36C25920Q0715.docx

36C25920Q0715

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

36C25920Q0715 09-11-2020 Mary Good 303-712-5728 09-22-2020 10:00am MST 36C259 Department of Veterans Affairs Network Contracting Office

NCO 19

6162 South Willow Drive, Suite 300 Greenwood Village CO 80111 X X 541611 $16.5 Million X N/A X Department of Veteran Affairs Network Contracting Office

NCO 19

6162 South Willow Drive, Suite 300 Greenwood Village CO 80111 36C259 Department of Veterans Affairs Network Contracting Office

NCO 19

6162 South Willow Drive, Suite 300 Greenwood Village CO 80111

SUBMITTED ELECTRONICALLY

Department of Veterans Affairs Financial Service Center PO Box 149971 Austin TX 78714-9971 See CONTINUATION Page The contractor shall provide acquisition support services in accordance with the performance work statement for Network Contracting Office 19.

Period of Performance will be:

Base Year: September 27, 2020 - September 26, 2021 Option Year 1: September 27, 2021 - September 26, 2022 Option Year 2: September 27, 2022 - September 26, 2023 Option Year 3: September 27, 2023 - September 26, 2024 Option Year 4: September 27, 2024 - September 26, 2025 See CONTINUATION Page X X Mary Good Contracting Officer Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

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

B.1.1. Contract Administration: All contract administration matters will be handled by the following individuals:

B.1.1.1. CONTRACTOR: Please Fill In Information Below:

Name:

Title:

Company:

Address:

Telephone:

FAX #:

E-mail address:

B.1.1.2. GOVERNMENT: Mary E. Good, Contracting Officer Department of Veterans Affairs Rocky Mountain Network NCO 19 Contracting 6162 S. Willow Drive, Suite 300 Greenwood Village, CO 80111 Telephone: 303-712-5721

FAX: 303-712-5850

E-mail: Mary.Good2@va.gov & NCO19Services1@va.gov

B.1.2. 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 (SAM), or

[N/A] 52.232-36, Payment by Third Party

B.1.3. GOVERNMENT INVOICE ADDRESS: Invoices shall be submitted in arrears:

a. Quarterly []

b. Semi-Annually []

c. Other [X] MONTHLY IN ARREARS

B.1.4. GOVERNMENT INVOICE ADDRESS: All invoices from the contractor shall be submitted electronically to the VA Financial Services Center for payment processing, free of charge. For any questions about the e-invoicing program, please contact the FSC at the phone number or email address listed below:

• OB10/Tungsten e-Invoice Setup Information: (877) 752-0900

• OB10/Tungsten e-Invoice email: USClientServices@ob10.com

• FSC e-Invoice Contact Information: (877) 353-9791

• FSC e-invoice email: vafsccshd@va.gov

• The following two codes will be required when creating a vendor profile in OB10:

OB10 Buyer Number AAA544240062 Promo Code: VAPC7Y18

B.1.5. DUNS NUMBER: Please provide the Dun and Bradstreet Number assigned to your firm in the space provided:

B.1.6. TAX IDENTIFICATION NUMBER: Please provide the tax identification number to be utilized for this contract:

B.1.7. PERIOD OF PERFORMANCE: Services required herein shall be for the following time period:

Base Year: 09/27/2020 – 09/26/2021 Option Year 1: 09/27/2021 – 09/26/2022 Option Year 2: 09/27/2022 – 09/26/2023 Option Year 3: 09/27/2023 – 09/26/2024 Option Year 4: 09/27/2024 – 09/26/2025

B.2 PERFORMANCE WORK STATEMENT

CONTRACT SUPPORT SERVICE FOR NCO 19

1. DESCRIPTION OF SERVICES

1.1 INTRODUCTION. The Network Contract Office (NCO) 19 will utilize contractor support to ensure the completion of various customer requirements throughout the year.

1.2 SCOPE. The contractor shall provide qualified personnel to perform non-personal services in accordance with (IAW) the Performance Work Statement (PWS). The services include, but are not limited to the following: pre-award functions, price and cost analysis, preparation of award documents and supporting documentation, contract administration, contract close-out, and other non-inherently governmental functions.

