36C25520Q0153-006.docx

36C25520Q0153

PAGE 1 OF

1. REQUISITION NO.

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NO.

5. SOLICITATION NUMBER

6. SOLICITATION ISSUE DATE

a. NAME

b. TELEPHONE NO. (No Collect Calls)

8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY

CODE

10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE:

% FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ

IFB

RFP

15. DELIVER TO

CODE

16. ADMINISTERED BY

CODE

17a. CONTRACTOR/OFFEROR

CODE

FACILITY CODE

18a. PAYMENT WILL BE MADE BY

CODE

TELEPHONE NO.

DUNS:

DUNS+4:

PHONE:

FAX:

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

SEE ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA

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

ARE

ARE NOT ATTACHED.

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

ARE

ARE NOT ATTACHED

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

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

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

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

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

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

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. 2/2012)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

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

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

36C25520Q0153 02-10-2020 NOVELLO, FRANK frank.novello@va.gov 913-946-1962 02-18-2020

2:00 PM CST

36C255 Department of Veterans Affairs Network Contracting Office (NCO) 15 3450 S 4th Street Trafficway Leavenworth

KS

66048 X X 561621 $22 Million N/A X

SEE SCHEDULE FOR DETAILS

36C255 Department of Veterans Affairs Network Contracting Office (NCO) 15 3450 S 4th Street Trafficway Leavenworth

KS

66048

36C255 Department of Veterans Affairs Financial Services Center http://www.fsc.va.gov/einvoice.asp Austin

TX

877-353-9791 512-460-5429 See CONTINUATION Page Contractor shall provide corrective maintenance services for the security systems at the John Cochran (JC) Division and the Jefferson Barracks (JB) Division of the St. Louis

VAHCS.

There will be Site Visit, see page 38, 52.237-1 for details.

It is anticipated the government will award a Fixed Price contract. The contract will be for a base year and four (4) option years.

Please review and complete the entire following package And return electronically to the E-Mail Address provided In Block 7A.

Service-Disabled Veteran Owned Small Businesses must be Registered & CVE Certified in VetBiz.gov, www.vip.vetbiz.gov at submittal and time of award.

See CONTINUATION Page X X

1(ONE)

Frank Novello Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

(continuation from Standard Form 1449, block 18A.)

(a). CONTRACT ADMINISTRATION: All contract administration matters will be handled by the following individuals:

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

(c). INVOICES: Invoices shall be submitted in arrears:

(d). 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.

Department of Veterans Affairs Financial Services Center http://www.fsc.va.gov/einvoice.asp Austin TX ACKNOWLEDGMENT OF AMENDMENTS: The offeror acknowledges receipt of amendments to the Solicitation numbered and dated as follows:

(e). GOVERNMENT INVOICE ADDRESS: Invoices will be provided in accordance with the requirements listed in FAR 52.212-4, Commercial Items – Terms and Conditions, (MAY 2014), (g) Invoice; and VAAR 852.232-72 Electronic Submission of Payment Request (NOV 2012); electronically to:

(f). REFERENCE NUMBERS: Please reference both the contract number (to be assigned) and the obligation number (to be assigned) on all correspondence and invoices. If contract option years are exercised, new obligation numbers will be issued and identified on the contract modification document.

(g). AUTHORIZATIONS:

(1). The Contracting Officer (CO) named in Section (a) above is responsible for the overall administration of this contract. Only the CO has the authority to make changes which affect:

(A). Contract prices, (B). Quality, (C). Quantities, or (D). Delivery terms and conditions.

(2). Contracting Officer Representatives (COR) and Alternate Contracting Officer’s Representatives (Alt-COR) may be assigned to this contract. The COR and Alt-COR shall be provided specific written delegated authority by the CO, a copy of which will be provided to the Contractor.

(h). CHANGES TO THE CONTRACT: No individual or activity has authority to ADD, DELETE, CHANGE, OR MODIFY this order except by the CO or by written authority specifically delegated by the CO.

