36C25525Q0001.docx

36C25525Q0001

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

589-25-1-4756-0001 36C25525Q0001 10-02-2024 Hogue, James | James.Hogue@va.gov 913-684-0133 10-11-2024

5PM

CDT

36C255 Department of Veterans Affairs Network Contracting Office (NCO) 15 3450 S 4th Street Trafficway Leavenworth KS 66048 X X 562111 $47 Million N/A X Department of Veterans Affairs Robert J. Dole VA Medical Center 5500 E. Kellogg Ave.

Wichita KS 67218 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 Waste Removal Service See Section B, Statement of Requirements for details.

Submit Packages via email to: James.Hogue@va.gov Only verified SDVOSBs or VOSBs in the Veteran Small Business Certification (VetCert) database when an offer is submitted and at the time of contract award will be considered for award and unverified firms will be considered non-responsive and ineligible for award.

See CONTINUATION Page 589-4756-856700-2609 X X X One(1) Hogue, James Contracting Officer Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

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

a. CONTRACTOR:

Unique Entity ID:

Company Name and Address:

Point of Contact:

Phone Number:

Email Address:

Tax ID#

GSA or VA NAC Contract Number

b. GOVERNMENT: Contracting Officer 36C255 Department of Veterans Affairs Network Contracting Office (NCO) 15 3450 S 4th Street Leavenworth, KS 66048

2. CONTRACTOR REMITTANCE ADDRESS: All payments by the Government to the contractor will be made in accordance with 52.232-33, Payment by Electronic Funds Transfer—System For Award Management.

3. INVOICES: Invoices shall be submitted in arrears UPON ACCEPTANCE OF ORDER 36C25525Q0001

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.

Page 1 of Page 1 of

B.2 STATEMENT OF REQUIREMENT

1. INTRODUCTION

The Veterans Health Administration, Robert J. Dole VA has a requirement for refuse and recycling disposal, labor, and equipment at the Robert J. Dole VA Medical Center, 5500 E. Kellogg, Wichita, KS.

2. BACKGROUND

The Robert J. Dole VA Medical Center uses contract services to dispose of refuse and recyclable materials. Refuse, for the purpose of these services, is defined as: combustible and non-combustible materials, such as paper, wrappings, cartons, metal, glass, floor sweepings, street sweepings, wastepaper, lumber, coffee grounds, tea leaves, banana peels, citrus fruit rinds, onion hulls, and similar material and inedible items. Hazardous medical waste removal is not included.

3. SCOPE OF WORK

a. Sanitary Conditions:

The contractor shall dispose of the refuse/recycling in such a manner as not to cause conditions detrimental to public health or to constitute a public nuisance. The contractor shall comply with all federal, state, county, and city laws, rules, and regulations governing removal of waste materials. Collections shall be made in contractor-provided (not separately priced) containers, which shall be clean, painted and sanitary. Containers must meet Occupational Safety & Health Administration (OSHA) standards and requirements for safety, including compactor controls and switches. The contractor shall remove loose refuse and recyclable materials from the immediate area (approximately 10 feet) surrounding the container in the space provided. Contractor shall exercise due diligence to prevent leakage and scattering of waste on the grounds of the Medical Center. The pickup area shall be in a clean and sanitary condition following each pickup.

b. Collections:

1. The contractor shall be required to remove all refuse and any other waste material at times specified in the Schedule of Services from designated places of pickup. Pickups will be on the designated days between 8:00 am and 11:00 am. Contractor must be able to handle all refuse removal/recycling requirements immediately upon the start of the contract period.

2. Contractor is responsible for the pickup at least once a week except as noted. Transportation to site shall be accomplished via enclosed vehicle.

3. Should a container be blocked at the time of pickup, the Contractor will notify the COR and make a second attempt to pick up the container within 24 hours at no additional cost to the Government, only after the COR has notified the contractor that the obstruction has been remedied.

4. At least once per quarter (every three months), all dumpsters inherent to this requirement shall be cleaned/disinfected/sanitized by the Contractor at the Contractor’s facility. At no point in time should a dumpster location be left vacant.

c. Size and Type of Containers:

1. The contractor shall furnish all necessary steel containers of the size specified and shall place them in the pickup areas designated by the Chief, Environmental Management Service, for the accumulation of refuse. The containers shall be picked up at the specified times (and when requested by the Government), dumped, deodorized, and returned by the contractor. The containers shall be fully enclosed, rat-proof, leak-proof, and fire retardant. At minimum, contractor shall provide and install containers as specified below:

a. 6 cubic yard containers (quantity: 1)

b. 30 cubic yard container (quantity: 2)

c. 8-yard front-end loading (FEL) single stream containers (quantity: 8)

d. 8 cubic yard containers (quantity: 2)