1.3 OBJECTIVES. The following provides the overall functional objectives:

1.3.1 Acquisition Requirement. Contractor personnel shall:

1.3.1.1 Solicit, evaluate, negotiate, analyze, advise, close-out, and assist with awards and modifications on contracts for the procurement of supplies and services.

1.3.1.2 Research, analyze and review all applicable policies, guidance and regulations to support the customer and Government Contracting Officer in their decision making.

1.3.1.3 Provide procurement assistance, advice and guidance to the customer as requested. The contactor does not have approval authority. All advice and guidance shall be approved by the Government Contracting Officer In Accordance With (IAW) Federal Acquisitions Regulation (FAR) Part 7.503(c)(12).

1.3.1.4 Advise acquisition team as needed on price, cost, and/or financial related matters throughout the development of sourcing strategies and throughout the solicitation, evaluation, negotiation, and award of contractual actions for supplies and services.

1.3.1.5 Provide cost and price analysis recommendations as requested regarding independent government estimates.

1.3.1.6 Recommend business solutions for day to day contractual challenges.

1.3.1.7 Other specific tasks shall include: Acquisition strategy planning, requirements review, PWS/SOW development in collaboration with customers, synopsis and solicitation development, preparing mandatory contract file documentation, contract management and administration.

1.4 LABOR CATEGORY QUALIFICATIONS:

1.4.1 The contractor shall provide dedicated, full-time qualified personnel to manage and execute all aspects of work described in this PWS. The following skill sets are expected to support the tasks. A bachelor’s degree from an accredited college or university is required. Coursework must have included at least 24 semester hours in any combination of the following fields: accounting, business, finance, law, contracts, purchasing, economics, industrial management, marketing, quantitative methods, or organization and management. Education may not be substituted for required work experience.

1.4.2 All personnel shall be thoroughly familiar and proficient in the use of commercial software packages such as Microsoft Word, Excel, PowerPoint, SharePoint and Teams.

1.4.3 Senior Level Contract Support Specialist (GS 1102-11/12 or equivalent): At least four (4) years recent and relevant experience in Federal Contracting. Documented experience in and working knowledge of VA programs is preferred. The candidate shall have excellent writing skills and be able to communicate orally and in writing. The candidate shall be familiar with FAR and Veteran Affairs Acquisition Regulation (VAAR) based procurements. Resume submitted to the CO and CO concurrence is required prior to onboarding.

Duties required: The candidate shall be required to perform acquisition planning, solicit, evaluate, negotiate, analyze, advise, and assist with contract awards, post award administration and terminations on contracts for the procurement of supplies and services, including complex contracts and high dollar acquisitions. Work requires analysis and evaluation of certified cost and pricing data and other types of pricing information, including commercial item pricing, to determine price reasonableness, preparation of contract files and electronic documentation. The candidate shall prepare contracting recommendations for the Government Contracting Officer that require research and interpretation of evolving government regulations, policies, guidance and laws.

1.4.4 Junior Level Contract Support Specialist (GS 1102-7/9 or equivalent): At least two (2) years of recent and relevant Federal Contracting experience is necessary. The candidate shall be able to communicate orally and in writing. The candidate shall have excellent writing skills and be able to communicate orally and in writing. The candidate shall be familiar with FAR and will be required to become familiar with the VAAR based procurements. Resume submitted to the CO and CO concurrence is required prior to onboarding.

Duties required: The candidate shall perform routine contracting tasks, such as acquisition planning, preparing solicitations, proposal analysis and post-award activities in support of less complex government acquisitions. The candidate shall assist with the close-out of existing contracts as needed. Work includes preparing portions of less complex contractual documents and reading and interpreting basic procurement regulations, policies and directives to make recommendations to the Government Contracting Officer.

1.5. INHERENTLY GOVERNMENTAL FUNCTIONS. Tasks that are prohibited under this contract are listed in FAR Part 7.5 – Inherently Government Functions.

