36C25923Q0609_1.docx

36C25923Q0609

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

442-23-3-529-0112

36C259-23-AP-2696

06-21-2023 Heather Clemons heather.clemons@va.gov

07-05-2023

5:00 PM

MDT

36C259 Department of Veterans Affairs Network Contracting Office

NCO 19

6162 South Willow Drive, Suite 300 Greenwood Village CO 80111

X

562910 $22 Million

N/A

36C442

Department of Veterans Affairs Cheyenne VA Medical Center 2360 E. Pershing Blvd.

Cheyenne WY 82001 36C259 Department of Veterans Affairs Network Contracting Office

NCO 19

Department of Veterans Affairs Financial Service Center PO Box 149971 Austin TX 78714-9971 (877)353-9791 (512)460-5221

See CONTINUATION Page Asbestos Baseline Survey

All questions must be submitted to heather.clemons@va.gov and received no later than 12:00pm MDT on 06/28/2023.

An amendment will be posted no later than 3:00pm MDT on 06/30/2023 with answer to the submitted questions.

All offers must be submitted to heather.clemons@va.gov and received no later than 5:00pm MDT on 07/05/2023.

In order for offer to be considered, clause 852.219-75 MUST be completed and signed.

Estimated period of performance:

Base Year 08/01/2023 - 07/31/2024

US DOL Wage Determination 2015-5405, Revision 19 applies to this solicitation.

See CONTINUATION Page

LOA# 442-3630162-529-850100-2660 010055590

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:

Name/Title:

Email:

Address:

Phone:

DUNS Number:

Cage Code:

TAX ID:

b. GOVERNMENT:

Contracting Officer Heather Clemons, heather.clemons@va.gov Department of Veterans Affairs Network Contracting Office

NCO 19

6162 South Willow Drive, Suite 300 Greenwood Village CO 80111

Contract Specialist Heather Clemons, heather.clemons@va.gov Department of Veterans Affairs Network Contracting Office

NCO 19

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.

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

FSC e-Invoice Contact Information: (877) 353-9791 FSC e-Invoice email: vafsccshd@va.gov https://www.tungsten-network.com/customer-campaigns/veteransaffairs

B.2 STATEMENT OF WORK

ASBESTOS SURVEY

General Work Scope:

Contractor shall conduct a comprehensive survey of all Veterans Affairs Medical Center Buildings in the Cheyenne VAMC (~326,000 Sq ft.) for the presence of all asbestos-containing materials (ACM) Asbestos-Containing Materials (ACM) is intended to mean all materials that would fall under either the EPA Asbestos Hazard Emergency Response Act (AHERA) regulations and the OSHA Asbestos Standards. This is a new baseline survey. It shall be the contractor’s responsibility to identify the applicable federal, state, local laws and regulations, and Veterans’ Health Administration (VHA) Directives, and apply the procedures and protocols as required. The survey will include accessible areas of all site buildings and, if present, suspect materials on the exterior of buildings and in tunnels and crawl spaces. Included in this package is a complete asbestos management plan provided to the facility and a cost estimate breakdown for remediation of Friable, and non-Friable. Specific tasks to be performed during the survey will include but not limited to:

· The contractor shall perform a thorough review of building records to include drawings, specifications, past removal actions, inspection reports, industrial hygiene data, maintenance records, and reports/findings of independent asbestos surveys. The contractor shall document the presence or absence of ACM as indicated by the records review.

· Provide a complete update to prior Baseline Asbestos Assessment Surveys to ensure compliance with EPA AHERA and OSHA asbestos notification requirements to building occupants are met.

· The contractor shall survey and categorize each structure according to the [AHERA, OSHA and State applicable] risk rating system and AHERA abatement categories. The contractor shall use previous data and assessments performed to reduce survey time and effort. All information from previous survey assessments shall be incorporated into the database system using MS Excel or MS Access. In those instances where previously surveyed facilities will require supplemental sampling or information gathering it will be accomplished under this general scope of work.

· Conduct an Asbestos Assessment of every accessible building space included in the survey; identify types, locations and quantities of asbestos present.

· Collect bulk samples of suspect materials for confirmatory laboratory analysis (samples will be collected and analyzed in accordance with the recommended EPA protocol) when necessary to confirm or clarify existing asbestos surveys.

The contractor shall collect all samples of suspected ACM in accordance with EPA and OSHA regulations preventing airborne fiber exposure to the surveyor and facility personnel. Samples taken in occupied office spaces will be taken in locations that minimize the risk of potential exposure to occupants and visual impact of the resulting sample location. The contractor shall restore visible sample locations to a condition as close to original as possible. The contractor shall encapsulate all locations to prevent any subsequent release of asbestos fibers after sample collection. The contractor shall mark sample locations, an exception to this are conspicuous sample locations within occupied areas. The contractor shall photograph sample locations at the time of sample collection to aid in future identification of sampling location.

