36C25025Q0668.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

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

539-25-3-072-0073

36C25025Q0668 07-21-2025

Brian Rosciszewski 937-268-6511 x 4421 08-05-2025

4:00 PM EDT

36C250 Network Contracting Office (NCO) 10 Department of Veterans Affairs

3140 Governor’s Place Blvd. Suite 210 Kettering OH 45409-1337

X

811310

$12.5 Million

N/A

X

Renal Clinic Cincinnati VA Medical Center

3200 Vine St.

Cincinnati OH 45220-2213

36C250

Network Contracting Office (NCO) 10 Department of Veterans Affairs

3140 Governors Place Blvd. Suite 210 Kettering OH 45409-1337

36C250

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

Hemodialysis Water Treatment

Contact Info: Brian Rosciszewski, Contract Specialist (CS) Email: Brian.Rosciszewski@VA.gov

Deliver Services To: See Block 15

Quotes must be sent to the CS, via email only. No physical mail will be accepted. Quotes must be received no later than the day/time specified in block 8.

See CONTINUATION Page

539-3650160-072-820100-2520 010050190

X X

Luke A. Turner

VA-VHA-RPOC-2024-0076

36C25025Q0668

Table of Contents

SECTION A

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

AND COMMERCIAL SERVICES

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

B.2.STATEMENT OF WORK

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS

AND COMMERCIAL SERVICES (NOV 2023)

C.2 52.204-21 BASIC SAFEGUARDING OF COVERED CONTRACTOR

INFORMATION SYSTEMS (NOV 2021)

C.3 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000) ... 20

C.4 SUPPLEMENTAL INSURANCE REQUIREMENTS

C.5 VAAR 852.242-71 ADMINISTRATIVE CONTRACTING OFFICER (OCT 2020) ... 21

C.6 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

C.7 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT

STATUTES OR EXECUTIVE ORDERS—COMMERCIAL PRODUCTS AND

COMMERCIAL SERVICES (JAN 2025) (DEVIATION FEB 2025)

SECTION D - CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS

LIST OF ATTACHMENTS

SECTION E - SOLICITATION PROVISIONS

E.1 52.212-1 INSTRUCTIONS TO OFFERORS—COMMERCIAL PRODUCTS AND

COMMERCIAL SERVICES (SEP 2023)

E.2 52.204-24 REPRESENTATION REGARDING CERTAIN TELECOMMUNICATIONS

AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT (NOV 2021)

E.3 52.204-29 FEDERAL ACQUISITION SUPPLY CHAIN SECURITY ACT

ORDERS—REPRESENTATION AND DISCLOSURES (DEC 2023)

E.4 52.209-7 INFORMATION REGARDING RESPONSIBILITY MATTERS (OCT 2018)

E.5 52.233-2 SERVICE OF PROTEST (SEP 2006)

E.6 VAAR 852.252-70 SOLICITATION PROVISIONS OR CLAUSES INCORPORATED

BY REFERENCE (JAN 2008)

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

1998)

E.8 52.212-2 EVALUATION—COMMERCIAL PRODUCTS AND COMMERCIAL

SERVICES (NOV 2021)

E.9 52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS—

COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (MAY 2024) (DEVIATION

FEB 2025)

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 Luke A. Turner

Network Contracting Office (NCO) 10

Department of Veterans Affairs

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:

[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

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:

AMENDMENT NO DATE

B.2.STATEMENT OF WORK

Deionized Water Service for VAMC Cincinnati

Services to be provided by contractor under this contract shall include furnishing preventive maintenance, parts, labor, intervening service calls/emergency repairs, lodging, technical telephone assistance, expert supervision and all other allied costs required to maintain and repair the equipment listed in Section B. All repairs and inspections shall be done in accordance with JCAHO, OEM and AAMI requirements. All defective components become the property of the contractor and shall be removed at contractor’s expense.

1. Dialysis Unit – Maintenance Agreement A. Contractor will perform monthly Performance Maintenance Service (PMS) visits to inspect and perform system checks on all components of the water treatment system. Verify the efficiency to assure proper system operation. Evaluate membrane performance to determine if replacement is necessary. Discuss any recommendations or changes with the customer. Send results of readings and tests with any recommendations. Contractor will perform monthly chemical disinfections (using Minncare) of the water system. The contractor will monthly complete a performance review, inspect, and replace RO pre-filter, replace 5M filter (10”) and heat disinfect (4) Millenium portable RO units. Contractor will clean Millenium portable RO units semiannually.