1.6 KEY PERSONNEL. All proposed personnel are considered key personnel. As such, any change in personnel will be subject to prior Government approval. The contractor shall minimize the effect and impact to the organization by strategically managing contractor personnel turnover to the greatest extent possible.

1.7 HUMAN RESOURCE MANAGEMENT.

1.7.1. Contractor Identification. Contractor employees shall clearly identify themselves as “Contractors” always in communications and representations. This shall include when in the workplace, at meetings, in conversations, telecommunications, mail, electronic mail (e-mail), and faxes, whether with Government personnel, other Contractor personnel, or with the public. Contractor personnel shall wear a readily visible badge that clearly identifies them as Contractor employees.

1.7.2. Background Investigation. A criminal background check is required for all contract personnel working in Government facilities. Contract personnel must receive a favorable adjudication after investigation paperwork. All personnel working in Government facilities must complete finger printing and start background investigation paperwork prior to the start of performance or placement on the contract.

1.7.3. Non-Disclosure Agreements. To ensure the integrity of Government Contracting actions, all Contractor personnel shall execute a Non-Disclosure Agreement (NDA) before beginning work on the contract. This requirement will be upheld for any Contractor personnel added to the contract after the beginning of the original period of performance.

1.7.4. Personnel Qualifications. The Contractor shall provide qualified personnel at the start of the contract and throughout the contract period as needed that meet the stated qualifications in Section 1.4 Labor Category Qualifications.

1.7.5. Personnel Maintenance. The Contractor shall maintain minimal personnel turnover throughout the life of the contract and ensure continuation of services during prolonged personnel absences due to sickness, leave and voluntary or involuntary termination from employment such that impact to the Government is minimal. Once a Contractor is aware that an employee is leaving and will no longer support a task, the Contractor shall provide written documentation to the Contracting Officer (CO) and the Contracting Officer Representative (COR) within three (3) business days of the employee advising the Contractor of their intent to leave. The written notification shall include the date and time the position will be vacant, the reason the employee will no longer work on the task, anticipated replacement date, and what management action will be taken to ensure task completion. Any position vacancies shall not exceed fourteen (14) calendar days unless directed or approved, in writing, by the CO.

1.7.6. Replacement/Substitution. Prior to replacing/substituting key personnel performing on this contract, the Contractor shall provide a sufficiently detailed Qualification Summary/Resume of proposed personnel for Government approval/verification of education and experience requirements.

1.7.7. Organizational Conflicts of Interest (OCI). The Contractor shall provide an OCI Plan for detecting, disclosing, avoiding and mitigating OCI issues/risks involved in the performance of this contract. The plan shall identify any potential conflicts of interest and shall provide a process for dealing with any OCI that is identified during contract execution. The OCI plan shall disclose all cross-teaming arrangements and shall include a representation that there will be no “cross-talk” or information shared between the two affiliates regarding the contract. The OCI plan shall be submitted with the solicitation.

1.7.8. Removal of Personnel at Government Request. The Government may request removal (permanent or temporary) of contract personnel for security, safety or health reasons, upon discovery of fraudulent resume documentation, or when Contractor personnel behave in an unprofessional manner that would be considered unacceptable by a reasonable person. The Contractor shall provide a sufficiently detailed qualification summary/resume of proposed personnel for Government coordination prior to replacing/substituting personnel under these circumstances.

1.7.9. Travel. Travel will be authorized in accordance with General Services Administration (GSA) Terms and Conditions. Local travel will not be reimbursed and is considered anything within a 50 mile radius of the duty location.

2. SERVICES SUMMARY (See Table 1)

2.1. PURPOSE. The Services Summary lists performance objectives for the required services the Government will survey. The absence of any contract requirements from the Services Summary shall not detract from its enforceability nor limit the rights and remedies of the Government under any other provision of the contract including the clauses entitled “Inspection of Services”, “Inspection” or “Default”.

2.2 COMPONENTS. The Services Summary states the performance objective (required service) and threshold (performance standard) in either a qualitative or quantitative fashion for each critical success factor.