Where sampling is required of accessible suspect materials, inspectors shall utilize inconspicuous sample locations and employ methods least destructive to finished surfaces. All destructive samples require VA approval prior to performing task. Inspectors shall use non-destructive means for collecting samples whenever possible.

Quantities of materials will be measured wherever practical to minimize the use of estimated material quantities in the final report.

The contractor shall perform asbestos survey work with accredited persons meeting the inspector training requirements of AHERA and all other Federal, State, and local requirements. All accessible building interiors and exteriors will be visually inspected to identify suspect materials. Roofing materials, where required, shall be sampled to the extent that they do not compromise the integrity of the roof membrane or void the manufacturer’s warranty. Samples of suspect asbestos-containing materials (ACM) will be collected in accordance with EPA Asbestos Hazard Emergency Response Act (AHERA) protocols in order to meet current U. S. Occupational Safety and Health Administration (OSHA), EPA and VA requirements. ACM will be grouped into AHERA homogeneous material categories (i.e., Thermal System Insulation or TSI, Surfacing Materials or SM, and Miscellaneous Materials or MM, type (e.g., for TSI – Magnesium silicate, “Aircell,” “cork,” etc.), color, size, date of installation, etc.) and then sampled in accordance with AHERA protocol.

Samples shall be transported under full chain-of-custody to an EPA accredited analytical laboratory for analysis. The contractor shall analyze representative building samples by polarized light microscopy (PLM) with dispersion staining in accordance with EPA Interim Method of the Determination of Asbestos in Bulk Insulation Samples, EPA-600/M4-82-020. Samples shall be retained by the laboratory for at least ninety days in the event that reanalysis of any samples is required.

The contractor may implement a stop at first positive strategy of analysis to conserve limited funding resources. All bulk sample analysis shall be conducted by laboratories who are accredited under the National Voluntary Laboratory Accreditation Program (NVLAP). The bulk samples resulting from the survey shall be managed or disposed of by the contractor in accordance with established federal and state rules and regulations.

The contractor shall comply with the public laws and statues including all changes and amendments of federal, state and local environmental statutes and regulations in effect of date of issuance of this delivery order, including, the applicable portions of the documents cited in the basic contract and below.

- 29 CFR 1926.1101 Asbestos Regulations for the Construction Industry.

- 29 CFR 1910.134 Respiratory Protection Standard.

- 29 CFR 1910.1001 Occupational Exposure to Asbestos, Tremolite Anthophyllite and Actinolite.

- 29 CFR 1926.62 Construction Standard.

- Guidance for Controlling Asbestos-Containing Materials in Buildings, USEPA 560/5-85-024.

- EPA, Asbestos Hazard Emergency Response Act (AHERA) protocols.

- 40 CFR 61, Sub-part M, National Emission Standards for Hazardous Air Pollutants (NESHAPS)

Following completion of the field survey and analysis of samples, a survey report shall be prepared and shall include the following:

· An introduction including a brief description of the buildings, the protocol followed to conduct the survey, findings and recommendations. The Contractor’s inspectors will use unique material location identifiers (using information such as building number, floor, number, room number, compass direction, room surface and material description) to describe material locations in the facility.

· A tabular listing of those materials determined to contain, or potentially contain ACM and their locations and quantities (in linear or square feet, as appropriate for the ACM category). The tabular listing will contain, at a minimum, Campus, Building Number, Floor, Room Number, material category (i.e., TSI, SM or MM), material type, quantity, a numerical priority ranking, condition, potential for damage, potential for human exposure, drawing number and photo ID (as applicable). All locations will be indicated on the CAD drawings.

· Data tables containing information regarding quantities, types and locations of ACM, as well as a hazard ranking, recommended response action and associated cost estimate for implementation of those response actions. Data tables should be in Microsoft Excel, Access or other VA-approved format.

· An Operation and Maintenance plan, to include but not limited to, procedures for maintaining existing ACM and implementing the OSHA asbestos notification requirements for building occupants.

· Color drawings shall be prepared, in an AutoCAD format ( National AutoCAD format), showing the location of ACM as well as sample locations. Contractor shall submit a layering and key plan that will be approved by the VA. At a minimum asbestos data will be on separate layers and contrast significantly to discern different sampling results.

· It is anticipated that the successful contractor will be working collaboratively with a separately VA selected vendor to load all information into a web based facility management system. It is expected that AutoCAD drawings and Excel or Access data tables will be compatible with the facility management system. However the Asbestos surveyor is expected to offer beneficial recommendations on data entry and arrangement and also perform quality checks to insure facility management system vendor has the data properly entered.

· The Result Section of the report will include a description of the physical condition of the material in question that is appropriate to the survey item (e.g., AHERA categories “Good”, “Damaged” or “Significantly Damaged” in the case of friable ACM). Digital photos will be used where they help the reader to understand an aspect of the material in questions. The Results Section of the report will be provided in a spreadsheet format including as a minimum thumbnail digital pictures, location, type, condition, quantity, and comments.

