendix B - Veeder Root Verify Test Guide Appendix C - As-Built Documents for UST Tanks

1. UST Print – Tanks 1,2,3,4, and 6

2. UST Specs – Tanks 1,2,3,4, and 6

3. UST Tank 5 (Tank 5 file, Tank 5B file, Tank 5C file, Tank 5D tile) Appendix D – Tank Charts

1. UST Tank Chart, 28,000-gallon tank

2. UST Tank Chart, 30,000-gallon tank

36C25025Q0470

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SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (NOV 2023)

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 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 52.217-8 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 15 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 15 days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 30 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 52.237-3 CONTINUITY OF SERVICES (JAN 1991)

(a) The Contractor recognizes that the services under this contract are vital to the Government and must be continued without interruption and that, upon contract expiration, a successor, either the Government or another contractor, may continue them. The Contractor agrees to (1) furnish phase-in training and (2) exercise its best efforts and cooperation to effect an orderly and efficient transition to a successor.

(b) The Contractor shall, upon the Contracting Officer's written notice, (1) furnish phase-in, phase-out services for up to 90 days after this contract expires and (2) negotiate in good faith a plan with a successor to determine the nature and extent of phase-in, phase-out services required. The plan shall specify a training program and a date for transferring responsibilities for each division of work described in the plan, and shall be subject to the Contracting Officer's approval. The Contractor shall provide sufficient experienced personnel during the phase-in, phase-out period to ensure that the services called for by this contract are maintained at the required level of proficiency.

(c) The Contractor shall allow as many personnel as practicable to remain on the job to help the successor maintain the continuity and consistency of the services required by this contract. The Contractor also shall disclose necessary personnel records and allow the successor to conduct on-site interviews with these employees. If selected employees are agreeable to the change, the Contractor shall release them at a mutually agreeable date and negotiate transfer of their earned fringe benefits to the successor.

(d) The Contractor shall be reimbursed for all reasonable phase-in, phase-out costs (i.e., costs incurred within the agreed period after contract expiration that result from phase-in, phase-out operations) and a fee (profit) not to exceed a pro rata portion of the fee (profit) under this contract.

(End of Clause)

C.5 VAAR 852.201-70 CONTRACTING OFFICER'S REPRESENTATIVE (DEC 2022)

The Contracting Officer reserves the right to designate representatives to act for him/her in furnishing technical guidance and advice or generally monitor the work to be performed under this contract. Such designation will be in writing and will define the scope and limitation of the designee’s authority. A copy of the designation letter shall be furnished to the Contractor.

(End of Clause)

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

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

(End of Clause) C.7 VAAR 852.219-73 VA NOTICE OF TOTAL SET-ASIDE FOR CERTIFIED SERVICE-DISABLED VETERAN-OWNED SMALL BUSINESSES (JAN 2023) (DEVIATION)

(a) Definition. for the Department of Veterans Affairs, ‘‘Service-disabled Veteran-owned small business concern or SDVOSB’’:

(1) Means a small business concern—

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

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

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

(iv) The business has been certified for ownership and control pursuant to 38 U.S.C. 8127, 13 CFR 128, and is listed as certified in the SBA certification database at https://veterans.certify.sba.gov/; and

(v) The business agrees to comply with VAAR subpart 819.70 and Small Business Administration (SBA) regulations regarding small business size, government contracting, and the Veteran Small Business Certification Program at 13 CFR parts 121, 125, and 128.

(2) The term ‘‘Service-disabled Veteran’’ means a Veteran, as defined in 38 U.S.C. 101(2), with a disability that is service-connected, as defined in 38 U.S.C. 101(16).

(3) The term ‘‘small business concern’’ has the meaning given that term under section 3 of the Small Business Act (15 U.S.C. 632).

(4) The term ‘‘small business concern owned and controlled by Veterans with service-connected disabilities’’ has the meaning given the term ‘‘small business concern owned and controlled by service-disabled veterans’’ under section 3(q)(2) of the Small Business Act (15 U.S.C. 632(q)(2)).