(i). CONTRACT TIME PERIOD:

(1). The anticipated contract period shall commence March 1, 2020 and expire February 28, 2021.

B.2 Performance Work Statement (PWS):

1. DESCRIPTION

This service contract requires the furnishing of all labor, material, equipment, supervision, management, tools, transportation, and supplies for the complete maintenance and Corrective maintenance services to the Security System at the John Cochran (JC) Division and Jefferson Barracks (JB) Division of the VA Medical Center (VAMC), St. Louis, Missouri.

1. Contractor shall furnish all labor for normal, routine and emergency maintenance, 24 hours per day, 365 days a year.

1. The contractor is responsible for providing field updates to “as-built” drawings and associated documentation as tests and maintenance is performed. The “as-built” drawings will be provided by the VAMC for the entire security alarm system for the equipment listed in Table Nos. 1 through 31 of this document.

1. All material used in the course of normal, routine and emergency Corrective maintenance, testing and inspections are included; except see VANDALISM, Paragraph III..D. All parts shall be of current manufacturer and shall have full versatility/compatibility with presently installed equipment. All replacement parts for access control must be FIPS 201 compliant. STL VA is currently using a 75-bit card for the VA PIV Credential.

1. Any material provided outside this contract for adds, moves, changes, act of God, etc., will be provided to the VAMC at the Contractor’s preferred customer rate for labor and materials.

1. In addition; the contractor is required to provide the below listed administrative duties for the St Louis Medical Center:

(1) Create C*CURE reports requested by the various services. Update schedules of reports and report parameters. Update reports as equipment is added or deleted. Approximately 3 hours per month.

(2) Add and delete C*CURE Operators as needed. Minimal amount of time (maybe once every three months)

(3) Manage active directory to include adding and deleting users and resetting passwords. Minimal amount of time (maybe once every three months)

(4) Maintain CISCO Equipment for campus interconnection.

(5) Provide preventative maintenance on access control, video and intercom system to reduce downtime of same. Minimum of 16 hours per week.

(6) Will be required to maintain a bench stock of spare parts provided by the VA Medical center to be used in emergency situations

(7) Will be required to maintain four client PCs and four servers, including keyboards, mice and speakers.

(8) As new buildings come on line under the JB and JC Major Construction projects the contractor will be responsible for the initial entry of all the security related hardware (to include ISTARs, Card Readers, Receivers, Relays, duress buttons etc.) in the Master Application Server and the Satellite server. In addition; the Contractor will be responsible for adding all the new video surveillance equipment into the March Networks system

II. QUALITY CONTROL:

All employees of vendor and subcontractors working on site shall comply with VA security management program and obtain permission of the VA police, be identified by project and employer, and restricted from unauthorized access. All contractors who work on site must have a photo ID badge issued by the VA Police. Applicants for an ID badge will be required to provide personal data and undergo a background check.

Contractor’s service technicians used to meet the requirements of a-e below shall reside within a 1.25-hour radius of the spot located directly between the two locations:

1. Contractor shall be capable of providing at least six (6) employees Factory Trained and Certified in the Software House CCure 9000, and no less than three (2) employees who have successfully passed the Software House CCure 9000 Advanced Integrator Certification.

1. Contractor must have one (1) or more Software House CCure 9000 Enterprise Architecture certified technicians, competent in the Commissioning, Programming and Maintenance of a CCure 9000 MAS/SAS configuration.

1. Contractor shall be capable of providing at least six (6) employees who are factory trained and certified in the March Networks R5 platforms.

1. Contractor shall have at least one employee who is factory certified in the Stentofon Alphacom intercom system.

1. The contractor shall have at least two employees who are factory certified on the SALTO locking computer software program, and the associated hardware installed.

1. The contractor shall insure that they have at least one certified technician available 24/7 365 days a year that lives within a 1.25 hours radius of both the JC and JB Campus’.

