36C25619Q1422-0002002.pdf

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* = Required Field FedBizOpps Combined Synopsis/Solicitation Notice Rev. March 2010

J

Remove and replace the existing storm drain piping MEDVAMC Houston, Texas

77030

36C25619Q1422

09-16-2019

N

238220

Department of Veterans Affairs Network Contracting Office 16 Michael E. DeBakey VA Medical Center 2002 Holcombe BLVD Houston TX 77030 4298

Jeneice McClinton jeneice.mcclinton@va.gov

Michael E. DeBakey VA Medical Center

2002 Holcombe Blvd., Bldg 100 Houston, Texas

77030

U.S.

36C25619Q1422

COMBINED SYNOPSIS/SOLICITATION FOR COMMERCIAL ITEMS

General Information Document Type: Combined Synopsis/Solicitation Solicitation Number: 36C25619Q1422 Remove and Replace Storm Drain

Piping MEDVAMC Houston, Texas Posted Date: August 30, 2019 Response Date (NLT): September 16, 2019 Response Time (NLT): 9:00am (Central Time) Product or Service Code: J045 (Maint/Repair of Equipment – Plumbing, Heating, and Waste Disposal Equipment) Set Aside: Service Disabled Veteran-Owned Small Business

(SDVOSB)

NAICS Code: 238220 (Plumbing, Heating, and Air-Conditioning

Contractors) Point of Contract: Only electronic offers will be accepted: Jeneice

McClinton, Contracting Officer; Email:

Description

This is a combined synopsis/solicitation for commercial items prepared in accordance with the format in Federal Acquisition Regulation (FAR) subpart 12.6, in conjunction with FAR Part 13, as supplemented with additional information included in this notice. This announcement constitutes the only solicitation; quotes are being requested, and a written solicitation document will not be issued. This combined synopsis/solicitation is issued as a Request for Quote (RFQ). The solicitation document and incorporated provisions and clauses are those in effect through Federal Acquisition Circular FAC 2019-05 (effective 08/13/2019). The associated North American Industrial Classification System (NAICS) code for this procurement is 238220, with a small business size standard of $15 million. This procurement is a 100% Total Service Disabled Veteran Owned Small Business (SDVOSB) Set-Aside and all eligible quoters are encouraged to submit quotes. To be eligible for award quoter must be verified in the Vendor Information Pages (VIP) (https://www.vip.vetbiz.gov ) at the time of the close of the RFQ and at the time of award and be registered in the System Award Management (SAM) at the time of award. Small business registration will be verified in SAM and Small Business Administration (SBA). Quotes will be considered non-responsive and rejected if the Contracting Officer is not able to verify and view contractor registrations.

The VHA Regional Procurement Office, Network Contracting Office-16 intends to award a single firm fixed price contract to remove and replace storm drain piping located in room BB-00 at the east end of the service tunnel at building 100, at the Michael E. DeBakey VA Medical Center (MEDVAMC) in Houston, Texas.

1. Quote shall be valid 120 days from the close of this RFQ.

2. A site visit will be held on Thursday, September 5, 2019 at 10:30a.m. (Central Time). Attendance is not required but is strongly encouraged and expected to inspect all sites where services are to be performed and to satisfy themselves regarding all general and local conditions that may affect the cost of contract performance. In no event shall failure to inspect one or all sites constitute grounds for a claim after contract award.

https://www.vip.vetbiz.gov/

Please RSVP to Jeneice McClinton at jeneice.mcclinton@va.gov .

Location: Michael E. DeBakey VA Medical Center 2002 Holcombe Blvd., Bldg 100 4th Floor, (Blue elevators) | Network Contracting Office-16

3. Any potential changes to the Performance Work Statement (PWS) or questions, noted during the site visit must be submitted in writing by the question due date. All questions and answer requests are due in writing, via email to Contracting Officer Jeneice McClinton, at jeneice.mcclinton@va.gov , no later than September 9, 2019, 11:00a.m. Central Time.