2. All lid-type containers furnished under this contract shall be equipped with plastic lids to prevent refuse from blowing about the complex and onto neighboring lawns. All containers furnished under this contract shall be equipped with hinged doors, counter-balanced for ease of opening and with closing devices and handles. Doors must be located on containers for convenient use in loading either from loading dock or from ground level as required. Doors or lids to containers shall not be equipped with spring closing devices that will create a safety hazard. Containers will have wheel-locking devices; no type of loose wood or metal wedges shall be permitted.

a. The contractor shall do shovel and broom cleaning in the pickup areas, as needed.

b. Any requested compactor units must meet specifications in Section 7 below.

d. Pickup Instructions:

1. All refuse pickups shall be executed without interruption of normal functions of the Medical Center. The contractor agrees to furnish, at his own expense, all containers, vehicles, labor, and equipment and to perform all work required in accordance with this contract without assistance from the Government.

2. Empty containers for compaction units 8, 20, and 40 cubic yards, will be installed before the full containers are removed from the premises. The containers will be watertight and leak-proof. Contractor shall take measures to assure performance of all work requirements in all weather conditions.

3. If receptacles are determined to be too small or too large to handle the quantity of refuse removed from a building, within 72 hours of notification, the contractor shall replace the receptacle with a larger or smaller unit, as required, or provide an additional unit, when space is available. Prior to exchanging receptacles, the contractor shall notify the Contracting Officer Representative (COR) to obtain approval of the intended replacement.

e. Spillage and Cleaning:

The contractor shall remove all spillage and contents of cans and boxes at pickup points and replace all can covers. The contractor shall remove any materials that may be loose at pickup or loading points. The contractor shall be responsible for keeping the vehicle properly enclosed to avoid spillage and blowing of paper from the vehicle while in motion. Any litter that may be caused by spillage or blowing of papers from the vehicle will be immediately removed by the contractor. The contractor assumes all responsibility of items that may fall from the vehicle.

f. Delivery Schedule:

g. Compaction Unit(s):

1. Located at Building 2: The contractor shall furnish and completely install at the Robert J. Dole VA Medical Center one (1) compaction unit as follows:

a. One compaction unit that will accommodate up to a 30-cubic yard container shall be installed at Building 2. Equipment provided by the contractor shall function properly within the existing physical constraints of the Robert J. Dole VA Medical Center facility (dock height, location, access) and in accordance with the scope of the governmental requirements without special efforts on the part of the employees or the VA or their work processes. Compaction unit must remain functionally complete for its intended purpose. Should the compaction unit not function properly for its intended purpose, the Contractor shall replace the unit at no additional cost to the Government. Additionally, the Contractor shall inspect and service the equipment at least once every six months to ensure functionality. The contractor will be responsible for cleaning up any hydraulic fluid or other leakage.

b. Compactor shall have sufficient ram length to ensure that hopper will be free of trash after ram is fully extracted, and designed to operate without voids at the top, sides, and end opposite the ram and hopper. Specific requirements of the compactor include:

(i) Unobstructed floor space will never be less than 2 feet x 3 feet x 10 inches with unlimited “unobstructed” height.

(ii) Each container shall be equipped with a sump to hold liquids and will have a minimum depth of 4 inches over the entire length and width of the container.

(iii) Container shall have a capacity of no less than 6 cubic yards.

(iv) The capacity of the powered lift for dumping containers shall be no less than 6,000 pounds.

h. Inspection of Premises:

It is strongly suggested that contractor visit the Medical Center to be fully aware of the scope of services required. Failure to inspect the premises will not relieve the successful contractor from performing in accordance with the strict intent and meaning of the specifications without additional cost to the Government.

i. Inspection of Contractor’s Facilities: The right is reserved for personnel from the Robert J. Dole VA Medical Center to thoroughly inspect and investigate the establishment, facilities, and business reputation to determine whether it is lacking in any of the essentials necessary to assure acceptable standards of performance.

j. Responsibility for the Container: The contractor agrees that the Robert J. Dole VA Medical Center assumes no liability for damage that may be done to the trash containers used in the performance of this contract.

4. EVIDENCE OF COVERAGE

a. Before commencing work under this contract, the contractor shall furnish to the Contracting Officer (CO), a certificate of insurance indicating the coverage outlined and containing an endorsement to the effect that cancellation of, or any material change in the policies which adversely affect the interests of the Government in such insurance shall not be effective unless a 30-day advance written notice of cancellation or change is furnished the Contracting Officer (CO).

b. In lieu of insurance coverage required, the contractor may furnish evidence of financial responsibility in the form of a qualified, self-insurance program, an irrevocable letter of credit, or a letter in which the contractor agrees to accept financial responsibility and further states that he/she is financially able to meet all claims up to the amount specified. The furnishing of such evidence of insurance coverage or financial responsibility MAY NOT be waived.

