36C25922R0074.docx

36C25922R0074

PAGE 1 OF

1. REQUISITION NO.

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NO.

5. SOLICITATION NUMBER

6. SOLICITATION ISSUE DATE

a. NAME

b. TELEPHONE NO. (No Collect Calls)

8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY

CODE

10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE:

% FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ

IFB

RFP

15. DELIVER TO

CODE

16. ADMINISTERED BY

CODE

17a. CONTRACTOR/OFFEROR

CODE

FACILITY CODE

18a. PAYMENT WILL BE MADE BY

CODE

TELEPHONE NO.

UEI:

EFT:

PHONE:

FAX:

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

SEE ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA

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

ARE

ARE NOT ATTACHED.

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

ARE

ARE NOT ATTACHED

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

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

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

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

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

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

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. NOV 2021)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES

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

36C259-22-AP-2917

36C25922R0074 11-07-2022 Alejandra Sierra 303-712-5715 11-28-2022 08:00

MST

36C259 Department of Veterans Affairs Network Contracting Office

NCO 19

6162 South Willow Drive, Suite 300 Greenwood Village CO 80111

X

562111 $41.5 Million

N/A

Department of Veterans Affairs Rocky Mountain Regional VA Medical Center 1700 N. Wheeling Street Aurora CO 80045 36C259 Department of Veterans Affairs Network Contracting Office

NCO 19

6162 South Willow Drive, Suite 300 Greenwood Village CO 80111

Department of Veterans Affairs Financial Service Center PO Box 149971 Austin TX 78714-9971

See CONTINUATION Page Contractor shall provide a comprehensive Solid Waste Removal for all pick up locations for the Rocky Mountain Regional VA in accordance with the Statement of Work.

This Request for Proposal (RFP) is 100% set aside for SDVOSB only.

See CONTINUATION Page

Pamela Barnes Contracting Officer

Table of Contents SECTION A – SOLICITATION/CONTRACT/ORDER FORM----------------------------------------------1

36C25922R0074

Page 1 of Page 1 of

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:

B.1.2. CONTRACTOR REMITTANCE ADDRESS: All payments by the Government to the contractor will be made in accordance with:

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:

For any questions about the e-invoicing program, please contact the FSC at the phone number or email address listed below:

B.2 STATEMENT OF WORK

Solid Waste Removal

1. General Information:

This service contract is for the removal of general waste and construction waste generated by the Rocky Mountain VA Medical Center (RMRVAMC) throughout the year. RMRVAMC has eight (8) different locations that require servicing.

1. Scope of Work:

Contractor shall pick up solid waste at designated locations and dispose of at a properly licensed and permitted landfill facility in accordance with the Environmental Protection Agency (EPA) and the State of Colorado regulations and statutes.

1. PERIOD OF PERFORMANCE:

Unless otherwise specified, this contract will be for the period of:

Base Year: February 01, 2023 to January 31, 2024 Option Year 1: February 01, 2024 to January 31, 2025 Option Year II: February 01, 2025 to January 31, 2026 Option Year III: February 01, 2026 to January 31, 2027 Option Year IV: February 01, 2027 to January 31, 2028

1. Business Hours:

1. List of Federal Holidays:

Legal holidays recognized by the Federal Government in accordance with 5 U.S.C., Executive Order 11582 and Public Law 94-97 or any other by the President of the United States to be a national holiday, the following national holidays are observed and are defined as “Legal Federal, official holidays” as follows:

Columbus Day Veterans Day Thanksgiving Day Christmas Day

1. Service Locations:

The Main Rocky Mountain Regional VAMC campus is a large facility traversing 2 and half blocks. The addresses will be the same as noted, however there are several different access points which will be defined below.

1. Decommissioned Clermont Hospital Address: 1055 Clermont St, Denver, Co, 80220

1. Rent/Lease of (1) Thirty Yard Open Top Dumpster.

1. Pickup will be once per week, (4) per month, (52) times per year.

1. Open Top is to be located at the rear of the hospital with access from E. Hale Pkwy.

1. Golden CBOC Address: 1020 Johnson Rd, Golden Co, 80401

1. Rent/Lease of (1) Six Yard Front End Load Dumpster.

1. Pickup will be once per month, (12) times per year.

1. Location determined by the Building Manager.

1. Bio-Science East Bldg.

Address: 1999 N. Wheeling St, Aurora, Co, 80045

1. Rent/ Lease of (1) Four Yard Front End Load Dumpster.

1. Pickup will be once per month, (12) times per year.

1. Location determined by the Building Manager.

1. RMRVAMC - Energy Center Address: Energy Center – 1700 N. Wheeling St, Aurora, Co, 80045

1. Rent/Lease of (1) Six Yard Front End Load Dumpster.

1. Pickup will be once per month, (12) times per year.

1. Access to this location is at the rear of the RMRVAMC complex (North-East side) (There is a large sliding security gate off of Fitzsimons Pkwy).