1. GENERAL MAINTENANCE REQUIREMENTS:

SYSTEM COMPONENTS:

The system includes components of the system, both audio and visual, including but not limited to motion detectors, wiring, circuitry, duress buttons, electronic cameras, monitors, NVR’s, switches, alarms, card readers, computers, boards, intercoms, equipment for data transmission and storage and other items described herein at the JC and JB Divisions of the VA Medical Center.

All components and accessories of the system will be covered under this service contract.

All systems shall be left functional at the close of each workday.

5. Network All devices supported as part of this contract reside on the Security Network. This includes but is not limited to fiber optics converters, switches, UPS’s, CSU/DSU’s and all other devices to make a complete and working, full Gigabit backbone, security network. The network includes the link between campus’ dedicated to use by the Security Systems.

5. Access Control System The Access Control System is a CCure 9000.

This includes, but is not limited to: Access Control Panel, Panel Power Supplies, Lock Power Supplies, Card Reader, Request to Exit Devices, Door Position Switches and Electronic Locking Hardware.

Electronic locking hardware including maglocks, electric strikes, electrified locksets, Delayed Egress hardware, electric latch retraction, and electric trim devices.

The system is used to monitor certain alarms. Devices to monitor these alarms include wireless receivers, transmitters, specialized contacts and motion detectors.

The contractor will be required to keep the CCure 9000 system properly licensed and under a Software Support Agreement with the factory, maintaining at least the current level of licensure. A copy of the license details is available upon request. The system includes a configuration of one MAS and two SAS’s both with BIDI Interface. This will require license renewal on an annual basis.

5. CCTV System:

Coverage of the March Network CCTV system shall be part of this agreement. This includes the Network Video Recorders (NVRs), encoders, wireless transmission equipment, Ethernet Transmission and Extenders, switches, camera power supplies, and camera.

Cameras consist of indoor, and outdoor, fixed and PTZ, as well as analog and IP.

5. Intercom There are four different intercom systems in use that will be covered under this maintenance agreement. A Bogen intercom system covering seven doors at JC, six Aiphone door intercom systems (total for both campuses), a Stentofon all IP intercom system with six intercom stations, and six Emergency Phone intercom stations.

5. Security Servers and Workstations Multiple PCs and Servers make up the Security System. These include three high availability Enterprise Servers built and tuned specifically for operation with CCure 9000. These servers include RAID redundancy, dual power supplies and all required Windows Server and SQL licensing. Two High End Workstations are used for the Dispatch function and are each capable of driving up to eight high resolution large format monitors. Two badging workstations with associated cameras and PVC card printers are also a part of the system. As a part of the servers and workstations, LCD/LED/Plasma monitors are in use. Of particular note are the eight large format monitors; five at JC and four at JB.

The contractor will be responsible for providing their own Service Workstations as desired; however, at a minimum, at least one Service Workstation shall be provided for the JB campus (this workstation to remain the property of the Contractor).

1. Stand Alone Locking System A Salto hotel style Access Control System is used in the Fisher House at the JB campus. Full support of the system must be included.

i. “AS-BUILTS” (RECORD) DRAWINGS: After contract award, the contractor will be provided with the VAMC “as-built” drawings for the entire security alarm system for the equipment listed in Table Nos. 1 through 28. Engineering Service will provide the initial computer disk of as-built drawings for the contractor to maintain and update. These drawings are not completely accurate. The contractor is responsible for providing field updates to the drawings as tests and maintenance is performed. Up to date as-builts shall be submitted every four (4) months on AutoCAD Version 12 to the Contracting Officer Representative (COR).

ii. MAINTENANCE MANUALS: Maintenance manuals shall be provided and include original manufacturer’s catalog cuts on all equipment installed, internal wiring diagrams showing points of connection, terminal points wiring color code and tag notation, as well as instructions for troubleshooting the system in the event of a malfunction. In addition to the operating and maintenance manuals, a complete materials list of systems, including the address and phone numbers of the local supplier of each item shall be provided. The maintenance manuals shall be submitted to the COR every four (4) months along with the as-builts.