2.3 QUALITY ASSURANCE SURVEILLANCE PLAN (QASP). The Services Summary is the baseline used to develop the QASP. The Plan shall identify the audit methods and procedures the Government will use to evaluate the Contractor’s performance.

2.4 RIGHT TO SURVEY. The Government reserves the right to survey all services and requirements called for in this PWS IAW FAR Part 46 to determine whether the Contractor is meeting performance objectives and goals.

TABLE 1 – SERVICE SUMMARY

3. GOVERNMENT FURNISHED PROPERTY AND SERVICES. The contractor will work in a Government facility. The Government will furnish or make available the required working space, equipment, and network access. The Government will not furnish the employee any equipment necessary to telework, this will be the responsibility of the contractor.

4. GENERAL INFORMATION.

4.1 PLACE OF PERFORMANCE. The majority of the contract support will be located in Greenwood Village, CO with possibilities of support needed in Oklahoma City, OK, Muskogee, OK, and Cheyenne, WY.

4.2 DELIVERABLES

4.2.1 Non-Disclosure Agreements (NDA). Reference Paragraph 1.7.2. Reports shall be submitted before employees begin their assignment and for each employee throughout the term of the contract.

4.2.2 Monthly Performance Activity/Status Report. The report shall be provided to the CO during the first week of each month. The Contractor shall provide monthly status reports of each employee as an attachment to all invoices to be considered for payment. The monthly report shall include, at a minimum:

· Contractor employee name

· Number of hours worked by the employee

· Actions completed

· Completed closeouts

· The contract number for each completed action

4.2.3 Weekly Performance Activity/Status Report. The report shall be provided to the CO during the first day of the week to account for the previous week worked. The monthly report shall include, at a minimum:

· Actions completed on a day by day basis

· Completed closeouts on a day by day basis

· The contract number for each completed action

4.3 QUALITY.

4.3.1. Quality Control. The Contractor shall develop, implement, and maintain a comprehensive inspection system that assures compliance with all requirements of this contract IAW FAR Part 46 Quality Assurance. The QC records of inspections shall prevent and ensure non-recurrence of defective services being performed, identify corrective procedures, and the nature of corrective action taken as appropriate. The Contractor shall submit to the CO an updated plan as changes occur.

4.3.2. Quality Control Plan (QCP). The Contractor shall develop a QCP that demonstrates how the Contractor shall maintain an inspection system acceptable to the Government covering the services under this contract. As a minimum, the Contractor shall develop quality control procedures that address the areas identified in the Services Summary in Table 1.

DELIVERABLES – TABLE 2

4.4 SECURITY.

4.4.1. Identification Badges and Computer Access. The Contractor shall ensure that all information required for employee’s contract performance is obtained prior to the performance start date. Network Contracting Office (NCO) staff will assist the individual in obtaining Personal Identity Verification (PIV) cards and system access required to work on VA facilities.

4.4.2. Retrieving Identification Media. The Contractor shall retrieve and return all identification media, including PIV cards, when the contract expires or from employees who depart for any reason before the contract expires.

4.4.3. Disclosure of Information. The Contractor will not have access to classified information or Protected Patient Information. All information is considered sensitive and will not be disclosed outside the workplace. This includes proprietary data, passwords, “For Official Use Only” and “Source Selection Information”.

4.4.4. Contractor Security Requirements:

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

Contractor Security Investigation Requirements Background Investigations (BI) are required to give employees routine access to a facility and to authorize access to VA/Federally owned information systems. This must be completed prior to the start date.

1. This is a federal law and is established under HSPD-12, FIPS Pub-201-1, EO 10450, and VA Directive 0710. This process is specific and required beyond any additional agency credentialing and vetting processes.

2. All contractor employees must submit the appropriate forms to the Contracting Officer, to begin the application process. The Contracting Officer will send the required documents or links to the documents to the vendor. Non-US citizens will be required to submit a copy of their e-Verify record.