4. Quotes are due no later than September 16, 2019, 9:00a.m., Central Time. Quotes will only be accepted in Microsoft Word or .pdf format by email to: Contracting Officer Jeneice McClinton, Period of Performance: 90 days

All interested companies shall provide quotation(s) for and complete the following:

Section B.1 Contract Administration;

Section B.3 PRICE/COST SCHEDULE ATTACHMENT A Relevant Experience Form

E.3 52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS-COMMERICAL ITEMS

(OCT 2018)

mailto:jeneice.mcclinton@va.gov

RFQ# 36C25619Q1422

PROJECT TITLE: Remove and Replace Existing Storm Drain Pipe – MEDVAMC Houston, Texas

TABLE OF CONTENTS

SECTION B -

B.1 CONTRACT ADMINISTRATION DATA

B.2. PERFORMANCE WORK STATEMENT

B.3 PRICE/COST SCHEDULE

SECTION C - CONTRACT CLAUSES

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

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

C.3 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

C.4 VAAR 852.219-10 VA NOTICE OF TOTAL SERVICE-DISABLED VETERAN-OWNED

SMALL BUSINESS SET-ASIDE (JUL 2016)(DEVIATION)

C.5 VAAR 852.219-74 LIMITATIONS ON SUBCONTRACTING—MONITORING AND

COMPLIANCE (JUL 2018)

C.6 VAAR 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV 2018)

C.7 VAAR 852.237-70 CONTRACTOR RESPONSIBILITIES (APR 1984)

C.8 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES

OR EXECUTIVE ORDERS—COMMERCIAL ITEMS (MAY 2019)

SECTION D - CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS

D.1 ATTACHMENT A RELEVANT EXPERIENCE FORM

D.3 CONTRACTOR TEAM ARRANGEMENTS (CTAS)

D.3 WAGE DETERMINATION – HARRIS COUNTY

SECTION E - SOLICITATION PROVISIONS

E.1 52.212-1 INSTRUCTIONS TO OFFERORS—COMMERCIAL ITEMS (OCT 2018) 42

E.2 ADDENDUM to FAR 52.212-1 INSTRUCTIONS TO OFFERORS—COMMERCIAL ITEMS.46

E.3 52.252-1 SOLICITATION PROVISIONS INCORPORATED BY REFERENCE (FEB 1998)

E.4 52.212-2 EVALUATION—COMMERCIAL ITEMS (OCT 2014)

E.5 52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS—COMMERCIAL ITEMS

(OCT 2018)

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: _______________________________________ (Company Name)

_______________________________________ (Address)

_______________________________________ (City-State-Zip)

POINT OF CONTACT: _______________________________________

PHONE NUMBER: ________________________________________

E-MAIL ADDRESS: ________________________________________

DUNS: ________________________________________

TAX ID (TIN)# ________________________________________

FSS# ________________________________________

b. GOVERNMENT: Contracting Officer 36C256 Jeneice McClinton jeneice.mcclinton@va.gov

Department of Veterans Affairs Network Contracting Office (NCO)- 16 Michael E. DeBakey VA Medical Center 2002 Holcombe BLVD, Bldg. 100 Houston TX 77030 4298

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

[X] 52.232-33, Payment by Electronic Funds Transfer—System for Award Management, or

3. INVOICES: Invoices shall be submitted in arrears:

a. Other [x] within 30 days after completion of work performed

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.

VA’s Electronic Invoice Presentment and Payment System – The FSC uses a third-party contractor, Tungsten, Vendor Electronic Invoice Submission Methods Facsimile, e-mail, and scanned documents are not acceptable forms of submission for payment requests.

Electronic form means an automated system transmitting information electronically according to the accepted electronic data transmission methods below:

� VA’s Electronic Invoice Presentment and Payment System – The FSC uses a third-party contractor, Tungsten, to transition vendors from paper to electronic invoice submission. Please go to this website:

http://www.tungstennetwork.

com/US/en/veterans-affairs/ to begin submitting electronic invoices, free of charge.

� A system that conforms to the X12 electronic data interchange (EDI) formats established by the Accredited Standards Center (ASC) chartered by the American National Standards Institute (ANSI).

The X12 EDI Web site (http://www.x12.org).

