36C25721Q1347_1.docx

36C25721Q1347

PAGE 1 OF

1. REQUISITION NO.

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NO.

5. SOLICITATION NUMBER

6. SOLICITATION ISSUE DATE

a. NAME

b. TELEPHONE NO. (No Collect Calls)

8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY

CODE

10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE:

% FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ

IFB

RFP

15. DELIVER TO

CODE

16. ADMINISTERED BY

CODE

17a. CONTRACTOR/OFFEROR

CODE

FACILITY CODE

18a. PAYMENT WILL BE MADE BY

CODE

TELEPHONE NO.

DUNS:

DUNS+4:

PHONE:

FAX:

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

SEE ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA

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

ARE

ARE NOT ATTACHED.

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

ARE

ARE NOT ATTACHED

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

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

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

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

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

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

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. 2/2012)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

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

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

549-21-3-205-0990 36C25721Q1347 08-16-2021 Jesus Casiano 2106946243 08-27-2021

5:00PM

CDT

Department of Veterans Affairs VISN17 Network Contracting Activity 5441 Babcock Road Ste. 302 San Antonio

TX

78240 X X 339113 750 Employees N/A X Department of Veterans Affairs VA North Texas Health Care System 4500 S Lancaster Blvd Dallas

TX

75216 Department of Veterans Affairs VISN17 Network Contracting Activity 5441 Babcock Road Ste. 302 San Antonio

TX

78240

This is accomplished through the Tungsten Network located at:

http://www.fsc.va.gov/einvoice.asp This is mandatory and the sole method for submitting invoices.

(877) 353-9791

(512) 460-5540 See CONTINUATION Page See CONTINUATION Page X X X 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:

b. GOVERNMENT: Contracting Officer 36C257

Department of Veterans Affairs VISN17 Network Contracting Activity 5441 Babcock Road Ste. 302 San Antonio TX 78240

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

3. INVOICES: Invoices shall be submitted in arrears:

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.

This is accomplished through the Tungsten Network located at:

http://www.fsc.va.gov/einvoice.asp This is mandatory and the sole method for submitting invoices.

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

Contract Number:

Task Order Number:

IFCAP Tracking Number:

1. Contract Title [Title]

2. Background The VA North Texas Health Care System (VANTHCS), has a requirement for expansion of the existing CH Telemetric Physiological Monitoring system to include the inpatient rooms of the Community Living Center (CLC) on the 1st floor of building 60. The 1st floor CLC inpatient rooms will need installation of all components of the Telemetry system to allow conversion of the CLC to a fully-functional Med/Surg unit. The following telemetry equipment is required to prepare the CLC inpatient rooms for transfer of non-COVID patients from wards being converted to COVID-only as part of NTX’s COVID Response.

3. Place of Performance – CLC, Building 60, VA North Texas Health Care System, 4500 S Lancaster Blvd., Dallas, TX 75216. Vendor may request PDF or CAD drawings from the Contracting Officer.

· Scope - The vendor shall provide the equipment, hardware and services listed below:

secure internet connection to enable on-demand digital services

CSCS v2.x All-in-one

secure internet connection to enable on-demand digital services

All-in-one Central PC’s

secure internet connection to enable on-demand digital services

Telemetry System

This quote does not include the required Enterprise

Access antenna infrastructure. Enterprise Access must be quote separately.

Telemetry Server

PROGRAM (PER ENCLOSED ADDENDUM)

CSCS Accessories and Training

B850/B650/B450/B40/VC150 Support - 1 day training and/or Go Live Support

50% discount (Exp 12-21-2018)

CARESCAPE Network

Configuration and Education Services

GATEWAY

Enterprise Access

Program. Program can be changed at any time without notice. Promotion expires Dec 31, 2021.

4. Compatibility VANTHCS is requesting compatibility with other hospital units using GE Healthcare Telemetry system.

5. Security Requirements

Information System Officer, Information Protection: The contractor will not have access to VA Desktop computers and they will not have access to online resources belonging to the government.