B. Replace carbon tanks, exchange tanks, filters, worn or failed parts as needed during the monthly Preventative Maintenance (PM). Parts not included in the contract will only be replaced upon approval of the VA Medical Center.

C. Take monthly LAL and bacteria water samples on loop out, loop return and RO product water and send result report. Take monthly LAL and bacteria water samples from Millenium portable ROs and send results.

D. Take a sample for the AAMI required analysis on the distribution loop and Millenium portable RO machines semi-annually. Send result report. Take a sample for the AAMI required analysis on city water annually and send result report. Ensure all AAMI required testing is done at the recommended intervals.

E. Provide annual on-site facility staff training if requested by customer.

F. Inspect and replace RO pre-filters (S15000)(ME42007), pyrogen (S15120), filters (4000- 0072) monthly. Provide 12 each of these filters annually. Replace Posiclear endotoxin filters monthly.

G. Rebuild softener head (3005 Q) annually. This includes a piston assembly and the seals and spacers for the head.

H. Rebuild carbon head annually (3005 R). This includes a piston assembly and the seals and spacers for the head.

I. Rebed/Replace water softener resin tank 7 cu ft., annually. This includes removing the gravel and softener resin and replacing it with new softener resin and gravel. The CVAMC will be responsible for disposal of old resin and gravel.

J. Rebed/Replace multi-media tank annually. This includes removing the gravel and layers of anthracite coal, quartz sand, and garnet layers. The CVAMC will be responsible for disposal of old filtering media and gravel.

K. Rebed carbon filter (2), 10 cu. ft., annually. This includes removing the gravel and carbon and replacing it with new carbon and gravel. The carbon will be a mesh size of 12x40 and an iodine number of at least 950. The CVAMC will be responsible for disposal of old resin and gravel.

L. Clean membranes semi-annually, using low and high pH cleaners. Rinse the system after the cleaning and use the correct test strips to verify that all chemical is clear from the system.

Provide all supplies for the cleaning and testing.

M. Provide one CWP Preventive Maintenance kit and perform the services thereunder.

N. Replace and supply 2 rental DI tanks (920-01-047), 14x47, 3.61 cu. ft. at minimum semiannually. Remove the old tanks and connect the new tanks. DI tanks will not be in service for more than 6 months without an exchange.

O. Provide residual test strips quarterly.

P. Clean the temperature blending valve annually.

Q. Calibrate the booster pump and expansion annually.

R. Provide CWP extended service coverage for one year. This includes repair or replacement of parts, emergency service, labor, and travel during normal business hours. The “CWP” is defined as the blend valve through the post-treatment rack and does not include the loop or wall boxes.

2. Dialysis Portable RO Systems (4) Millenium

A. Inspect and replace RO prefilters: Part #S15000, one filter for each of the Millenium’s monthly for a total of 48 filters per year. Evoqua to provide filters.

B. Replace filter, 5M, 10”, Part #ME40696, one filter for each of the Millenium’s monthly for a total of 24 filters per year. Evoqua to provide filters.

C. Inspect and replace 1 Carbon Block PTG-520, Part #4000-0073; one filter for each of the Millenium’s quarterly for a total of 16 filters annually. Evoqua to provide carbon blocks.

D. Replace Carbon Block PTG-520 quarterly, Part # 3027145; one filter for each of the Millenium’s quarterly for a total of 16 filters annually. Evoqua to provide carbon blocks.

E. Inspect and replace membranes, Part #4000-0076; replace one membrane for each of the Millenium’s annually for a total of 4 membranes.

F. Replace MHX membrane, Part #3028365; replace one membrane for each of the Millenium’s annually for a total of 4 membranes

G. Repair and maintenance of Acid Systems: This includes tanks, pumps, controls, tubing, and all fittings throughout including connections at wall boxes.

SPECIAL CONTRACT REQUIREMENTS

1. TERM OF CONTRACT: The contract is effective for twelve months (12) from date of award and has four (4) one-year options to extend. The contract is subject to availability of VA funds.

The contractor shall perform no services after expiration of the contract each year unless the contracting officer authorizes it in writing.