ACKNOWLEDGMENT OF AMENDMENTS: The offeror acknowledges receipt of amendments to the Solicitation numbered and dated as follows:

AMENDMENT NO DATE

B.2 PERFORMANCE WORK STATEMENT

Project Title: Remove and Replace Existing Storm Drain Pipe

1. INTRODUCTION:

The government requires removal and replacement of storm drain piping located in room BB-00 at the east end of the service tunnel at building 100, at the Michael E. DeBakey VA Medical Center (MEDVAMC) in Houston, Texas.

2. DESCRIPTION:

2.1 The contractor shall provide all management, labor, tools, equipment, personal protective gear, parts, transportation and other incidentals necessary to remove and replace storm drain piping located in room BB- 00 at the east end of the service tunnel at Building 100.

2.2 The contractor shall in accordance with the terms and conditions outlined herein and conform to the manufacturer’s equipment specifications and this performance work statement (PWS).

2.3 The contractor shall with the Facility Management Service and government point of contact ensure that removal and replacement of storm drain piping will not impact the mission of MEDVAMC. The contractor shall make all arrangements necessary to inspect, analyze, repair and calibrate the pipes, associated parts and equipment to return the pipes to fully operational status including verifying field conditions.

2.4 The following laws, regulations, policies, and procedures, including all subsequent changes or updates apply:

FAR Federal Acquisition Regulation VAAR Veterans Administration Acquisition Regulation

Standards All applicable Federal, State, Local and Industry: Laws, Policies and Standards as applicable to the proper performance of afore and hereafter described.

Manual 2018 National Standards Plumbing Code Fire National Fire Protection Code Engineering Engineering Services, Planning and Analysis Policies and Procedures Wage Determination Website https://beta.sam.gov

2.5 Glossary. Acronyms used in this PWS are listed below:

COR Contracting Officer’s Representative FAR Federal Acquisition Regulation PWS Performance Work Statement FMS Facilities Management Service MEDVAMC Michael E. DeBakey VA Medical Center

3. PERFORMANCE REQUIREMENTS:

3.1 The contractor shall communicate with the government point of contact FMS plumber in writing the plan to isolate, remove and install the storm drain piping and cast-iron pipe to fully operational.

3.2 MEDVAMC and contractor shall coordinate the lockout and tagout of pipe isolating all power source (water, electric)

3.3 The contractor shall remove approximately 60 feet of existing 10” storm drain piping, Wyes, 45, and 90 elbows.

3.4 The contractor shall install approximately 60 feet of cast iron pipe. The contractor shall remove fittings according to the 2018 edition of the National Standards Plumbing Code. The contractor shall provide proper bracing support for all piping and fittings as required by the 2018 National Standards Plumbing Code. The contractor shall install proper bracing support for all piping and fittings as required by the 2018 National Standards Plumbing Code.

3.5 The contractor shall repeat this process until all removal of existing storm drain piping and installation of cast iron piping are returned to 100 percent service in relation to proper bracing support for all piping and fitings.

3.6 The contractor shall provide removal of the storm drain piping after hours, weekend or holiday and remove and dispose of existing storm drain piping.

3.7 The contractor shall install new cast iron pipe.

3.8 The contractor shall remove all trash and debris associated with the job.

3.9 The contractor shall perform all safety devices associated with the cast iron pipe.

• Leaks

• Pipes failure to operatively function https://beta.sam.gov/

3.10 The contractor shall furnish technical, supervisory, and administrative personnel to ensure the completion of the work specified in this PWS.

3.11 All work performed shall be fully documented by the contractor.

3.12 The contractor shall consult on the offered in the industry is recommended.

4. PERFORMANCE LOCATION AND HOURS:

4.1 Place of Performance:

Michael E. DeBakey VA Medical Center 2002 Holcombe Blvd., Bldg 100 Houston, Texas 77030 Room BB-00 at the east end of the service tunnel at Building 100.

4.2 Period of Performance: 90 days

4.3 Work Hours:

Monday through Friday 7:00 am - 4:30 pm, excluding federal holidays, and unless other times are arranged in advance and approved in writing by the government point of contact.