1. A call will need to be placed to the VA Police Dispatch, 720 857-5800, once the driver is at the RMRVAMC Facility North-East rear gate. The VA Police will open the sliding gate once the driver properly identifies his/herself.

1. RMRVAMC – Fisher House Address: Fisher House – 1700 N. Wheeling St, Aurora, Co, 80045

a) Rent/Lease of (1) three Yard Front End Load Dumpster.

b) Pickup will be once per month, (12) times per year.

c) Location determined by the Building Manager.

1. RMRVAMC Parking Visitors North (PVN) Loading Dock Compactors Address: Parking Visitors North (PVN) Loading Dock Compactors – 1700 N. Wheeling St, Aurora, Co, 80045

1. Two (2) Government Owned 34-yard Compactors (Cram-A-lots).

1. Pickup will be once per week, (4) per month, (52) times per year for each Compactor.

1. Access to the PVN Loading dock is via 17th Place between N. Wheeling St. and Fitzsimons Pkwy.

1. The PVN Loading Dock opens at 6am and closes at 3pm. Pickup and delivery must be made between these times.

1. The Compactors are located in the Southeast corner of the PVN Loading Dock Area.

1. The PVN Loading Dock is an underground enclosed structure therefore idling while in the loading zone must be kept to a minimum.

1. All traffic signs must be strictly obeyed as there are pedestrians in the area.

1. The Driver will need to call an EMS Supervisor to assist with pickup/return of the Compactor once onsite. The Environmental Management Service Duty Phone Number is 720-470-2492.

1. The EMS Supervisor switches the winch and unhooks all connections – Two hydraulic lines and one electrical connection.

1. The Driver then pulls the Compactor onto the Flatbed Compactor Transport Truck.

1. The EMS Supervisor is responsible for unhooking the winch cable before the Driver pulls away.

1. The Driver is to call the EMS Duty Phone 720 470-2492 upon return with the empty Compactor.

1. An EMS Supervisor will arrive to hook up the winch cable. The Driver and the EMS Supervisor will monitor the Compactor as it is pulled back into position.

1. RMVAMC PVN Loading Dock Open Top Roll Off Address: PVN Loading Dock Open Top Roll Off – 1700 N. Wheeling St, Aurora, Co, 80045

1. Rent/Lease of (1) Thirty Yard Open Top Roll Off

1. Pickup will be three times per week, (12) per month, (156) times per year.

1. Access to the PVN Loading dock is via 17th Place between N. Wheeling St. and Fitzsimons Pkwy.

1. The PVN Loading Dock opens at 6am and closes at 3pm. Pickup and delivery must be made between these times.

1. The PVN Loading Dock is an underground enclosed structure therefore idling while in the loading zone must be kept to a minimum.

1. The Open Top Roll-Off is located in the Southeast corner pf the PVN Loading Dock.

1. All traffic signs must be strictly obeyed as there are pedestrians in the area

1. RMRVAMC PVN Loading Dock Cardboard Bales Address: PVN Loading Dock Cardboard Bales – 1700 N. Wheeling St, Aurora, Co, 80045

1. Pick-ups will be needed every other week however there must be a minimum of (6) bales. (24) pickups per year.

1. The vendor will pick-up on the next scheduled date if the minimum number of bales is not met.

1. RMRVAMC shall receive a credit per ton to be deducted from the monthly invoice amount based on the Producer Price Index (PPI) for the Southwest region for Old Corrugated Cardboard (OCC). The rebate shall be the amount above the base of $40/ton. I.E. If the current PPI rate is $90/ton, then the Medical Center will receive a rebate of $50/ton per weight (in tons), of cardboard collected.

1. The Cardboard Bales will be located on the southside of the PVN Loading Dock.

1. Dumpsters and Open Top Roll-Offs:

1. Except where otherwise noted, all dumpsters and open top roll-offs shall be standard commercial-industrial type, of heavy gauge metal construction, leak proof, and designed for mechanized handling. Dumpsters and open top roll-offs, which are mounted on wheels, shall have a positive breaking/locking device to prevent inadvertent movement.

1. Dumpsters shall be freshly painted at the start of the contract, and periodically during the term of the contract to maintain a pleasing appearance. All doors, lids, hinges, rollers, breaking devices, and other moving parts shall be maintained to keep containers serviceable. Bent, damaged, leaking, rusting.

1. Dumpsters and open top roll-offs shall be labeled appropriately so as to identify the content.

1. Dumpsters and open top roll-offs must remain in good, workable condition. Equipment used for hauling and collecting shall be washed as required to ensure they are free odor, dirt, debris, and pests.

