36C25618Q0190-000.docx

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* = Required Field FedBizOpps Combined Synopsis/Solicitation Notice Rev. March 2010 Veterinary Medical Unit Equipment 01 (VMU) Southeast Louisiana Veterans Healthcare System 2400 Canal Street New Orleans, LA 70119 70112 36C25618Q0190 01-05-2018 N 334516 Department of Veterans Affairs Southeast Louisiana Veterans HCS Network Contracting Office 16 1555 Poydras Street STE 1308 New Orleans LA 70112 C.Robert Oravetz Department of Veterans Affairs Network Contracting Office 16 1555 Poydras Street Suite 1308 New Orleans, LA 70112 Department of Veterans Affairs Southeast Louisiana Veterans Healthcare System 2400 Canal Street New Orleans, LA 70119 United States christopher.oravetz@va.gov christopher.oravetz@va.gov

This is a combined synopsis/solicitation for commercial items, prepared in accordance with the format in Federal Acquisition Regulation (FAR 12.6) as supplemented with additional information included in this notice. This announcement constitutes the only solicitation; offers are being requested and a written solicitation will not be issued.

Solicitation number 36C25618Q0190 is issued as a Request for Quote (RFQ). This solicitation document and incorporated provisions and clauses are those in effect through Federal Acquisition Circular 2005-84.

The overall purpose is to provide and configure equipment for the Veterinary Medical Unit at Southeast Louisiana Veterans Health Care System (SLVHCS) Research Building, “P”, 2400 Canal St, New Orleans, LA 70119. This equipment is requested to fulfill the Research mission.

All work shall be completed in accordance with the Statement of Work (SOW) entitled, “VMU 01” dated 11/16/2017. The Statement of Work within this solicitation is a non-negotiable document. Offers/quotes shall not include edits, revisions, additions, deletions, alterations, or track change comments to the Statement of Work.

The associated North American Industry Classification (NAICS Code) for this requirement is 334516 - Analytical Laboratory Instrument Manufacturing.

This solicitation is set aside 100 % for Veteran Owned Small Businesses (Total VOSB set aside). Offers shall only be accepted from eligible Veteran Owned Small Businesses (VOSB’s) (including Service Disabled Veteran Owned Small Businesses (SDVOSB’s)). An eligible VOSB is defined as a Veteran Owned Small Business (VOSB) who has a non-expired, active profile/registration in the Vendor Information Pages (i.e. VetBiz https://www.vip.vetbiz.gov/ ). For your offer to be accepted (and for you to be considered for a contract award resulting from this solicitation) you must be an eligible VOSB with the appropriate active credentials in VetBiz. Upon receipt of offers, the contracting officer (or authorized representative) will verify that the offeror appears in VetBiz (i.e. The offeror has a non-expired, active profile/registration in this database). The contracting officer (or authorized representative) will verify the offeror’s profile/registration in VetBiz through utilization of the offeror’s DUNS numbers as it appears in the System for Award Management (SAM) database. Offeror’s not appearing in the Vendor Information Pages (i.e. VetBiz) shall be removed from competition and shall not be considered for a contract award resulting from this solicitation.

Offerors shall provide business name, doing business as (DBA) name, mailing address, phone number, DUNS number, CAGE code, and proof of active SAM (System for Award Management) registration when submitting offers in response to this solicitation.

When preparing offers in response to this solicitation offerors shall refer to FAR 52.212-1 Instructions to Offerors-Commercial Items which provides specific guidance and instructions for offer submission. Offerors shall also familiarize themselves with 52.212-2 Evaluation-Commercial Items which provides the criteria for how offers will be evaluated.