4.4 Federal Holidays:

4.4.1 The ten holidays observed by the Federal Government are:

Federal Holiday Date New Year’s Day January 01 Martin Luther King’s Birthday Third Monday in January President’s Day Third Monday in February Memorial Day Last Monday in May Independence Day July 04 Labor Day First Monday in September Columbus Day Second Monday in October Veteran’s Day November 11 Thanksgiving Day Fourth Thursday in November Christmas Day December 25

4.4.2 If the holiday falls on a Sunday, the following Monday will be observed as a National holiday. When a holiday falls on a Saturday, the preceding Friday is observed as a National holiday by U.S. Government Agencies, and any other day specifically declared by the President of the United States.

4.5 Parking:

Parking is rigidly controlled throughout the MEDVAMC. Contractor parking is only allowed in authorized areas. Contractor shall abide by all MEDVAMC police requirements. Parking in designated patient parking areas is strictly prohibited. Parking for unloading equipment necessary to perform the work will be authorized in advance of starting the project.

5. SUBSTITUTION:

5.1 Requests for approval of substitutions shall be in writing and shall provide a detailed explanation of the circumstances necessitating the proposed substitutions. The request shall contain a complete resume for the proposed substitute, and any other information requested or required by the Contracting Officer to approve or disapprove the request. Proposed substitutes shall have qualifications that are equal to or higher than the personnel being augmented. The Contracting Officer or his/her authorized representative shall evaluate such requests and promptly notify the Contractor in writing whether the proposed substitution is acceptable.

5.2 If the Contracting Officer determines that, (1) suitable and timely replacement of personnel who have been reassigned, terminated or have otherwise become unavailable for the contract work is not reasonably forthcoming, or (2) the resultant substitution would be so substantial as to impair the successful completion of the contract or the delivery order in accordance with the proposal accepted by the government at time of contract award, the Contracting Officer may, (1) terminate the contract for cause or for the convenience of the government, as appropriate, or (2) seek any other remedy available under the contract or law.

5.3 The contractor shall replace any absent individual for any period greater than one workday to leave a full complement of trained qualified personnel at all times with no disruption of services.

6. CONTRACTOR PERSONNEL AND MANAGEMENT

6.1 Contractor Personnel: The contractor shall be responsible for employing technically qualified personnel to perform the work specified in this PWS. The contractor shall maintain the personnel, organization and administrative control necessary to ensure that the work delivered meets the contract specifications and requirements.

6.2 Contractor Badges: Notwithstanding the requirement to wear a government furnished badge, contractor personnel shall also wear a laminated contractor identification badge at all times when performing services under this contract, including when on government directed travel. The badge will contain a personal picture, name of employee, and contractor’s name. Badges shall be worn on the outer garment attached ot the outer shirt or jacket pocket by a button or clip or worn around the neck secured by an appropriate identification card lanyard.

6.3 Safety/Security Requirements: The contractor shall comply wit all applicable federal, state and local laws and protect all material(s), equipment, and supplies from damage and loss. Government security personnel shall have the express right to inspect for security violations at any time during the term of the contract.

6.4 All information generated in performance of this contract becomes property of the government and must be surrendered upon request and/or completion of the contract. The contractor must protect against the destruction and/or misplacement of all information produced under this contract, unless directed under local policy to destroy. This includes both hard and soft copies of data.

6.5 The contractor shall not release any information (including photographs, files, public announcements, statements, denials, or confirmations) on any part of the subject matter of this contract or any phase of any program hereunder without the prior written approval of the COR.

6.6 Standards of conduct:

6.6.1 Conduct of Personnel. Contractor personnel shall conduct themselves in a professional manner (i.e., timeliness, communication; spoken and written, etc.). The Contracting Officer may require the contractor to remove from the job site any employee working under this contract for reasons of suspected misconduct, a suspected security breach, or suspected to be under the influence of alcohol, drugs, or any other incapacitating agent. Contractor employees shall be subject to dismissal from the premises upon determination by the Contracting Officer that such action is necessary in interests of the government. The MEDVAMC hospital director or designated representative has the authority to bar individuals from the government facility. The removal from the job site or dismissal from the premises shall not relieve the contractor of the requirement to provide personnel to perform the services as required by this PWS. The government shall not reimburse the contractor for travel and other expenses associated with the removal of personnel.

6.6.2 Contractor personnel are not authorized to carry or possess personal weapons to include, but not limited to, firearms and knives with a blade length in excess of three inches, while assigned under this contract.