2. CONTRACT ADMINISTRATION DATA: The Contracting Officer is the only person authorized to approve changes or modify any of the requirements under this contract. Only the Contracting Officer is authorized to make commitments or issue changes which shall affect price, quantity, or quality of performance of this contract. In the event the Contractor effects any such change at the direction of any person other than the Contracting Officer, the change shall be considered to have been make without authority and no adjustment shall be made in the contract price to cover any increase in costs incurred as a result thereof.

3. JCAHO, VHA (VETERANS HEALTH ADMINISTRATION) AND OTHER

STANDARDS:

A. The contractor must perform the required work in accordance with Joint Commission on Accreditation of Health Care Organizations (JCAHO) standards and Association for the Advancement of Medical Instrumentation (AAMI). The contractor must comply with all annual updates as issued.

B. Contractor agrees to maintain the minimum acceptable service, reporting systems and quality control as specified herein. Failure to comply with specified terms and conditions and/or adverse reports from external monitoring agencies that indicate poor quality may be grounds for termination of the contract. Immediate (within 24 hours) notification must be given to the VA COTR regarding adverse action by a regulatory agency.

C. The services specified in the Schedule of Services may be changed by written modification to this contract with mutual written consent of both parties. VA Contracting Officer will prepare the modification.

D. The contractor shall furnish the services specified in the Schedule of Services to this contract to VA when authorized by VA Medical Director or designee.

4. ADMINISTRATIVE REQUIREMENTS FOR CONTRACTOR EMPLOYEE

COMPETENCIES

A. The Contractor will be responsible to ensure that Contractor employees providing work on this contract are fully trained and completely competent to perform the required work.

B. The Contractor is required to maintain records that document competence/performance level of Contractor employees working on this contract in accordance with JCAHO and other regulatory body requirements.

C. Notwithstanding other contract requirements, upon request of the Contracting Officer, the Contractor will remove from the work site, any Contractor employee who does not comply with or meet competency requirements for the work being performed.

D. When changes in Contractor personnel occur, the Contractor must provide evidence of the current competence assessment and current performance evaluation.

5. QUALIFICATIONS:

Offers will be considered only from offerors who are regularly established in the business called for and who, in the judgment of the Contracting Officer, are financially responsible and able to show evidence of their responsibility, ability, experience, equipment, facilities, and personnel directly employed or supervised by them to render prompt and satisfactory service in the volume required for all items under this contract by the signing of this offer, offeror is certifying that he/she shall meet all requirements of Federal, State, or local laws, codes, and/or regulations regarding the operation of this type of service.

The Contractor shall assume full responsibility for the protection of its personnel furnishing services under this contract, in accordance with the personnel policy of the Contractor, such as providing worker’s compensation, professional liability insurance, health examinations, income tax withholding, and social security payments. The parties agree that the contractor, its employees, agents, and subcontractors shall not be considered VA employees for any purpose.

POLICIES AND PROCEDURES

The contractor shall conform to all issues addressed in the VA Medical Staff By-laws and the VA Medical Center Memorandums pertaining to delivery of services.

1. WORK HOURS.

The clinic’s normal business hours are 8:00AM – 5:00PM Monday thru Friday.

Outside normal business hours 5:00PM – 8:00AM, weekends, and holidays.

The services covered by the contract shall be furnished by the contractor as defined herein:

At a minimum, the Contractor will provide services through monthly scheduled visits, Monday through Friday from 8:00 AM through 4:30 PM, exception: most water system work can only be performed when the Dialysis Unit is closed between 4:00PM to 5:00AM.

VA observes the eleven (11) Federal holidays listed below:

New Year’s Day Labor Day Martin Luther King’s Birthday Columbus Day President’s Day Veteran’s Day

Memorial Day Thanksgiving Day Juneteenth Christmas Day Independence Day

(Dialysis Unit is closed for Christmas, Thanksgiving and sometimes New Year’s Day)

It should be noted that if a holiday falls on Saturday, it is observed on Friday. If a holiday falls on Sunday, it is observed on Monday.

3. PAYMENTS AND INVOICING:

a. Contractor will be paid monthly in arrears. Payment from the VA shall be considered payment in full.

b. VA will review the invoice against its record. VA will notify the contractor of invoice discrepancies. Upon the resolution of the discrepancies, VA will approve the invoice and make payment to the contractor.

c. When invoicing outside of the regular PM bill/invoice (emergent service calls), vendor must break out labor and material on separate lines.