Table of Contents

SECTION A: PRICE/COST SCHEDULE

A.1 PRICE/COST SCHEDULE EA=EACH, SE=SET, JB=JOB

GRAND TOTAL ALL CLINS

SECTION B – STATEMENT OF WORK

B.1 STATEMENT OF WORK

Statement of Work Veterinary Medical Unit Equipment 01

VMU 01

Southeast Louisiana Veterans Health Care System New Orleans, LA 11/16/2017

2.5 SALIENT CHARACTERISTICS: All equipment must be designed to meet or exceed requirements set forth by the 8th Edition, Guide for the Care and Use of Laboratory Animals.

Specifications/Salient Characteristics: Approximate sizes may vary from unit to unit Nominal Size 3 ft. (0.9 m) 4 ft. (1.2 m) 5 ft. (1.5 m) Minimum Sash Height 14" (356 mm) 14" (356 mm) 14" (356 mm) Approximate Interior Dimensions (W x D x H) (873 x 664 x 659) 42 ⅜ x 28 ¼ x 26 Approximate Downflow Velocity 80 fpm (0.40 m/s) Light Intensity foot-candles with minimum (LUX) 150 (1614) Include push/pull bars Heavy Duty Stainless Steel Casters or equivalent metal

2.5.2 Description: Station, bedding Dump Waste, Portable, 2 each, configured in Research building rooms: 4P150, 4P304.

Suggested Manufacturer Brand Name: Labconco Corp., 3840000, or equivalent.

Specifications/Salient Characteristics: Approximate sizes may vary from unit to unit

The mobile system for disposing of used small animal bedding. Waste container should hold minimum 40-gallon standard-size trash bags. The platform on casters locks securely to the waste container for easy transport. Bedding Disposal Station protects the operator from airborne particulates generated during bedding disposal operation. Room air is drawn into the front of the enclosure, preventing aerosols from escaping into the room. Before leaving the enclosure, 100% of the air passes through a prefilter to trap large particles and then through an exhaust HEPA filter, protecting the environment.

Electrical: 115 volts, 60 Hz, 5 Amps, Domestic Large 40 gallon, industrial strength, NSF-Listed waste container, High density polyethylene waste container platform with 3" diameter casters, if applicable.

Non-marking polyurethane casters with brakes for mobility with a minimum width of 1 inch 99.99% efficient HEPA exhaust filter Economical, disposable exhaust prefilter

2.5.3 Description: Anesthesia, Gas, Isoflurane, W/Induction Chamber, 4 each, configured in Research building rooms: 4P318C.

Suggested Manufacturer Brand Name: Parkland Scientific, Model V3000PS , or equivalent.

Specifications/Salient Characteristics: Approximate sizes may vary from unit to unit

· Table Top Anesthesia Stand w/ flowmeter & O2 Flush

· Isoflurane Vaporizer

· Small Dual Induction Kit w/ 6"x8"x4" Chamber & Dual diverter valves (approximate size)

· Large Dual Induction Kit w/ 8"x12"x4" Chamber & Dual diverter valves (approximate size)

· Small Rodent Non-Rebreathing Circuit with Nose Cone & diaphragm

2.5.4 Description: Table Top Isoflurane Anesthesia System, Veterinary, 4 each, configured in Research building rooms: 4P318C, 4P321, 4P322, 4P333.

Suggested Manufacturer Brand Name: Parkland Scientific, Model V3000PS, or equivalent.

Specifications/Salient Characteristics: Approximate sizes may vary from unit to unit

· Table Top Anesthesia Stand w/ flowmeter & O2 Flush

· Isoflurane Vaporizer

· Small Rodent Non-Rebreathing Circuit with Nose Cone & diaphragm

· Oxygen Supply Hose 6' w/ DISS Connectors

2.5.5 Description: Autoclave, Table Top, 2 each, configured in Research building rooms: 4P171.

Suggested Manufacturer Brand Name: New Tuttnauer EZ9, or equivalent.

Specifications/Salient Characteristics: Approximate sizes may vary from unit to unit.