6.6.3 Working Attire and Appearance. Contractor personnel shall present a professional appearance commensurate with standards delineated for government civilian personnel acting in similar capacities.

7. NON-PERSONAL SERVICES STATEMENT

Contractor employees performing services under this order will be controlled, directed, and supervised at all times by management personnel of the contractor. Contractor management will ensure that employees properly comply with the performance work standards outlined in the PWS. Contractor employees will perform their duties independent of, and without the supervision of, any government official. The tasks, duties, and responsibilities set forth in the contract may not be interpreted or implemented in any manner that results in any contractor employee creating or modifying Federal policy, obligating the appropriated funds of the United States Government, overseeing the work of Federal employees, providing direct personal services to any Federal employee, or otherwise violating the prohibitions set forth in Parts 7.5 and 37.1 of the Federal Acquisition Regulation (FAR). The government will control access to the facility and will perform the inspection and acceptance of the completed work.

7.1 The Contractor shall be responsible for employing technically qualified personnel to perform the work specified in this PWS. The contractor shall maintain the personnel, organization, and administrative control necessary to ensure that the work delivered meets the contract specifications and requirements. The work history of each contractor employee must contain experience directly related to the task and functions he/she is intended to perform under this contract. The government reserves the right, during the life of the resulting contract, to request work histories on any contractor employee for the purposes of verifying compliance with the above requirements; additionally, the government reserves the right to review resumes of contractor personnel proposed to be assigned. Personnel assigned to, or utilized by, the contractor in performance of work shall be fully capable of performing the requirements contained in the PWS in and efficient, reliable, and professional manner. The normal manner of dress is business casual.

7.2 Specific Personnel Qualifications Requirements. Personnel assigned to or utilized by the contractor in the performance of this contract shall, at a minimum: be the responsibility of the contractor. The general contractor, and all if any sub-contractor’s employees shall have the 10-hour OSHA safety course; shall have the 30-hour course.

8. MATERIAL & WORKMANSHIP QUALITY

8.1. The contractor shall ensure materials and workmanship is in compliance with the 2018 National Standards Plumbing Code.

8.2. T h e Contractor shall provide complete maintenance service support during the warranty period unless the problem is determined to be the fault of the MEDVAMC. Contractor’s warranty maintenance service support shall include all parts, service, labor, travel time, and expense to perform corrective maintenance on the new turnkey installation.

9. GOVERNMENT FURNISHED EQUIPMENT:

9.1. The government shall not provide space available for the storage of contractor equipment and materials for this project. The Contractor shall schedule delivery of materials to limit the amount of storage space and time.

10. DEBRIS REMOVAL

10.1. The contractor shall remove waste materials and debris daily from the campus. The contractor shall remove waste material and debris off the site and dispose waste in accordance with applicable state and federal regulations.

11. CODE REQUIREMENTS

11.1. The contractor work for this project shall comply with the 2018 edition of the National Standards Plumbing Code.

12. SITE UTILITIES

12.1. The Contractor shall note that this performance work statement does not detail all existing structures, utilities, or components that may potentially interfere with the contract work required. All proposed utility relocations, reallocations, and shutdowns shall be approved by the government point of contract prior to commencing such work. The contractor shall field verify all existing utility installations and take appropriate action prior to working around any potential utility installation.

12.2. In the event of a shutdown, restriction, or interruption of any utility services is required, a written request shall be submitted to the government point of contact with a minimum of 72 hours’ notice. These requests shall be approved by the government point of contact prior to commencing work.

13. PERFORMANCE STANDARDS AND QUALITY MEASUREMENT

13.1 The government point of contact shall be responsible for monitoring the contractor’s performance.

Performance deficiencies or poor performance identified during the term of the contract shall be documented by the government and reported to the contractor. Upon notification of deficiencies or poor performance, the contractor shall be given 5 days’ time to take corrective action. If determined appropriate, the Contracting Officer and/or other VHA Regional Contracting Office-16 staff members shall meet with representatives of the contractor to review performance and resolve issues. All deficiencies or poor performance shall be documented and MUST be corrected within the timeframe specified by the government. The contractor shall notify the Contracting Officer when corrections(s) have been made. If the appropriate correction is not made within the timeframe specified, the government shall have the right to terminate the contract in its entirety.