iii. VANDALISM: Vandalism is defined as renewals or corrective maintenance necessitated by reasons of negligence of misuse of the equipment by persons other than the contractor, his representatives and employees, or by reason of any other cause beyond the control of the contractor, except normal wear and tear. Claims for additional compensation for repair of vandalism will be considered upon presentation of satisfactory evidence that vandalism has occurred. During normal working hours, the contractor shall contact the COR or his designee and have them verify the damage prior to repair of vandalism. During off-duty hours, the contractor shall contact Police Service to verify that the damage will be noted on the service ticket as repair of vandalism. All parts replaced due to vandalism shall be returned to the Government. If the contractor is called to make Corrective maintenance identified as vandalism and so noted, billing will be for time spent at the VAMC only. Travel time and expenses will be charged.

iv. ACTS OF GOD. Corrective maintenance necessitated by reason of acts of God will be processed in the same manner as for vandalism.

v. MALFUNCTIONS: All malfunctions located during inspection/maintenance and repair shall be reported to the COR. The report shall include a narrative of malfunction and the recommended method of correction. The Government requires problems to be corrected within twenty-four (24) hours of being identified in addition to the required documentation.

vi. REPORT OF SERVICES

1. During normal working hours, 8:00 to 4:30 p.m., Monday through Friday, the contractor shall report to VA Police Operations Center at the JC Division and the Officer’s work area Bldg. #1 JB Division to sign in and out. Contractor shall then notify the COR, Police Service as to the repair being made or maintenance performed. Contractor shall also notify them before leaving, and advise the COR on the status of system.

2. During off-duty hours, 4:30 p.m. through 8:00 a.m., Monday through Friday, holidays and weekends, the contractor shall report to the VA Police Operations Center at JC Division and VA Police Officer’s work area, Bldg. #1 at JB Division to sign in and out. Contractor shall then notify Police Service (on-duty supervisor) as to the repair being made or maintenance performed. Contractor shall also notify Police Service (on-duty supervisor) before leaving, and advise supervisor on the status of system.

3. Failure of the contractor to report before and after performing a repair or maintenance work shall be cause for the VA to withhold monthly payments.

1. MAINTENANCE/CORRECTIVE MAINTENANCE:

1. MAINTENANCE SERVICES: Maintenance is to be provided to all equipment and components listed herein:

1. The contractor shall make thorough technical inspections of equipment and perform necessary maintenance in accordance with manufacturer’s recommendations and commercial practices governing maintenance for this type of equipment.

1. All equipment including all components and accessories shall be cleaned, inspected, adjusted, calibrated, and tested prior to the inspection scheduled for sixty (60) days from date of contract award.

1. After the initial servicing sixty (60) days from contract award, all equipment will be cleaned, inspected, calibrated and tested once every twelve (12) months, with the exception of the Pan Tilt Zoom cameras which will be cleaned, inspected, calibrated and tested once every six (6) months. Prior to the commencement of work, the contractor shall submit to the COR, a preventive maintenance schedule for all devices along with procedures.

1. INSPECTION:

1. VA Medical Center representatives (Police Service) and a representative of the contractor will jointly inspect the security system and all components to verify that all systems have been properly maintained and are functioning in the manner for which they are intended. This inspection will take place in the first month of performance of this contract and the anniversary month in subsequent years. The contractor shall demonstrate at this time that all components of the system are functioning properly and state the type of preventive maintenance that has been performed on the equipment.

1. Within ten (10) calendar days after inspection conclusion, the contractor shall submit a written report (original and one copy) to the COR citing the components inspected, working condition and preventive maintenance performed to date. The report will be completed in accordance with the provisions of Paragraph IV, Subparagraph d., Reporting.