2.5.6 Description: Balance, Electronic, 0-12000gm, 13 each, configured in Research building rooms: 4P302A, 4P313A, 4P316. 4P317, 4P321, 4P322, 4P323, 4P324, 4P327, 4P329, 4P331, 4P333, 4P335.

Suggested Manufacturer Brand Name: Mettler Instrument Corp PL1502E, or equivalent.

Specifications/Salient Characteristics: Approximate sizes may vary from unit to unit

2.5.7 Description: Multi Channel Telemetry Systems, 1 each, configured in Research building rooms: 4P324

Suggested Manufacturer Brand Name: TSE Systems, Stellar Telemetry with accessories, or equivalent.

Specifications/Salient Characteristics: Approximate sizes may vary from unit to unit.

Key Features

• 1GB memory in transmitter, no data dropout

• Catheter tipped solid state pressure sensor

• Receiver USB connects to laptop

• Program implanted transmitter remotely

• One receiver for multiple animals

• Collects data even when outside 5m range

• The disposable transmitters must have the capability to be resterilized and be reused as many times as needed to include maintaining flexibility and accuracy throughout.

• Transmitters – Pressure, Heart-Rate, ECG, EEG, EMG, EOG, (Dual) Temperature and (3D) Activity. Telemetry transmitters allow measurement of activity (A), pressure (P), electrocardiogram (ECG),lectroencephalogram (EEG), electromyography (EMG), electrooculography (EOG), heart rate and temperature in a hermetically sealed Implanted system.

• All leads should feature solid state pressure tipped sensors, eliminating slow frequency response, head pressure and animal movement noise which are associated with fluid filled catheters. Transmitters must be available in the following combinations: Pressure / ECG / EEG / EMG / EOG / Heart Rate.

• Temperature and Activity must be included as a standard feature with any transmitter configuration.

• Telemetry Receiver and Antenna must have the capability to monitor numerous animals with a single receiver.

• Receive data from anywhere in the lab within a range of no less than 5 meters.

• Receivers should have the capability to resume monitoring after a break in reception

• Real-Time waveform availability that can be reviewed to guide implantation or provide acute feedback.

• Mobile antenna with functional use within a range of no less than 5 meters.

• Array feature to cover larger areas.

· Battery life up to 6 months for sensors

2.5.8 Incubator, Bacteriological, 1 each, configured in Research building rooms: 4P163A.

Suggested Manufacturer Brand Name: VWR Scientific 35823-259, or equivalent.

Specifications/Salient Characteristics: Approximate sizes may vary from unit to unit

2.5.9 Description: Table, Examination/Treatment, Animal, CRS,33x20x72, 6 each, configured in Research building rooms: 4P153, 4P314, 4P318B, 4P320B, 4P304, 4P304.

Suggested Manufacturer Brand Name: Blickman, Inc. 7847SS, or equivalent.

Specifications/Salient Characteristics: Approximate sizes may vary from unit to unit

Features H-Brace Approximate Dimensions (WxDxH) 72" x 24" x 34" Approximate Width 72" (182.88cm) Approximate Depth 24" (60.96cm) Approximate Height 34" (86.36cm) Casters 3" Approximate Wheel Diameter

Specifications/Salient Characteristics: Approximate sizes may vary from unit to unit

•Flat top (approximate size 22"W x 60"L) with a heated area approximately 15" x 48" in size. Heating area must have controlled heating with a minimum temperature range of 70 degrees F to 97 degrees F with even heat distribution.

•Thermostatic control located on the frame.

•Raised center that permits fluid run-off into a perimeter trough and to a drain outlet.

•Directional tilt lock to secure the top in almost any position, from horizontal to near vertical.

•Attachment rail system to run continually along the sides and ends of the table.

•At least four sliding, quick-release, cam cleat tie-down attachments are provided.

•Table with a lift capability range of approximately 28" to 40” operated by a (lifting) mechanism is that is either electric or hydraulic.