Nothing in this section is intended to modify or waive the government’s rights outlined in 52.212-4.

13.2 Performance Standards Requirements Summary Matrix

PWS

Para

Performance Objective

Performance Standard

Acceptable Quality Level

Surveillanc e Method

Compliance

4.0 Conduct pipe

removal, replacement and start-up service

All work shall be completed code, the specifications and IAW the

PWS

95% performance level

Random inspection conducted by Engineering/

FMS

Positive: Acceptable performance rating in Contractor Performance Assessment Reporting System (CPARS).

Negative: May result in adverse CPARS and/or reperformance of work. Below AQL, non-acceptance of services. A contract discrepancy report (CDR), will be issued for performance below the AQL.

6.0 Maintain an

accurate inventory and submit timely reports.

Ensure submitted documents and reports are accurate.

Documents and reports are accurate 95% of the time.

Random inspection conducted by Engineering/

FMS

Positive: Acceptable performance rating in Contractor Performance Assessment Reporting System (CPARS).

Negative: May result in adverse CPARS and/or reperformance of work. Below AQL, non-acceptance of services. A contract discrepancy report (CDR), will be issued for performance below the AQL.

14. CHANGES TO THE CONTRACT OR PWS:

Changes to this PWS or the impending contract shall only be authorized and approved through written correspondence form the Contracting Officer. A copy of each change shall be kept in a project folder along with all other documents or items pertaining to the project. Costs incurred by the contractor through the actions of parties other than the Contracting Officer shall be borne by the Contractor.

END OF THE PERFORMANCE WORK STATEMENT

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

ITEM

NUMBER

DESCRIPTION OF

SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

1.00

JB

The contractor shall provide all management, labor, tools, equipment, personal protective gear, parts, transportation and other incidentals necessary to remove and replace storm drain piping located in room BB- 00 at the east end of the service tunnel at Building 100.

Contract Period: Base POP Begin: 09-23-2019 POP End: 11-22-2019

TOTAL

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.

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/

FAR Number Title Date

52.204-9 PERSONAL IDENTITY VERIFICATION OF

CONTRACTOR PERSONNEL

JAN 2011

52.204-18 COMMERCIAL AND GOVERNMENT ENTITY CODE

MAINTENANCE

JUL 2016

52.222-20 CONTRACTS FOR MATERIALS, SUPPLIES, ARTICLES,

AND EQUIPMENT EXCEEDING $15,000

MAY 2014

52.222-41 SERVICE CONTRACT LABOR STANDARDS AUG 2018

52.222-55 MINIMUM WAGES UNDER EXECUTIVE ORDER 13658 DEC 2015

52.223-15 ENERGY EFFICIENCY IN ENERGY-CONSUMING

PRODUCTS

DEC 2007

52.232-40 PROVIDING ACCELERATED PAYMENTS TO SMALL

BUSINESS SUBCONTRACTORS

DEC 2013

52.237-2 PROTECTION OF GOVERNMENT BUILDINGS,

EQUIPMENT, AND VEGETATION

APR 1984

52.243-1 CHANGES—FIXED-PRICE AUG 2018

52.243-1 CHANGES—FIXED PRICE ALTERNATE I (APR 1984) AUG 2018

52.243-1 CHANGES—FIXED PRICE ALTERNATE II (APR 1984) AUG 2018

52.243-1 CHANGES—FIXED PRICE ALTERNATE III (APR 1984) AUG 2018

52.243-1 CHANGES—FIXED PRICES ALTERNATE IV (APR 1984) AUG 2018

52.243-1 CHANGES—FIXED PRICE ALTERNATE V (APR 1984) AUG 2018

52.246-17 WARRANTY OF SUPPLIES OF A NONCOMPLEX

NATURE

JUN 2003

52.246-18 WARRANTY OF SUPPLIES OF A COMPLEX NATURE MAY 2001

52.249-1 TERMINATION FOR CONVENIENCE OF THE

GOVERNMENT (FIXED-PRICE) (SHORT FORM)

APR 1984

52.249-2 TERMINATION FOR CONVENIENCE OF THE

GOVERNMENT (FIXED-PRICE)

APR 2012

52.249-2 TERMINATION FOR CONVENIENCE OF THE

GOVERNMENT (FIXED PRICE) ALTERNATE I (SEPT

1996)

APR 2012

852.203-70 COMMERCIAL ADVERTISING MAY 2018

852.270-1 REPRESENTATIVES OF CONTRACTING OFFICERS JAN 2008

C.3 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 30 days.