1. When a problem has been identified as caused by lack of training or system knowledge of the VAMC staff, contractor shall furnish appropriate information in writing or verbally to educate user or users as to appropriate procedures to follow to prevent reoccurrence. Training for user error and technical advice that is provided by phone, correspondence or personal instructions are considered part of this service contract.

1. Reprogramming of software due to memory loss, software, and firmware updates are considered part of this contract.

1. Time spent by service contractor in travel and diagnostic time for assessing cause of system failure or problem is considered part of this service contract. Once it is determined that the problem is outside the contract, time and material spent to repair or replace components of system are considered additional billable items. A quick and accurate diagnosis is in everyone’s best interest. Proper authorization will be required. No work can proceed until a purchase order (P.O.) number is issued.

1. If door, hardware, or other component that is not part of security system needs adjustment or replacement, contractor shall have to state corrective action needed to the COR. The necessary security system Corrective maintenance shall be accomplished after medical center personnel have completed their repair work (diagnostic time is part of the contract).

1. Assistance at the head end equipment will be provided by the VA Police Supervisor while preventive maintenance is being provided by the contractor. Assistance of the VA Police Supervisor must be prearranged and coordinated by the contractor.

1. RESPONSE TO CALLS FOR REPAIR SERVICE

1. Emergency Corrective maintenance: A repair person shall be on the premises and provide corrective maintenance /trouble shooting initiated within two (2) hours after receipt of an emergency call.

1. The alarms for the following facilities/areas have been assigned a security classification of critical/highly sensitive. Trouble alarms in either of these categories require a two (2) hour response time as specified in C.1.

JC DIVISION

(Patient Care Areas)

(i) C*CURE Computer Failure Room C108 Bldg. 1

JB DIVISION

1. Non-emergency (routine) Corrective maintenance: All other areas not classified as critical/highly sensitive when reported, shall be considered non-emergency (routine) corrective maintenance. A repair person shall be on the premises and initiate repair/trouble shooting within one (1) working day after receipt of a routine maintenance call. In no instance should any component remain in a fault/non-operational status exceeding two (2) working days.

1. Failure of the contractor to respond to the requirements of emergency call back period within two (2) hours and to non-emergency corrective maintenance within one (1) working day, may be cause for termination of this contract for cause when two (2) occasions of non-compliance occur.

1. If this contract is terminated because of contractor’s failure to provide services in accordance with contract requirements, payment will be made for the contractor’s services that have been provided through the termination date. No payment will be made for any scheduled maintenance services that have not been provided by the contractor prior to termination of this contract.

1. REPORTING

1. At the completion of each test, repair and maintenance service, the contractor shall provide a verbal report to the COR or his designee on duty of any devices or systems that were found not to operate properly before leaving the medical center. This includes location, problems that the malfunctioning device may cause, and date when Corrective maintenance will be completed.

1. Written Reports: On completion of each inspection and maintenance service, the contractor shall furnish a written report, within ten (10) calendar days of completion of the maintenance or inspection. Report shall be legible and provide, as a minimum, the following information:

DATE OF SERVICE

LOCATION OF SERVICE

EXACT COMPONENT

TYPE OF SERVICE

SERVICE PERFORMED (T-TEST, C-CLEAN, A-ADJUST, CAL-CALIBRATE, L-LUBRICATE).

FINAL CONDITION OF DEVICE (WP-WORKING PROPERLY, MAL-MALFUNCTIONING, ETC.)

INSPECTOR OR INSPECTORS’ INITIALS

1. Failure of the contractor to report before and after performing a repair or maintenance work shall be cause for the VA to withhold monthly payments.

1. Statement of power related problems by the contractor shall be substantiated by documentation utilizing the appropriate power recording equipment. The contractor must also present information from the manufacturer that the recorded conditions would cause problems with the equipment before it is determined that corrective maintenance is not covered by the contract.