3. Special Agency Check (SAC) is a process in which fingerprints are captured to establish the identity of an individual and determine if there are any outstanding actionable issues, as noted by the FBI. A SAC is needed as the initial requirement for the entire BI program.

a. Contact the Human Resources Department to schedule an appointment for courtesy electronic fingerprints at the nearest VHA or VBA facility. The Contracting Officer will identify the appropriate Security Office Identifier/Submitting Office Number (SOI/SON) numbers to be given to HR at the time of printing.

b. If the fingerprints are unidentifiable, you will be asked to have them retaken.

4. Contract employee(s) shall not commence working at VA facilities under contract, until the Contracting Officer receives an email notification from the VHA Security and Investigation Center (SIC) in Little Rock, Arkansas, confirming completion of the contractor employee’s documentation.

5. A National Agency Check with Inquiries (NACI) will only be initiated if you have cleared the adjudication process at the local level and all required documentation is received. The NACI is a position sensitivity designation of low risk.

6. The employee will receive an email notifying of entry into OPM’s e-QIP database. Once received, the employee shall follow the instructions in the email.

7. If there is missing information or further information is needed the contractor will be contacted.

8. The Contractor shall complete Background Investigation applications, for all employees. Failure of the Contractor to provide a complete application may result in termination of the contract for cause.

9. All Contractor employees and subcontractors requiring access to VA computer networks are required to complete VA's Information Security and Privacy Awareness Training (ISPAT) training annually. The courses required are Privacy Policy (HIPPA) and VA ISPAT Training can be obtained from the Talent Management System at https://www.tms.va.gov/plateau/user/login.jsp. Documented proof in the form of a certificate must be provided to the Contracting Officer. The contractor, when notified of an unfavorable determination by the Government, shall withdraw the employee from consideration from working under the contract, and at the request of the VA, submit another employee for consideration. This training is required to be completed each year the employee is at working at a Government facility.

10. The contractor will notify the COR/CO immediately when their employee(s) no longer require(s) access to VA computer systems.

11. Failure to complete the EQIP process will result in possible termination of access. Any second BI request will require payment of the fees associated with reinitiating the NACI process from the Contractor.

4.5 LEGAL HOLIDAYS. The following Federal holidays are observed under this contract:

And any other day declared a federal holiday by the President of the United States.

4.6 OVERTIME/HOLIDAY TIME: Overtime is defined as any time worked in excess of 80 hours over a two-week period. Holiday Time is defined as any time worked on a Legal Holiday as listed in Section 4.5 above. Contractors may only work overtime or holiday time if it is specifically authorized in advance, in writing, by the Contracting Officer. No additional hours of overtime may be worked without express written authorization for each hour worked. Labor rates for overtime hours will not change from the standard labor rates applied to the contract for regular hours worked.

4.6.1. Overtime authorized by the CO will be allowed on a case by case basis prior to working any overtime.

4.7 SHUTDOWNS. In events, such as a facility shutdown due to severe weather or security issues, IAW FAR Clause 52.212-4(f), Excusable Delays, the Contractor shall work with the Government to determine payment terms and any payments will be subject to CO approval. For official holidays granted by Executive Order, the Government is not liable for the Contractor’s costs incurred for work at the locale affected by the shutdown. In all cases, if Government personnel are not available at the workplace to oversee Contractor activities, the Contractor personnel shall vacate the premises. Costs incurred for work will not be reimbursed, unless the option for alternate work locations or arrangements are specifically requested, coordinated with and approved by the CO.

4.8. NO EMPLOYEE STATUS. The parties agree that such personnel working under this contract shall not be considered VA employees for any purpose and shall be considered employees of the Contractor. The relationship of the parties is not and shall not be construed or interpreted to be a partnership, joint venture, or agency. The relationship of the Parties is an independent contractor relationship.

4.9. NON-PERSONAL SERVICES. It is expressly agreed and understood that this is a non-personal services contract, as defined in Federal Acquisition Regulation (FAR) 37.101, under which the professional services rendered by the Contractor or its employees are rendered in its capacity as an independent contractor. The Contractor shall be liable for their liability-producing acts or omissions. The Contractor shall maintain or require all employees performing under this contract to maintain, during the term of this contract, professional liability insurance issued by a responsible insurance carrier

4.10. OVERSIGHT OF SERVICE/PERFORMANCE MONITORING.

4.10.1. The services specified in this PWS may be changed by written modification to this contract. The modification will be prepared and approved by the VA Contracting Officer prior to becoming effective.