5. SCHEDULE OF INSURANCE COVERAGE

In accordance with FAR Clause 52.228-5, the following minimum coverage shall apply to this contract:

a. Workers’ compensation and employer’s liability: Contractors are required to comply with applicable Federal and State Workers’ compensation and occupational disease statues. If occupational diseases are not compensable under 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 and monopolistic funds that do not permit workers’ compensation to be written by private carriers.

b. General Liability: $500,000 per occurrence.

c. Automobile Liability: $250,000 per person; $500,000 per occurrence and $100,000 property damage.

6. SERVICE CONTRACT ACT

All employees who will be employed in the performance of the contract awarded as a result of this solicitation shall be paid no less than the wages shown in the Wage Determination which is incorporated and made a part of this solicitation and resulting contract.

7. AUTHORITY OF OPERATORS

The contractor’s operators shall always bear the contractor’s signed authority designating them as authorized to perform work at the Robert J. Dole VA Medical Center, Wichita, KS, under the contract. Only designated operators shall do work under this contract. All drivers of vehicles used in the performance of this contract must be authorized drivers of such type vehicles and shall carry upon their person the necessary operator and/or chauffeur’s license as may be required by the State of Kansas. While driving on Medical Center grounds, vehicle operators shall fully comply with speed and safety regulations pertaining to the operation of motor vehicles on federal property. Any unscheduled service call must be confirmed and approved by Environmental Management Services (EMS): Point of Contact - Jose Garcia, (316) 685-2221 ext.51278, or their designated point of contact, Josette Link, (316) 685-2221 ext. 53100. Upon completion of a service call, the technician shall, unless otherwise instructed by the Contracting Officer Representative (COR), physically exit the premises via personal reporting to the Environmental Management Services offices where they shall submit the individual service call report.

8. INVOICES

The contractor will submit a monthly invoice in arrears for services performed under the contract during the month and only one payment per month will be made.

a. Invoices for completed service should reference the applicable purchase order number and be submitted electronically via VA’s Electronic Invoice Presentment and Payment System (https://www.tungsten-network.com/customer-campaigns/veterans-affairs/).

b. Financial Services Center (FSC) e-Invoice Program information is available at: https://www.fsc.va.gov/einvoice.asp

9. CONTRACT ADMINISTRATION

The contractor shall contact the Contracting Officer/Contract Administrator on all matters pertaining to administration. Only the Contracting Officer is authorized to make commitments to issue changes that will affect the price, quantity, and quality or delivery terms of this contract.

a. The Contracting Officer Representative (COR) for this contract will be determined by the Contracting Officer/Service Line Supervisor.

10. GENERAL ADMINISTRATION

a. Contract Officer Representative (COR) Contact Lennie Blevins, (316) 685-2221 ext. 53042, lennie.blevins@va.gov

b. Place of Performance Robert J. Dole VA Medical Center 5500 E. Kellogg Avenue Wichita, KS 67218

c. Period of Performance

(1) See Block 3 of SF1449 plus 4 option years

11. CONTRACT ADMINISTRATION DATA

All contract administration functions will be retained by the Department of Veterans Affairs. The Contracting Officer will be the only person authorized to approve changes or modify any of the requirements under this contract. The Contractor shall communicate with the Contracting Officer on all matters pertaining to contract administration. Only the Contracting Officer will be authorized to make commitments or issue changes that affect price, 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 unauthorized, and no adjustment will be made in the contract price to cover any increase in costs incurred as a result thereof.

12. NON-PERSONAL SERVICES

This is a non-personal services contract. Personnel rendering services under this contract are not subject either by the contract’s terms or by the manner of its administration, to the supervision and control usually prevailing in relationships between the government and its employees. The Government shall not exercise any supervision or control over the contract service providers performing services herein. Such contract service providers shall be accountable solely to the Contractor who, in turn, is responsible to the Government.

13. HOURS OF OPERATION

a. Business hours: Monday through Friday, 8:00a.m. – 4:30p.m.

b. National Holidays: New Year’s Day, Martin Luther King Jr.’s birthday, Presidents Day, Memorial Day, Juneteenth National Independence Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day, Christmas Day, and any other day specifically declared by the President of the United States to be a national holiday.