(5) The term “SDVOSB participant” or certified SDVOSB means a small business that has been certified in the SBA Veteran Small Business Certification Program and listed in the SBA certification database (see 13 CFR 128.102).

(b) General. In order for a concern to submit an offer and be eligible for the award of an SDVOSB set-aside or sole source contract, the concern must qualify as a small business concern under the size standard corresponding to the NAICS code assigned to the contract and be listed as an SDVOSB participant in the SBA certification database as set forth in 13 CFR 128.

(1) Offers received from entities that are not certified SDVOSBs and listed in the SBA certification database at the time of offer shall not be considered.

(2) Any award resulting from this solicitation shall be made to a certified SDVOSB listed in the SBA certification database who is eligible at the time of submission of offer(s) and at the time of award.

(3) The requirements in this clause apply to any contract, order or subcontract where the firm receives a benefit or preference from its designation as an SDVOSB, including set-asides, sole source awards, and evaluation preferences.

(c) Representation. Pursuant to 38 U.S.C. 8127(e), only certified SDVOSBs listed in the SBA certification database are considered eligible to receive award of a resulting contract. By submitting an offer, the prospective contractor represents that it is an eligible and certified SDVOSB as defined in this clause, 13 CFR 121, 125, and 128, and VAAR subpart 819.70.

(d) Agreement/LOS certification. When awarded a contract action, including orders under multipleaward contracts, an SDVOSB agrees that in the performance of the contract, the SDVOSB shall comply with requirements in VAAR subpart 819.70 and SBA regulations on small business size, and government contracting programs at 13 CFR part 121 and part 125, including the non-manufacturer rule and limitations on subcontracting (LOS) requirements in 13 CFR 121.406(b) and 13 CFR 125.6. For the purpose of limitations on subcontracting, only certified SDVOSBs listed in the SBA certification database (including independent contractors) shall be considered eligible and/or ‘‘similarly situated’’ (i.e., a firm that has the same small business program status as the prime contractor). An otherwise eligible firm further agrees to comply with the required LOS certification requirements in this solicitation (see 852.219–75 or 852.219–76 as applicable). These requirements are summarized as follows:

(1) Services. In the case of a contract for services (except construction), the SDVOSB prime contractor will not pay more than 50% of the amount paid by the government to the prime for contract performance to firms that are not certified SDVOSBs listed in the SBA certification database (excluding direct costs to the extent they are not the principal purpose of the acquisition and the SDVOSB/ VOSB does not provide the service, such as airline travel, cloud computing services, or mass media purchases). When a contract includes both services and supplies, the 50 percent limitation shall apply only to the service portion of the contract.

(2) Supplies/products.

(i) In the case of a contract for supplies or products (other than from a non-manufacturer of such supplies), the SDVOSB prime contractor will not pay more than 50% of the amount paid by the government to the prime for contract performance, excluding the cost of materials, to firms that are not certified SDVOSBs listed in the SBA certification database. When a contract includes both supply and services, the 50 percent limitation shall apply only to the supply portion of the contract.

(ii) In the case of a contract for supplies from a non-manufacturer, the SDVOSB prime contractor will supply the product of a domestic small business manufacturer or processor, unless a waiver as described in 13 CFR 121.406(b)(5) has been granted. Refer to 13 CFR 125.6(a)(2)(ii) for guidance pertaining to multiple item procurements.

(3) General construction. In the case of a contract for general construction, the SDVOSB prime contractor will not pay more than 85% of the amount paid by the government to the prime for contract performance, excluding the cost of materials, to firms that are not certified SDVOSBs listed in the SBA certification database.

(4) Special trade construction contractors. In the case of a contract for special trade contractors, no more than 75% of the amount paid by the government to the prime for contract performance, excluding the cost of materials, may be paid to firms that are not certified SDVOSBs listed in the SBA certification database.

(5) Subcontracting. An SDVOSB subcontractor must meet the NAICS size standard assigned by the prime contractor and be certified and listed in the SBA certification database to count as similarly situated.