Privacy Officer: The Contractor will have access to protected Patient Health Information (PHI)

Records Manager:

i. Citations to pertinent laws, codes and regulations such as 44 U.S.C chapters 21, 29, 31 and 33; Freedom of Information Act (5 U.S.C. 552); Privacy Act (5 U.S.C. 552a); 36 CFR Part 1222 and Part 1228.

ii. Contractor shall treat all deliverables under the contract as the property of the U.S. Government for which the Government Agency shall have unlimited rights to use, dispose of, or disclose such data contained therein as it determines to be in the public interest.

iii. Contractor shall not create or maintain any records that are not specifically tied to or authorized by the contract using Government IT equipment and/or Government records.

iv. Contractor shall not retain, use, sell, or disseminate copies of any deliverable that contains information covered by the Privacy Act of 1974 or that which is generally protected by the Freedom of Information Act.

v. Contractor shall not create or maintain any records containing any Government Agency records that are not specifically tied to or authorized by the contract.

vi. The Government Agency owns the rights to all data/records produced as part of this contract.

vii. The Government Agency owns the rights to all electronic information (electronic data, electronic information systems, electronic databases, etc.) and all supporting documentation created as part of this contract. Contractor must deliver sufficient technical documentation with all data deliverables to permit the agency to use the data.

viii. Contractor agrees to comply with Federal and Agency records management policies, including those policies associated with the safeguarding of records covered by the Privacy Act of 1974. These policies include the preservation of all records created or received regardless of format [paper, electronic, etc.] or mode of transmission [e-mail, fax, etc.] or state of completion [draft, final, etc.].

ix. No disposition of documents will be allowed without the prior written consent of the Contracting Officer. The Agency and its contractors are responsible for preventing the alienation or unauthorized destruction of records, including all forms of mutilation. Willful and unlawful destruction, damage or alienation of Federal records is subject to the fines and penalties imposed by 18 U.S.C. 2701. Records may not be removed from the legal custody of the Agency or destroyed without regard to the provisions of the agency records schedules.

x. Contractor is required to obtain the Contracting Officer's approval prior to engaging in any contractual relationship (sub-contractor) in support of this contract requiring the disclosure of information, documentary material and/or records generated under, or relating to, this contract. The Contractor (and any sub-contractor) is required to abide by Government and Agency guidance for protecting sensitive and proprietary information.

6. Government-Furnished Equipment (GFE)/Government-Furnished Information (GFI).

a. None provided or required.

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

Carescape Central Station V2 MAI 700 ATO MODEL

LOCAL STOCK NUMBER: 2092670-001

New - CSCS v2.1 SW w/MAI700 Integrated HW

LOCAL STOCK NUMBER: 2092695-005

CSCS v2.1 English US Government Localization w/eManuals

LOCAL STOCK NUMBER: 2092690-47

CSCS V2 English US Keyboard w/Mouse

LOCAL STOCK NUMBER: 2081739-004

6ft N American Power Cord

LOCAL STOCK NUMBER: 80274-006

Bed View License - 1 Bed

LOCAL STOCK NUMBER: 2092862-001

Mulikm License

LOCAL STOCK NUMBER: 2092863-004

Patient Management Licenses

LOCAL STOCK NUMBER: 2092863-001

ADT Picklist License

LOCAL STOCK NUMBER: 2092863-002

REVIEW LICENSES

LOCAL STOCK NUMBER: 2092864-001

FD Page & Realtime Trends Licenses

LOCAL STOCK NUMBER: 2092864-002

OXYCGR License

LOCAL STOCK NUMBER: 2092864-007

PDF to EMR License

LOCAL STOCK NUMBER: 2092864-008

CSCS 72 HR FD License

LOCAL STOCK NUMBER: 2095336-003

UPS 600VA/110v

LOCAL STOCK NUMBER: UPS6=A

Insite Connectivity: Broadband-based service network that connects to GE Healthcare's Suppor Center via secure internet connection to enable on-demand digital services