4. REPORTING FOR SERVICE:

a. The contractor is to arrive at this facility for service calls during administrative working hours (Monday through Friday 8:00 a.m. to 5:00 p.m., excluding government holidays). Prior to performing any services, the service person shall report to the Police Watch Office, 1st floor (across from the Emergency Department) and sign the registration log. Upon completion of the work, the service person shall leave a legible copy of the service report with the staff in the area (Dialysis Unit or with Engineering Service) and check out through the Police Watch Office.

The reports with the LAL and AAMI test results shall be sent as soon as possible to:

Renal Section (111H) Attention: Rebecca King, Dialysis Unit VA Medical Center 3200 Vine Street Cincinnati, OH 45220

Reports should be emailed, if possible, to Rebecca.King@va.gov and CrenR.Whitmer@va.gov

5. EMERGENCY SERVICE VISITS: The Cincinnati Veteran’s Affairs Medical Center (CVAMC) will provide first-call screening to determine if there is a legitimate equipment problem. Upon determination of a legitimate equipment problem, the CVAMC will contact the Contractor to arrange a service call. The contractor shall respond by telephone within two hours and shall arrive at the Medical Center within twenty-four hours to service the equipment. The contractor shall perform all work necessary to assure that the equipment meets or exceeds manufacturer’s specifications.

6. PREVENTIVE MAINTENANCE INSPECTIONS: Preventative Maintenance Service (PMS’s) shall be performed monthly per original equipment manufacturer’s specifications. The inspections will be scheduled at a mutually agreed upon time.

7. COMPETENCY OF PERSONNEL: All work shall be performed by competent technicians, experienced and qualified to work on the equipment listed. All personnel servicing this equipment must have had formal training. Offeror’s shall submit with their technician proposal, the names and experience of the primary/backup personnel who will perform work under this contract. Any substitution of service personnel must have prior approval of the Contracting Officer except in emergencies where retroactive approval can be sought. All work performed shall be in accordance with commercial practices and the equipment manufacturer’s specifications.

8. DOCUMENTATION: For all service visits, the Contractor shall furnish a service report describing the malfunction and all work and materials required to correct the problem.

9. ACCEPTANCE OF WORK: Completion of all work is subject to the approval of both the Clinical Service Chief/designee and/or the Biomedical Engineering Section personnel.

Repair, damage or malfunctions caused by physical damage, massive power failure accidents, negligence, misuse or abuse, weather conditions or any other factor not associated with the reasonable and normal use of the equipment or originating outside of the equipment is not required of the contractor. During the period in which this agreement is in effect, no personnel other than employees of the contractor or CVAMC Biomedical Engineering Section shall perform service or maintenance on the equipment unless specifically authorized by the Contractor.

10. CONDITION OF EQUIPMENT: The Contractor accepts responsibility for the equipment described “as is” condition. Failure to inspect the equipment prior to contract award will not relieve the contractor from performance of the requirements of this contract.

11. QUALIFICATIONS OF BIDDERS: Proposals will be considered only from offeror’s who are regularly established in the business called for and who in the judgment of the Contracting Officer are financially responsible and able to show evidence of their reliability, ability, experience, equipment, facilities, and personnel directly employed or supervised by them to render prompt and satisfactory service as called for under this proposal. Offeror shall submit a technical proposal, which will primarily determine the qualifications and capability of the offeror to participate in this contract. The technical proposal should be specific, complete and provide sufficient information to demonstrate the offeror’s capacity to satisfactorily perform the tasks outlined in the solicitation.

12. SAFETY REQUIREMENTS: In the performance of this contract, the Contractor shall take such safety precautions as the Contracting Officer or his/her designee may determine to be reasonably necessary to protect the lives and health of occupants of the building. The Contracting Officer or his/her designee will notify the contractor of and noncompliance with the foregoing provisions and the action to be taken. The Contractor shall, after receipt of such notice, immediately correct the conditions to which attention has been directed. Such notice, when serviced, on the contractor or his representative at the site of the work, shall be deemed sufficient for the appropriate action. If the contractor fails or refuses to comply promptly, the Contracting Officer may issue an order stopping all or part of the work and hold the Contractor in default.