1. Non-functioning equipment or equipment requiring major repairs shall be repaired or replaced within twelve (12) hours of notification with similar equipment.

1. The Contractor shall use vehicles specifically designed for refuse collection that have watertight bodies and that are sufficiently secured so as to prevent any spilling, littering or leakage of fluid. Open box trucks, with or without canvas cover, shall not be used except for the collection of debris or bulky items. Collection vehicles shall be operated in accordance with the Department of Transportation (DOT) rules and regulations and shall be kept closed when moving or when not actually engaged in collecting waste. All vehicular equipment shall be maintained in good repair and in a safe, clean, and well painted condition. No vehicles shall be willfully overloaded. The Contractor’s name shall be painted or otherwise displayed prominently on each Contractor-owned vehicle. Vehicles that are identified as unserviceable or unsightly by the Contracting Officer or Contracting Officer Representative (CO/COR) shall be repaired or replaced at no additional cost to the Government. The Contractor shall have enough equipment to serve as backup of regularly assigned vehicles to insure completion of contract requirements in the event of maintenance, breakdowns, or other equipment problems.

1. The Contractor shall provide all dumpsters open top roll-offs. The CO and/or his/her designee will approve all dumpsters and open top roll-offs prior to placement. The Contractor shall be responsible for the delivery, maintenance, security and removal of dumpsters and equipment, except for equipment defined as “Government Owned”, throughout the contract period. The Contractor shall provide all facilities, equipment, materials, and services to perform the requirements of this contract. All equipment shall be subject to the inspection and approval of the CO/COR prior to and during the life of the contract.

1. Standard Of Acceptance:

That all containers have been picked up and emptied on time. The COR or his/her designee will check to ensure service had been performed. The contractor shall keep the area around each dumpster clean of debris.

1. Security:

All drivers for the contractor will be in their company’s uniform and have their company’s ID badge on when performing pickups at the medical center.

1. Invoices:

Invoice billing will be submitted promptly within a week following the service period. Invoices for service will be processed through the Tungsten Payment System. The monthly invoice will show the charge for each pickup for each item listed, to include a listing for the service charge.

1. Monthly Tonnage Reports:

A monthly Solid Waste Report shall be provided identifying location, type of container and size, tonnage collected or billed for, cost, and invoice number. The report shall be sent to the COR no later than the 15th of the month after the billing period.

B.3 COST/PRICE SCHEDULE

Base Year: February 01, 2023 to January 31, 2024

QUANTITIES

UNIT

COST

TOTAL

COST

Pickup will be once per week, (4) per month, (52) times per year Clermont Hospital.

Location determined by the Building Manager.

Pickup will be once per month, (12) times per year.

Pickup will be once per month, (12) times per year.

Pickup will be once per month, (12) times per year.

Pickup will be once per month, (12) times per year.

Pickup will be once per week, (4) per month, (52) times per year for each Compactor.

Pickup will be three times per week, (156) times per year.

(24) pickups per year.

TOTAL PRICE for Base Year: $

Option Year 1: February 01, 2024 to January 31, 2025

QUANTITIES

UNIT

COST

TOTAL

COST

Pickup will be once per week, (4) per month, (52) times per year Clermont Hospital.

Location determined by the Building Manager.

Pickup will be once per month, (12) times per year.

Pickup will be once per month, (12) times per year.

Pickup will be once per month, (12) times per year.

Pickup will be once per month, (12) times per year.

Pickup will be once per week, (4) per month, (52) times per year for each Compactor.

Pickup will be three times per week, (156) times per year.

(24) pickups per year.

TOTAL PRICE for Option Year 1: $

Option Year II: February 01, 2025 to January 31, 2026

QUANTITIES

UNIT

COST

TOTAL

COST

Pickup will be once per week, (4) per month, (52) times per year Clermont Hospital.

Location determined by the Building Manager.

Pickup will be once per month, (12) times per year.

Pickup will be once per month, (12) times per year.

Pickup will be once per month, (12) times per year.

Pickup will be once per month, (12) times per year.

Pickup will be once per week, (4) per month, (52) times per year for each Compactor.

Pickup will be three times per week, (156) times per year.

(24) pickups per year.

TOTAL PRICE for Option Year II: $

Option Year III: February 01, 2026 to January 31, 2027

QUANTITIES

UNIT

COST

TOTAL

COST

Pickup will be once per week, (4) per month, (52) times per year Clermont Hospital.

Location determined by the Building Manager.

Pickup will be once per month, (12) times per year.

Pickup will be once per month, (12) times per year.

Pickup will be once per month, (12) times per year.

Pickup will be once per month, (12) times per year.

Pickup will be once per week, (4) per month, (52) times per year for each Compactor.

Pickup will be three times per week, (156) times per year.

(24) pickups per year.