LOCAL STOCK NUMBER: 2025330-001

INSTALLATION CHARGE

LOCAL STOCK NUMBER: 2083083-001

Carescape Central Station V2 MAI 700 ATO MODEL

New - CSCS v2.1 SW w/MAI700 Integrated HW

CSCS v2.1 English US Government Localization w/eManuals

CSCS V2 English US Keyboard w/Mouse

6ft N American Power Cord

BED MIRROR LICENSE - 1 BED

LOCAL STOCK NUMBER: 2092862-002

Mulikm License

Patient Management Licenses

ADT Picklist License

Review Licenses

FD Page & Realtime Trends Licenses

OXYCGR License

PDF to EMR License

Insite Connectivity: Broadband-based service network that connects to GE Healthcare's Suppor Center via secure internet connection to enable on-demand digital services

Installation Charge

Carescape Central Station V2 MAI 700 ATO MODEL

New - CSCS v2.1 SW w/MAI700 Integrated HW

CSCS v2.1 English US Government Localization w/eManuals

CSCS V2 English US Keyboard w/Mouse

6ft N American Power Cord

Bed View License - 1 Bed

LOCAL STOCK NUMBER: 2092862-001

Mulikm License

Patient Management Licenses

ADT Picklist License

Review Licenses

FD Page & Realtime Trends Licenses

OXYCGR License

PDF to EMR License

Insite Connectivity: Broadband-based service network that connects to GE Healthcare's Suppor Center via secure internet connection to enable on-demand digital services

INSTALLATION CHARGE

ApexPRO Full Arrhythmia Softwar

LOCAL STOCK NUMBER: APEXPRO APR OPT

ApexPro FH Transceiver(608-614 MHz)

LOCAL STOCK NUMBER: APRO-FH-US-ENG-AHA-5

ApexPro FH Infrastructure - EA Integration 40K - 249K square feet with Distribution Redundancy

LOCAL STOCK NUMBER: APROFH-EA-WMTS-NET-5

Enterprise Access Antenna Infrastructure Requirement; This quote does not include the required Enterprise Access antenna infrastructure. Enterprise Access must be quote separately.

LOCAL STOCK NUMBER: EA-INFRA

TELEMETR SYSTEM INTEGRATION FEE

LOCAL STOCK NUMBER: TLM-INT

TELEMETRY SINGLE PHASE INSTALL

LOCAL STOCK NUMBER: TLM-SNGL-PHASE-INSTALL

Nellcor GE ApexPro FH SpO2 Cable

LOCAL STOCK NUMBER: PMC10NFH-GE

Installation Charge TELEMETRY SYSTEM

Telemetry Server V4 ATO Model

LOCAL STOCK NUMBER: 2063702-001

MP100R Hardware, V4.3 Option

LOCAL STOCK NUMBER: 2063709-004

CTS V4.3 ENGLISH US GOVERNMENT FH

LOCAL STOCK NUMBER: 2063710-086

6ft N American Power Cord

Installation Charge CARESCAPE TELEMETRY SERVER

CARESCAPE TELEMETRY SERVER 5 YEAR 5 YEAR S/W AND ENABLINGH/W OBSOLESCENCE PROGRAM (PER ENCLOSED ADDENDUM)

LOCAL STOCK NUMBER: 2090749-027

CIC LASER PRINTER

LOCAL STOCK NUMBER: 2039670-001

INSTALLATIN CHARGE CSCS ACCESSORIES AND TRAINING

Patient Monitoring Clinical Applications Training; onisite B850/B650/B450/B40/VC150 Support - 1 day training and/or Go Live Support Clinical Training Promotion-Purchase 8 days receive 50% discount (Exp 12-21-2018)

LOCAL STOCK NUMBER: 2016373-349

Network Design/Consult Seg Network - 15+ Nodes

LOCAL STOCK NUMBER: 2036075-001

Network Design/Consult Seg Network - <15 Nodes

LOCAL STOCK NUMBER: 2036075-034

CUSTOMER DESIGN PACKAGE DELIVERABLE

LOCAL STOCK NUMBER: 2036075-241

EA PHASE 5-FH TECH TRNG + LODG AND AIR

LOCAL STOCK NUMBER: 2020786-188

Network Equipment - Standard (Minimum 7 nodes)