C.4 VAAR 852.219-10 VA NOTICE OF TOTAL SERVICE-DISABLED VETERAN-OWNED SMALL

BUSINESS SET-ASIDE (JUL 2016)(DEVIATION)

(a) Definition. For the Department of Veterans Affairs, “Service-disabled veteran-owned small business concern or SDVSOB”:

(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 verified for ownership and control pursuant to 38 CFR 74 and is so listed in the Vendor Information Pages database, (https://www.vip.vetbiz.gov); and

(v) The business will comply with subcontracting limitations in 13 CFR 125.6, as applicable

(2) “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).

https://www.vip.vetbiz.gov/

(b) General.

(1) Offers are solicited only from verified service-disabled veteran-owned small business concerns. Offers received from concerns that are not verified service-disabled veteran-owned small business concerns shall not be considered.

(2) Any award resulting from this solicitation shall be made to a verified service-disabled veteran-owned small business concern.

(c) Agreement. A service-disabled veteran-owned small business concern agrees that in the performance of the contract, the concern will comply with the limitation on subcontracting requirements in 13 CFR §125.6.

(d) A joint venture may be considered a service-disabled veteran owned small business concern if the joint venture complies with the requirements in 13 CFR 125.15, provided that any reference therein to SDVO SBC is to be construed to apply to a VA verified SDVOSB as appropriate.

(e) Any service-disabled veteran-owned small business concern (non-manufacturer) must meet the requirements in FAR 19.102(f) of the Federal Acquisition Regulation to receive a benefit under this program.

C.5 VAAR 852.219-74 LIMITATIONS ON SUBCONTRACTING—MONITORING AND

COMPLIANCE (JUL 2018)

(a) This solicitation includes VAAR 852.219-10 VA Notice of Total Service- Disabled Veteran-Owned Small Business Set-Aside.

(b) Accordingly, any contract resulting from this solicitation is subject to the limitation on subcontracting requirements in 13 CFR 125.6, or the limitations on subcontracting requirements in the FAR clause, as applicable. The Contractor is advised that in performing contract administration functions, the Contracting Officer may use the services of a support contractor(s) retained by VA to assist in assessing the Contractor's compliance with the limitations on subcontracting or percentage of work performance requirements specified in the clause. To that end, the support contractor(s) may require access to Contractor's offices where the Contractor's business records or other proprietary data are retained and to review such business records regarding the Contractor's compliance with this requirement.

(c) All support contractors conducting this review on behalf of VA will be required to sign an “Information Protection and Non-Disclosure and Disclosure of Conflicts of Interest Agreement” to ensure the Contractor's business records or other proprietary data reviewed or obtained in the course of assisting the Contracting Officer in assessing the Contractor for compliance are protected to ensure information or data is not improperly disclosed or other impropriety occurs.

(d) Furthermore, if VA determines any services the support contractor(s) will perform in assessing compliance are advisory and assistance services as defined in FAR 2.101, Definitions, the support contractor(s) must also enter into an agreement with the Contractor to protect proprietary information as required by FAR 9.505-4, Obtaining access to proprietary information, paragraph (b). The Contractor is required to cooperate fully and make available any records as may be required to enable the Contracting Officer to assess the Contractor's compliance with the limitations on subcontracting or percentage of work performance requirement.

(End of Clause)

C.6 VAAR 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV 2018)

(a) Definitions. As used in this clause—

(1) Contract financing payment has the meaning given in FAR 32.001;

(2) Designated agency office means the office designated by the purchase order, agreement, or contract to first receive and review invoices. This office can be contractually designated as the receiving entity. This office may be different from the office issuing the payment;

(3) Electronic form means an automated system transmitting information electronically according to the accepted electronic data transmission methods and formats identified in paragraph (c) of this clause.