1. ACCEPTANCE BY CONTRACTOR: Contractor shall accept the existing security system, all accessories and components, listed herein, in its present condition and shall maintain such system in strict conformance with the specification requirements. The following list of components is intended as a guide to the equipment covered under this contract. Note that these quantities may be in error by as much as + or – 10%. The specific location of each device is listed in Table Nos.1 through 28 of this document.

1. EMERGENCY CALLS: Contractor shall be required to have an answering service to relay and dispatch emergency calls. No separate phone numbers or beeper numbers other than the main company number will be accepted for service requirements.

1. QUALITY AND PERFORMANCE STANDARDS: All performance under this contract must be of high standards and must conform to good trade practices. All service under this contract shall be rendered promptly and efficiently upon receipt of an official order. All work to be performed under this contract is subject to inspection by the VA to insure compliance with all terms and conditions of this contract.

1. LIST OF TABLES: See section D attachments.

Table No. Description

4. John Cochran Building #1

4. John Cochran Building #2, 2A, 2B

4. John Cochran Building #3

4. John Cochran Building #4

4. John Cochran Building #6

4. John Cochran Building #7

4. John Cochran Building #5T

4. John Cochran Building #1T

4. Jefferson Barracks Building #1

4. Jefferson Barracks Building #24

4. Jefferson Barracks Building #23

4. Jefferson Barracks Building #51

4. Jefferson Barracks Building #52

4. Jefferson Barracks Building #53

4. Jefferson Barracks Building #18

4. Jefferson Barracks Building #3

4. Jefferson Barracks Building #3T

4. Jefferson Barracks Building #56

4. Jefferson Barracks Building #25

4. Jefferson Barracks Building #75

4. Jefferson Barracks Building #61

4. Jefferson Barracks Building #4T

4. Jefferson Barracks Building #53T

4. Jefferson Barracks Building #58

4. Jefferson Barracks Building #60T

4. Jefferson Barracks Building #60

4. Jefferson Barracks Building #101T

4. Jefferson Barracks Fisher House

4. Jefferson Barracks Building #102T

4. Jefferson Barracks Building #104T

4. Jefferson Barracks Building #2

B.1 PRICE/COST SCHEDULE

ITEM INFORMATION

Complete maintenance and Corrective maintenance services to the Security System at the John Cochran (JC) Division and Jefferson Barracks (JB) Division of the VA Medical Center (VAMC), St. Louis, Missouri.

Contract Period: Base POP Begin: 03-01-2020 POP End: 02-28-2021

Complete maintenance and Corrective maintenance services to the Security System at the John Cochran (JC) Division and Jefferson Barracks (JB) Division of the VA Medical Center (VAMC), St. Louis, Missouri.

Contract Period: Option 1 POP Begin: 03-01-2021 POP End: 02-28-2022

Complete maintenance and Corrective maintenance services to the Security System at the John Cochran (JC) Division and Jefferson Barracks (JB) Division of the VA Medical Center (VAMC), St. Louis, Missouri.

Contract Period: Option 2 POP Begin: 03-01-2022 POP End: 02-28-2023

Complete maintenance and Corrective maintenance services to the Security System at the John Cochran (JC) Division and Jefferson Barracks (JB) Division of the VA Medical Center (VAMC), St. Louis, Missouri.

Contract Period: Option 3 POP Begin: 03-01-2023 POP End: 02-29-2024

Complete maintenance and Corrective maintenance services to the Security System at the John Cochran (JC) Division and Jefferson Barracks (JB) Division of the VA Medical Center (VAMC), St. Louis, Missouri.

Contract Period: Option 4 POP Begin: 03-01-2024 POP End: 02-28-2025

Page 1 of Page 1 of

SECTION C - CONTRACT CLAUSES

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

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

(End of Clause)

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

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es):

http://www.acquisition.gov/far/index.html http://www.va.gov/oal/library/vaar/

(End of Clause)

C.3 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.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.