4.10.2. Contracting Officer: The Contracting Officer is responsible for the overall administration of this contract. The Contractor is advised that only the Contracting Officer, acting within the scope of his/her duties and responsibilities, has the authority to make changes to the contract.

4.10.3. Governing Law: This contract shall be governed, construed and enforced in accordance with Federal Law.

4.11. TELEWORK AND ALTERNATE WORK LOCATIONS

4.11.1. Adhoc Telework will be authorized for the following situations ONLY:

1. Inclement Weather

2. Issues with the Building / Building Closure

3. Other issues on a case-by-case basis on prior approval and agreement between the Contracting Officer, COR, and the contractor. APPROVAL FROM ANY OTHER GOVERNMENT PERSONNEL IN NCO 19 DOES NOT AUTHORIZE TELEWORK AND EMPLOYEE WILL BE CHARGE A FULL DAY OF LEAVE FOR TELEWORK NOT APPROVED BY THE CO.

4.11.2. See Attachment 1 of the PWS for the NCO 19 Adhoc Telework Policy – Contractor Personnel that each contractor must sign and turn in to the CO prior to authorized telework.

ATTACHMENT 1

NCO 19 ADHOC TELEWORK POLICY – CONTRACTOR PERSONNEL

GENERAL INFORMATION

· Adhoc Telework is a privilege and not a right. Adhoc Telework may be revoked temporarily or permanently if NCO 19 mission is not being met and patient safety is jeopardized.

· NCO 19 will not provide any equipment or supplies for you to telework.

· NCO 19 will not provide any reimbursement for connectivity to allow teleworking

· Adhoc Telework is authorized for the following situations only:

· Inclement weather.

· Issues with the building/ Building Closure

· Other issues on a case-by-case basis on prior approval and agreement by the Contracting Officer and the contractor.

· ADHOC TELEWORK WILL BE RESTRICTED AND APPROVED ONLY BY THE CONTRACTING OFFICER FOR THIS CONTRACT.

· Employees are required to update the appropriate staff calendar on the NCO 19 Share Point.

· If the calendar is not updated on a consistent basis, adhoc telework will not be approved.

· If connectivity to the VA Network cannot be accomplished within the first 30 minutes you must either come into your official duty station (office) or take leave.

· Must be logged into Skype/TEAMs and available. You cannot be marked “Busy” or “Do Not Disturb” unless you are on conference call.

· You must send an email to the Contracting Officer at the beginning of the day (start of your tour) and the end of the day (end of your tour). The beginning of the day email must detail what you plan to accomplish that day, and the end of the day email must detail what you actually accomplished that day. If at any time it is determined that work is not being accomplished, the ability to adhoc telework will be revoked.

· Tours of Duty

· Tours of Duty will be the same as the tour of duty listed for normal duty location.

Contractor Personnel Signature Date

Contracting Officer Signature Date

B.3 PRICE/COST SCHEDULE

Period of Performance: 09/27/2020 – 09/26/2021

Period of Performance: 09/27/2020 – 09/26/2021

Period of Performance: 09/27/2021 – 09/26/2022

Period of Performance: 09/27/2021 – 09/26/2022

Period of Performance: 09/27/2022 – 09/26/2023

Period of Performance: 09/27/2022 – 09/26/2023

Period of Performance: 09/27/2023 – 09/26/2024

Period of Performance: 09/27/2023 – 09/26/2024

Period of Performance: 09/27/2024 – 09/26/2025

Period of Performance: 09/27/2024 – 09/26/2025

GRAND TOTAL

*The minimum guarantee to be paid out during the base year of this contract is $2,500. The maximum limit to be ordered during the life of the contract is not to exceed $4,500,000.

36C25920Q0715

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…