14. QUALITY CONTROL

Contract Performance Monitoring. The POC may perform surveillance of services by any of the methods listed below:

a. Observing actual performance.

b. Inspecting the services to determine whether the performance meets the performance standards; and

c. Review of any other appropriate records.

d. The Government shall periodically evaluate the Contractor performance by appointing a POC to monitor performance to ensure services are received. The Government representative(s) shall evaluate the Contractor performance through inspections of observations, inspection of services, or any other form of documentation and all complaints from VA personnel. The Government may inspect as each task is completed or increase the number of quality assurance inspections if deemed appropriate because of repeated failures or because of repeated customer complaints. Likewise, the Government may decrease the number of quality assurance inspections if performance dictates. The Government Contracting Officer shall make final determination of the validity of customer complaint(s).

e. When unacceptable performance occurs, the POC shall inform the Contractor and the Contracting Officer. This will normally be in writing unless circumstances necessitate verbal communication. In any case, the POC shall document the discussion and place it in the POC file. When the POC determines that formal written communication is required, the POC shall prepare a Contract Discrepancy Report (CDR) and present it to the contractor program manager. The Contractor shall acknowledge receipt of the CDR in writing. The CDR will specify if the Contractor is required to prepare a corrective action plan to document how the Contractor shall correct unacceptable performance and avoid a recurrence. The CDR will also state how long after receipt the Contractor must present this corrective action plan to the POC. The Government shall review the Contractor corrective action plan to determine acceptability. Any CDRs may become a part of the supporting documentation for any contractual action deemed necessary by the Contracting Officer.

f. If any of the services do not conform to contract requirements, the Government may require the contractor to perform the services again in conformity with contract requirements, at no increase in contract amount. When the defects in services cannot be corrected by re-performance, the Government may require the Contractor to take necessary action to ensure that future performance conforms to contract requirements at no additional cost to the Government.

15. CONTRACT SECURITY CLAUSES

The C&A requirements do not apply, and a Security Accreditation Package is not required for this contract.

16. DELIVERY & LOCATION INFORMATION

Services will be delivered and rendered at the Robert J. Dole VA Medical Center, 5500 E. Kellogg, Wichita, KS at the locations specified in the above sections.

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

New contract for Waste Removal Services for Robert J. Dole VAMC

Contract Period: Base POP Begin: 12-01-2024 POP End: 11-30-2025

PRINCIPAL NAICS CODE: 562111 - Solid Waste Collection PRODUCT/SERVICE CODE: S205 - Housekeeping - Trash/Garbage Collection

New contract for Waste Removal Services for Robert J. Dole VAMC

Contract Period: Option 1 POP Begin: 12-01-2025 POP End: 11-30-2026

PRINCIPAL NAICS CODE: 562111 - Solid Waste Collection PRODUCT/SERVICE CODE: S205 - Housekeeping - Trash/Garbage Collection

New contract for Waste Removal Services for Robert J. Dole VAMC

Contract Period: Option 2 POP Begin: 12-01-2026 POP End: 11-30-2027

PRINCIPAL NAICS CODE: 562111 - Solid Waste Collection PRODUCT/SERVICE CODE: S205 - Housekeeping - Trash/Garbage Collection

New contract for Waste Removal Services for Robert J. Dole VAMC

Contract Period: Option 3 POP Begin: 12-01-2027 POP End: 11-30-2028

PRINCIPAL NAICS CODE: 562111 - Solid Waste Collection PRODUCT/SERVICE CODE: S205 - Housekeeping - Trash/Garbage Collection

New contract for Waste Removal Services for Robert J. Dole VAMC

Contract Period: Option 4 POP Begin: 12-01-2028 POP End: 11-30-2029

PRINCIPAL NAICS CODE: 562111 - Solid Waste Collection PRODUCT/SERVICE CODE: S205 - Housekeeping - Trash/Garbage Collection

GRAND TOTAL

B.4 DELIVERY SCHEDULE

Robert J. Dole VA Medical Center 5500 E. Kellogg Avenue Wichita, KS 67218

316-685-2221 Ext.53042 Lennie.Blevins@va.gov

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 52.252-2 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/

C.3 VAAR 852.201-70 CONTRACTING OFFICER'S REPRESENTATIVE (DEC 2022)

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

(End of Clause)

C.4 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.5 VAAR 852.219-73 VA NOTICE OF TOTAL SET-ASIDE FOR CERTIFIED SERVICE-DISABLED VETERAN-OWNED SMALL BUSINESSES (JAN 2023) (DEVIATION)

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

(1) Means a small business concern—

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(2) Supplies/products.

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

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

(3) General construction. In the case of a contract for general construction, the SDVOSB prime contractor will not pay more than…