8. SECURITY REQUIREMENTS

8.1 The Authorization & Accreditation (A&A) requirements do not apply and a Security Accreditation Package is not required.

1. GENERAL

Contractors, contractor personnel, subcontractors, and subcontractor personnel shall be subject to the same Federal laws, regulations, standards, and VA Directives and Handbooks as VA and VA personnel regarding information and information system security.

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS (JAN 2017)

(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) System for Award Management (SAM).

(1) Unless exempted by an addendum to this contract, the Contractor is responsible during performance and through final payment of any contract for the accuracy and completeness of the data within the SAM database, and for any liability resulting from the Government's reliance on inaccurate or incomplete data. To remain registered in the SAM database after the initial registration, the Contractor is required to review and update on an annual basis from the date of initial registration or subsequent updates its information in the SAM database to ensure it is current, accurate and complete. Updating information in the SAM does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document.

(2)(i) If a Contractor has legally changed its business name, "doing business as" name, or division name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in FAR subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day's written notification of its intention to (A) change the name in the SAM database; (B) comply with the requirements of subpart 42.12; and (C) agree in writing to the timeline and procedures specified by the responsible Contracting Officer. The Contractor must provide with the notification sufficient documentation to support the legally changed name.

(ii) If the Contractor fails to comply with the requirements of paragraph (t)(2)(i) of this clause, or fails to perform the agreement at paragraph (t)(2)(i)(C) of this clause, and, in the absence of a properly executed novation or change-of-name agreement, the SAM information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the meaning of the "Suspension of Payment" paragraph of the electronic funds transfer (EFT) clause of this contract.

(3) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in the SAM record to reflect an assignee for the purpose of assignment of claims (see Subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the SAM database. Information provided to the Contractor's SAM record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the "Suspension of payment" paragraph of the EFT clause of this contract.

(4) Offerors and Contractors may obtain information on registration and annual confirmation requirements via SAM accessed through https://www.acquisition.gov.

(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 ITEMS 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):

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

(End of Clause)

C.5 52.246-2 INSPECTION OF SUPPLIES—FIXED-PRICE (AUG 1996)

(a) Definition. "Supplies," as used in this clause, includes but is not limited to raw materials, components, intermediate assemblies, end products, and lots of supplies.

(b) The Contractor shall provide and maintain an inspection system acceptable to the Government covering supplies under this contract and shall tender to the Government for acceptance only supplies that have been inspected in accordance with the inspection system and have been found by the Contractor to be in conformity with contract requirements. As part of the system, the Contractor shall prepare records evidencing all inspections made under the system and the outcome. These records shall be kept complete and made available to the Government during contract performance and for as long afterwards as the contract requires. The Government may perform reviews and evaluations as reasonably necessary to ascertain compliance with this paragraph. These reviews and evaluations shall be conducted in a manner that will not unduly delay the contract work. The right of review, whether exercised or not, does not relieve the Contractor of the obligations under the contract.

(c) The Government has the right to inspect and test all supplies called for by the contract, to the extent practicable, at all places and times, including the period of manufacture, and in any event before acceptance. The Government shall perform inspections and tests in a manner that will not unduly delay the work. The Government assumes no contractual obligation to perform any inspection and test for the benefit of the Contractor unless specifically set forth elsewhere in this contract.

(d) If the Government performs inspection or test on the premises of the Contractor or a subcontractor, the Contractor shall furnish, and shall require subcontractors to furnish, at no increase in contract price, all reasonable facilities and assistance for the safe and convenient performance of these duties. Except as otherwise provided in the contract, the Government shall bear the expense of Government inspections or tests made at other than the Contractor's or subcontractor's premises; provided, that in case of rejection, the Government shall not be liable for any reduction in the value of inspection or test samples.

(e) (1) When supplies are not ready at the time specified by the Contractor for inspection or test, the Contracting Officer may charge to the Contractor the additional cost of inspection or test.