LOCAL STOCK NUMBER: 2036075-218

Network Equipment -UPS (Per 20 Nodes)

LOCAL STOCK NUMBER: 2036075-011

Network Equipment Install (Minimum 7 Nodes)

LOCAL STOCK NUMBER: 2036075-012

Segment Integration - Fiber Switch per 15 Segments - Arubal

LOCAL STOCK NUMBER: 2036075-205

Network Fiber Run Install - Dust Carts

LOCAL STOCK NUMBER: 2036075-186

Network Drop Install w/Cat6, Dust Carts

LOCAL STOCK NUMBER: 2036075-020

ROUTER RECONFIGURATION BETWEEN IX AND HOSPITAL NETWORKS

LOCAL STOCK NUMBER: NETWORKING_INT=BR

CONFIGURE IX NETWORK ROUTER to CARESCAPE GATEWAY

LOCAL STOCK NUMBER: ENNABLE - CSG

Carescape Networking Documentation Kit & Labels

LOCAL STOCK NUMBER: 2036075-058

Aruba X371 12VDC 250W 100-240VAC Power Supply

LOCAL STOCK NUMBER: 2036075-206

Enterprise Access equipment (ex. RHUs, SCUs, antennas, etc.)

Kit EA Carescape Systems Manager v3.0

LOCAL STOCK NUMBER: 2039071-005

Enterprise Access- 3rd Party Equipment

LOCAL STOCK NUMBER: EA-3RDPARTEQUIP

Enterprise Access - Network Design

LOCAL STOCK NUMBER: EA-NETWORKDESIGN

Enterprise Access - Project Management

LOCAL STOCK NUMBER: EA-PROJECTMGNT

Enterprise Access - System Commissioning

LOCAL STOCK NUMBER: EA-SYSTEMCOMMISSION

EA-INSTALLATION

LOCAL STOCK NUMBER: EA-SYSTEMINSTALL

Sweep Test Solution See Agile BOM Notes for Description

LOCAL STOCK NUMBER: EA-SWEEPTEST

Dust Containment for EA Install

LOCAL STOCK NUMBER: EA-DUSTCONTAINMENT

FH Tele Service

LOCAL STOCK NUMBER: EA-FH

UPS for ApexPro Telemetry Equipment

LOCAL STOCK NUMBER: EA-UPS-WMTS

PROMOTION TRACKING NUMBER, Administrative use only CARESCAPE Enterprise Access Integration Program.

LOCAL STOCK NUMBER: 2009010-401

B.3 DELIVERY SCHEDULE

Dallas VAMC 4500 South Lancaster Road Dallas, TX 75216

USA

9.00

9.00

9.00

9.00

9.00

144.00

9.00

9.00

9.00

9.00

9.00

9.00

9.00

144.00

9.00

9.00

9.00

9.00

9.00

9.00

9.00

9.00

144.00

9.00

9.00

9.00

9.00

9.00

9.00

9.00

9.00

9.00

1.00

1.00

1.00

1.00

1.00

1.00

1.00

1.00

1.00

1.00

1.00

1.00

1.00

1.00

1.00

130.00

130.00

7,100.00

1.00

1.00

1.00

65.00

1.00

9.00

9.00

9.00

9.00

9.00

1.00

4.00

1.00

8.00

55.00

14.00

1.00

2.00

69.00

3.00

60.00

2.00

6.00

42.00

1.00

1.00

1.00

4.00

348.00

1.00

238.00

59.00

63.00

51.00

204.00

30.00

70,984.00

70,984.00

70,984.00

51.00

Page 1 of Page 1 of

SECTION C - CONTRACT CLAUSES

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

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

(End of Clause) 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 52.217-6 OPTION FOR INCREASED QUANTITY (MAR 1989)

The Government may increase the quantity of supplies called for in the Schedule at the unit price specified. The Contracting Officer may exercise the option by written notice to the Contractor within . Delivery of the added items shall continue at the same rate as the like items called for under the contract, unless the parties otherwise agree.