13. REPRESENTATIVES OF THE CONTRACTING OFFICER: The Contracting Officer reserves the right to designate a representative to act for him/her to generally supervise and observe the work performed under this contract. The Chief Renal Section or designee of Medical Services, have been designated as the Contracting Officer’s Technical Representative and are authorized to place calls for service that will not conflict with or change the contract requirements. A copy of the designation shall be furnished to the Contractor.

14. PARTS: Only new standard parts (manufactured by the maker of the equipment or equal thereto) shall be furnished by the Contractor. All parts shall be of current manufacturer and shall have full versatility with presently installed equipment. The equipment shall not be modified to accommodate non-standard replacement parts or components. Contractors who choose to ship or store supplies, consumables or parts for use in conjunction with this contract do so at their own risk. The VAMC will not be responsible for the loss, theft, or damage of the items.

Contractor must possess and have access to all applicable technical service manuals for the diagnosis and repair of the equipment identified.

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

ITEM

NUMBE

R

DESCRIPTION OF

SUPPLIES/SERVIC

ES

QUANTIT

Y

UNI

T UNIT PRICE AMOUNT

1.00 YR ________________ ________________

Preventative maintenance agreement for the water purification equipment. Period of Performance 9/1/2025 to 8/31/2026.

Contract Period: Base POP Begin: 09-01-2025 POP End: 08-31-2026 equipment. Period of Performance 9/1/2026 to 8/31/2027.

Contract Period: Option 1 POP Begin: 09-01-2026 POP End: 08-31-2027 equipment. Period of Performance 9/1/2027 to 8/31/2028.

Contract Period: Option 2 POP Begin: 09-01-2027 POP End: 08-31-2028 equipment. Period of Performance 9/1/2028 to 8/31/2029.

Contract Period: Option 3 POP Begin: 09-01-2028 POP End: 08-31-2029

1.00 YR ________________

Preventative maintenance agreement for the water purification equipment. Period of Performance 9/1/2029 to 8/31/2030.

Contract Period: Option 4 POP Begin: 09-01-2029 POP End: 08-31-2030

GRAND TOTAL ________________

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 52.204-21 BASIC SAFEGUARDING OF COVERED CONTRACTOR

INFORMATION SYSTEMS (NOV 2021)

(a) Definitions. As used in this clause—

Covered contractor information system means an information system that is owned or operated by a contractor that processes, stores, or transmits Federal contract information.

Federal contract information means information, not intended for public release, that is provided by or generated for the Government under a contract to develop or deliver a product or service to the Government, but not including information provided by the Government to the public (such as on public Web sites) or simple transactional information, such as necessary to process payments.

Information means any communication or representation of knowledge such as facts, data, or opinions, in any medium or form, including textual, numerical, graphic, cartographic, narrative, or audiovisual (Committee on National Security Systems Instruction (CNSSI) 4009).

Information system means a discrete set of information resources organized for the collection, processing, maintenance, use, sharing, dissemination, or disposition of information (44 U.S.C. 3502).

Safeguarding means measures or controls that are prescribed to protect information systems.

(b) Safeguarding requirements and procedures. (1) The Contractor shall apply the following basic safeguarding requirements and procedures to protect covered contractor information systems. Requirements and procedures for basic safeguarding of covered contractor information systems shall include, at a minimum, the following security controls:

(i) Limit information system access to authorized users, processes acting on behalf of authorized users, or devices (including other information systems).

(ii) Limit information system access to the types of transactions and functions that authorized users are permitted to execute.

(iii) Verify and control/limit connections to and use of external information systems.

(iv) Control information posted or processed on publicly accessible information systems.

(v) Identify information system users, processes acting on behalf of users, or devices.

(vi) Authenticate (or verify) the identities of those users, processes, or devices, as a prerequisite to allowing access to organizational information systems.

(vii) Sanitize or destroy information system media containing Federal Contract Information before disposal or release for reuse.

(viii) Limit physical access to organizational information systems, equipment, and the respective operating environments to authorized individuals.

(ix) Escort visitors and monitor visitor activity; maintain audit logs of physical access; and control and manage physical access devices.

(x) Monitor, control, and protect organizational communications (i.e., information transmitted or received by organizational information systems) at the external boundaries and key internal boundaries of the information systems.

(xi) Implement subnetworks for publicly accessible system components that are physically or logically separated from internal networks.

(xii) Identify, report, and correct information and information system flaws in a timely manner.