(2) The Contracting Officer may also charge the Contractor for any additional cost of inspection or test when prior rejection makes reinspection or retest necessary.

(f) The Government has the right either to reject or to require correction of nonconforming supplies. Supplies are nonconforming when they are defective in material or workmanship or are otherwise not in conformity with contract requirements. The Government may reject nonconforming supplies with or without disposition instructions.

(g) The Contractor shall remove supplies rejected or required to be corrected. However, the Contracting Officer may require or permit correction in place, promptly after notice, by and at the expense of the Contractor. The Contractor shall not tender for acceptance corrected or rejected supplies without disclosing the former rejection or requirement for correction, and, when required, shall disclose the corrective action taken.

(h) If the Contractor fails to promptly remove, replace, or correct rejected supplies that are required to be removed or to be replaced or corrected, the Government may either (1) by contract or otherwise, remove, replace, or correct the supplies and charge the cost to the Contractor or (2) terminate the contract for default. Unless the Contractor corrects or replaces the supplies within the delivery schedule, the Contracting Officer may require their delivery and make an equitable price reduction. Failure to agree to a price reduction shall be a dispute.

(i) (1) If this contract provides for the performance of Government quality assurance at source, and if requested by the Government, the Contractor shall furnish advance notification of the time (i) when Contractor inspection or tests will be performed in accordance with the terms and conditions of the contract and (ii) when the supplies will be ready for Government inspection.

(2) The Government's request shall specify the period and method of the advance notification and the Government representative to whom it shall be furnished. Requests shall not require more than 2 workdays of advance notification if the Government representative is in residence in the Contractor's plant, nor more than 7 workdays in other instances.

(j) The Government shall accept or reject supplies as promptly as practicable after delivery, unless otherwise provided in the contract. Government failure to inspect and accept or reject the supplies shall not relieve the Contractor from responsibility, nor impose liability on the Government, for nonconforming supplies.

(k) Inspections and tests by the Government do not relieve the Contractor of responsibility for defects or other failures to meet contract requirements discovered before acceptance. Acceptance shall be conclusive, except for latent defects, fraud, gross mistakes amounting to fraud, or as otherwise provided in the contract.

(l) If acceptance is not conclusive for any of the reasons in paragraph (k) hereof, the Government, in addition to any other rights and remedies provided by law, or under other provisions of this contract, shall have the right to require the Contractor (1) at no increase in contract price, to correct or replace the defective or nonconforming supplies at the original point of delivery or at the Contractor's plant at the Contracting Officer's election, and in accordance with a reasonable delivery schedule as may be agreed upon between the Contractor and the Contracting Officer; provided, that the Contracting Officer may require a reduction in contract price if the Contractor fails to meet such delivery schedule, or (2) within a reasonable time after receipt by the Contractor of notice of defects of nonconformance, to repay such portion of the contract as is equitable under the circumstances if the Contracting Officer elects not to require correction or replacement. When supplies are returned to the Contractor, the Contractor shall bear the transportation cost from the original point of delivery to the Contractor's plant and return to the original point when that point is not the Contractor's plant. If the Contractor fails to perform or act as required in (1) or (2) above and does not cure such failure within a period of 10 days (or such longer period as the Contracting Officer may authorize in writing) after receipt of notice from the Contracting Officer specifying such failure, the Government shall have the right by contract or otherwise to replace or correct such supplies and charge to the Contractor the cost occasioned the Government thereby.

(End of Clause)

C.6 VAAR 852.203-70 COMMERCIAL ADVERTISING (JAN 2008)

The bidder or offeror agrees that if a contract is awarded to him/her, as a result of this solicitation, he/she will not advertise the award of the contract in his/her commercial advertising in such a manner as to state or imply that the Department of Veterans Affairs endorses a product, project or commercial line of endeavor.

(End of Clause) C.7 VAAR 852.203-71 DISPLAY OF DEPARTMENT OF VETERAN AFFAIRS…