(End of Clause) C.3 52.217-7 OPTION FOR INCREASED QUANTITY—SEPARATELY PRICED LINE ITEM (MAR 1989) The Government may require the delivery of the numbered line item, identified in the Schedule as an option item, in the quantity and at the price stated in the Schedule. The Contracting Officer may exercise the option by written notice to the Contractor within . Delivery of added items shall continue at the same rate that like items are called for under the contract, unless the parties otherwise agree.

(End of Clause)

C.4 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 .

(End of Clause)

C.5 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within ; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed one (1) year.

(End of Clause) C.6 VAAR 852.212-70 PROVISIONS AND CLAUSES APPLICABLE TO VA ACQUISITION OF COMMERCIAL ITEMS (APR 2020)

(a) The Contractor agrees to comply with any provision or clause that is incorporated herein by reference to implement agency policy applicable to acquisition of commercial items or components. The following provisions and clauses that have been checked by the Contracting Officer are incorporated by reference.

[X] 852.203–70, Commercial Advertising.

[] 852.209–70, Organizational Conflicts of Interest.

[] 852.211–70, Equipment Operation and Maintenance Manuals.

[] 852.214–71, Restrictions on Alternate Item(s).

[] 852.214–72, Alternate Item(s). [Note: this is a fillable clause.] [] 852.214–73, Alternate Packaging and Packing.

[] 852.214–74, Marking of Bid Samples.

[] 852.215–70, Service-Disabled Veteran-Owned and Veteran-Owned Small Business Evaluation Factors.

[] 852.215–71, Evaluation Factor Commitments.

[] 852.216–71, Economic Price Adjustment of Contract Price(s) Based on a Price Index.

[] 852.216–72, Proportional Economic Price Adjustment of Contract Price(s) Based on a Price Index.

[] 852.216–73, Economic Price Adjustment—State Nursing Home Care for Veterans.

[] 852.216–74, Economic Price Adjustment—Medicaid Labor Rates.

[] 852.216–75, Economic Price Adjustment—Fuel Surcharge.

[] 852.219–9, VA Small Business Subcontracting Plan Minimum Requirements.

[X] 852.219–10, VA Notice of Total Service-Disabled Veteran-Owned Small Business Set-Aside.

[] 852.219–11, VA Notice of Total Veteran-Owned Small Business Set-Aside.

[] 852.222–70, Contract Work Hours and Safety Standards—Nursing Home Care for Veterans.

[] 852.228–70, Bond Premium Adjustment.

[] 852.228–71, Indemnification and Insurance.

[] 852.228–72, Assisting Service-Disabled Veteran-Owned and Veteran-Owned Small Businesses in Obtaining Bonds.

[X] 852.232–72, Electronic Submission of Payment Requests.

[X] 852.233–70, Protest Content/Alternative Dispute Resolution.

[X] 852.233–71, Alternate Protest Procedure.

[] 852.237–70, Indemnification and Medical Liability Insurance.

[X] 852.246–71, Rejected Goods.

[] 852.246–72, Frozen Processed Foods.

[] 852.246–73, Noncompliance with Packaging, Packing, and/or Marking Requirements.

[X] 852.270–1, Representatives of Contracting Officers.

[] 852.271–72, Time Spent by Counselee in Counseling Process.

[] 852.271–73, Use and Publication of Counseling Results.

[] 852.271–74, Inspection.

[] 852.271–75, Extension of Contract Period.

[] 852.273–70, Late Offers.

[] 852.273–71, Alternative Negotiation Techniques.

[] 852.273–72, Alternative Evaluation.

[] 852.273–73, Evaluation—Health-Care Resources.

[] 852.273–74, Award without Exchanges.

(b) All requests for quotations, solicitations, and contracts for commercial item services to be provided to beneficiaries must include the following clause:

[] 852.237–74, Nondiscrimination in Service Delivery.

(End of Clause) C.7 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.8 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.9 52.219-27 NOTICE OF SERVICE-DISABLED VETERAN-OWNED SMALL BUSINESS SET-ASIDE (MAR 2020)

(a) Definition. "Service-disabled veteran-owned small business concern"—

(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; and

(ii) The management…