TOTAL PRICE for Option Year III: $

Option Year IV: February 01, 2027 to January 31, 2028

QUANTITIES

UNIT

COST

TOTAL

COST

Pickup will be once per week, (4) per month, (52) times per year Clermont Hospital.

Location determined by the Building Manager.

Pickup will be once per month, (12) times per year.

Pickup will be once per month, (12) times per year.

Pickup will be once per month, (12) times per year.

Pickup will be once per month, (12) times per year.

Pickup will be once per week, (4) per month, (52) times per year for each Compactor.

Pickup will be three times per week, (156) times per year.

(24) pickups per year.

TOTAL PRICE for Option Year IV:

554 – Eastern Colorado Health Care System

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (NOV 2021)

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 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 PRODUCTS AND COMMERCIAL SERVICES Clauses that are incorporated by reference (by Citation Number, Title, and Date), have the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available.

The following clauses are incorporated into 52.212-4 as an addendum to this contract:

C.2 52.216-18 ORDERING (AUG 2020)

(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule. Such orders may be issued from February 01, 2023 through 01/31/2028.

(b) All delivery orders or task orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c) A delivery order or task order is considered "issued" when—

(1) If sent by mail (includes transmittal by U.S. mail or private delivery service), the Government deposits the order in the mail;

(2) If sent by fax, the Government transmits the order to the Contractor’s fax number; or

(3) If sent electronically, the Government either—

(i) Posts a copy of the delivery order or task order to a Government document access system, and notice is sent to the Contractor; or

(ii) Distributes the delivery order or task order via email to the Contractor’s email address.

(d) Orders may be issued by methods other than those enumerated in this clause only if authorized in the contract.

(End of Clause)

C.3 52.216-19 ORDER LIMITATIONS (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than $2,500.00, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor—

(1) Any order for a single item in excess of $176,659.60;

(2) Any order for a combination of items in excess of $176,659.60; or

(3) A series of orders from the same ordering office within 365 days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) of this section.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) of this section.

(d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within 7 days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

(End of Clause)

C.4 52.216-22 INDEFINITE QUANTITY (OCT 1995)

(a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the "maximum." The Government shall order at least the quantity of supplies or services designated in the Schedule as the "minimum."

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after .

(End of Clause)

C.5 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.

For the purposes of the award of this Contract, the Government intends to evaluate the option to extend services under FAR 52.217-8 as follows:

The evaluation will consider the possibility that the option can be exercised at any time, and can be exercised in increments of one to six months, but not for more than a total of six months during the life of the contract. The evaluation will assume that the prices for any option exercised under FAR 52.217-8 will be at the same rates as those in effect under the contract at the time the option is exercised. The evaluation will therefore assume that the addition of the price or prices of any possible extension or extensions under FAR 52.217-8 to the total price for the basic requirement and the total price for the priced options has the same effect on the total price of all proposals relative to each other, and will not affect the ranking of proposals based on price, unless, after reviewing the proposals, the Government determines that there is a basis for finding otherwise. This evaluation will not obligate the Government to exercise any option under FAR 52.217-8.

“The `specified' rates under this clause will be those rates in effect under the contract each time an option is exercised under this clause.”

(End of Clause)

C.6 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 30 days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 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 five (5) years.

(End of Clause)

C.7 SUPPLEMENTAL INSURANCE REQUIREMENTS

In accordance with FAR 28.307-2 and FAR 52.228-5, the following minimum coverage shall apply to this contract:

(a) Workers' compensation and employers liability: Contractors are required to comply with applicable Federal and State workers' compensation and occupational disease statutes. If occupational diseases are not compensable under those statutes, they shall be covered under the employer's liability section of the insurance policy, except when contract operations are so commingled with a Contractor's commercial operations that it would not be practical to require this coverage. Employer's liability coverage of at least $100,000 is required, except in States with exclusive or monopolistic funds that do not permit workers' compensation to be written by private carriers.

(b) General Liability: $500,000.00 per occurrences.

(c) Automobile liability: $200,000.00 per person; $500,000.00 per occurrence and $20,000.00 property damage.

(d) The successful bidder must present to the Contracting Officer, prior to award, evidence of general liability insurance without any exclusionary clauses for asbestos that would void the general liability coverage.

(End of Clause)

C.8 52.232-19 AVAILABILITY OF FUNDS FOR THE NEXT FISCAL YEAR (APR 1984)

Funds are not presently available for performance under this contract beyond September 30 of any fiscal year. The Government's obligation for performance of this contract beyond that date is contingent upon the availability of appropriated funds from which payment for contract purposes can be made. No legal liability on the part of the Government for any payment may arise for performance under this contract beyond September 30 of any fiscal year, until funds are made available to the Contracting Officer for performance and until the Contractor receives notice of availability, to be confirmed in writing by the Contracting Officer.

(End of Clause) C.9 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.

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

[X] 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,…