(xiii) Provide protection from malicious code at appropriate locations within organizational information systems.

(xiv) Update malicious code protection mechanisms when new releases are available.

(xv) Perform periodic scans of the information system and real-time scans of files from external sources as files are downloaded, opened, or executed.

(2) Other requirements. This clause does not relieve the Contractor of any other specific safeguarding requirements specified by Federal agencies and departments relating to covered contractor information systems generally or other Federal safeguarding requirements for controlled unclassified information (CUI) as established by Executive Order 13556.

(c) Subcontracts. The Contractor shall include the substance of this clause, including this paragraph (c), in subcontracts under this contract (including subcontracts for the acquisition of commercial products or commercial services, other than commercially available off-the-shelf items), in which the subcontractor may have Federal contract information residing in or transiting through its information system.

(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 30 days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 20 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 852.242-71 ADMINISTRATIVE CONTRACTING OFFICER (OCT

2020) The Contracting Officer reserves the right to designate an Administrative Contracting Officer (ACO) for the purpose of performing certain tasks/duties in the administration of the contract.

Such designation will be in writing through an ACO Letter of Delegation and will identify the responsibilities and limitations of the ACO. A copy of the ACO Letter of Delegation will be furnished to the Contractor.

(End of Clause)

C.6 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):

https://www.acquisition.gov/browse/index/far https://www.va.gov/oal/library/vaar/

(End of Clause)

FAR

Number

Title Date

52.203-17 CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS NOV 2023

52.204-9 PERSONAL IDENTITY VERIFICATION OF CONTRACTOR

PERSONNEL

JAN 2011

52.204-13 SYSTEM FOR AWARD MANAGEMENT MAINTENANCE OCT 2018

52.204-18 COMMERCIAL AND GOVERNMENT ENTITY CODE

MAINTENANCE

AUG 2020

52.217-8 OPTION TO EXTEND SERVICES NOV 1999

52.222-7 WITHHOLDING OF FUNDS MAY 2014

52.222-8 PAYROLLS AND BASIC RECORDS JUL 2021

52.222-11 SUBCONTRACTS (LABOR STANDARDS) MAY 2014

52.222-12 CONTRACT TERMINATION—DEBARMENT MAY 2014

52.222-14 DISPUTES CONCERNING LABOR STANDARDS FEB 1988

52.222-15 CERTIFICATION OF ELIGIBILITY MAY 2014

52.223-5 POLLUTION PREVENTION AND RIGHT-TO-KNOW

INFORMATION

MAY 2024

52.228-5 INSURANCE—WORK ON A GOVERNMENT

INSTALLATION

JAN 1997

52.229-3 FEDERAL, STATE, AND LOCAL TAXES FEB 2013

52.229-4 FEDERAL, STATE, AND LOCAL TAXES (STATE AND

LOCAL ADJUSTMENTS)

FEB 2013

52.237-2 PROTECTION OF GOVERNMENT BUILDINGS,

EQUIPMENT, AND VEGETATION

APR 1984

852.201-70 CONTRACTING OFFICER'S REPRESENTATIVE DEC 2022

852.203-70 COMMERCIAL ADVERTISING MAY 2018

852.204-70 PERSONAL IDENTITY VERIFICATION OF CONTRACTOR

PERSONNEL

MAY 2020

852.204-71 INFORMATION AND INFORMATION SYSTEMS SECURITY FEB 2023

852.222-71 COMPLIANCE WITH EXECUTIVE ORDER 13899

(DEVIATION) (APR 2025)

APR 2025

852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS NOV 2018

852.239-76 INFORMATION AND COMMUNICATION TECHNOLOGY

ACCESSIBILITY

FEB 2023

(End of Addendum to 52.212-4)

C.7 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO

IMPLEMENT STATUTES OR EXECUTIVE ORDERS—COMMERCIAL

PRODUCTS AND COMMERCIAL SERVICES (JAN 2025) (DEVIATION FEB

2025)

(a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial products and commercial services:

(1) 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (JAN 2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

(2) 52.204–23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab Covered Entities (DEC 2023) (Section 1634 of Pub. L. 115–91).

(3) 52.204–25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (NOV 2021) (Section 889(a)(1)(A) of Pub. L. 115–232).

(4) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (NOV 2015).

(5) 52.232–40, Providing Accelerated Payments to Small Business Subcontractors…