· AutoCAD floor plan drawings will be included in the report to help define material locations (where appropriate) and to assist in planning for the abatement needs.

· The Conclusion Section of the report will explain how and why the response action recommendations of the report were determined and prioritized.

· The contractor will provide a separate report for each medical center, with each building as a subsection to the report. Each facility will be provided with a Table of Contents, executive summary, list of drawings and corresponding CAD drawing numbers, and a description of the survey techniques and sampling strategy employed. A detailed discussion of how the hazard assessment was conducted will be provided.

· The tabular inventory will be provided in an Excel spreadsheet or Access database with report templates that can identify ACM and quantity by building, room, material type, material category, numerical priority ranking, condition, potential for damage, potential for human exposure and drawing number. Report and management plans shall include at a minimum an introduction, details, summary, attachments and all narratives in Microsoft Word as well as PDF versions. Microsoft Word should be used for all text reports, MS Excel for all spreadsheets and MS Access for all databases.

Inspecting:

The contractor shall perform survey activities in a manner that will protect the survey team and facility personnel from exposure to asbestos fibers. The contractor shall immediately notify the VA-Safety Officer of any imminent asbestos hazards encountered during the course of the survey. The contractor shall likewise notify the Safety Office of any areas where access should be limited and signs erected immediately to warn of asbestos health risks.

Medical Certification:

Contractor shall provide written evidence, prior to commencement of this project, that all of its field employees who will be potentially exposed to asbestos during this project are (1) enrolled in a medical surveillance program for asbestos disease which meets current OSHA requirements outlined in 29 CFR 1926.58 and (2) have been medically cleared within the past 12 calendar months to wear a negative pressure, air-purifying respirator, and (3) have been fit-tested within the past 6 calendar months in the same make and model of negative pressure, air-purifying respirator as may be utilized during this project. Complete documentation shall be included in the deliverables. Contractor shall also provide written evidence of current AHERA accreditation (Building Inspector, Management Planner and/or Project Designer, as applicable) and applicable state licensure.

Furnished Property:

Contractor shall provide all the labor, materials, equipment and transportation necessary to conduct the survey, collect samples, perform lab analysis and produce required deliverables. They shall also provide their own personal protective equipment (PPE).

Contractor Compliance with Facility Safety and Health Requirements:

Prior to start of project work, Contractor shall meet with the facility Safety Manager and Facility Management Service (FMS) representative, and be briefed on facility safety and security procedures (e.g., response to fire alarm, lockout/ tagout, confined space entry, electrical safety). Contractor is responsible at all times for ensuring that all personnel (including subcontractors working under the general contractor) comply with all applicable local, state, federal and VA safety, health, environmental and security requirements and regulations.

Stop Work Order:

Contracting Officer, Safety Manager or COTR may present a verbal stop work order to Contractor, if Contractor is advised of any imminent or serious health or safety hazard which Contractor is creating, and which Contractor refuses to take immediate, appropriate corrective action to mitigate. Such a verbal stop work order will be followed by a written stop work order within 24 hours by the Contracting Officer to the Project Manager. Work will not be allowed to resume until authorized by the Contracting Officer, after consultation with the Safety Manager, to ensure that the imminent or serious health or safety hazard has been abated.

Quality control plan.

Contractor shall establish a quality control plan for all work, including that of his subcontractors, to assure compliance with the EPA and State requirements. Contractor shall submit a copy of his quality control plan concurrently with the quote. Quality control measures shall include, but not be limited to:

· Performing all required inspections and tests.

· Listing all subcontractors and services they will perform.

· Compliance with applicable Federal, state and local codes and regulations and VHA directives related to conducting the survey.

· Correction of unsatisfactory sampling and testing.

Inspectors will use the federal AHERA protocol for bulk sample collection. Surveyors will be AHERA-accredited Building Inspector, AHERA- accredited Project Designer or AHERA accredited Management Planner. Surveyors will have at least 5 years of similar experience with projects of substantially similar size and/or scope.

All laboratories used for analysis of bulk samples will be NVLAP-Accredited. Initial analysis will be performed with polarized light microscopy (PLM).

PLM results ranging from less than one percent to ten percent may need additional analysis such as transmission electron microscopy (TEM). Therefore, the Contractor will make arrangements with the laboratory to retain such samples in the event that additional analysis is requested. Additional analysis will require contract approval by the VISN 19 Contracting Officer.

Survey Report, Contractor shall provide a minimum of one (1) original and five (5) bound hard copies and one (1) electronic (CD Rom) in PDF format, plus all Excel or Access data tables and AutoCAD drawings, of the comprehensive survey report.

The survey will provide a consistent and effective program for managing Asbestos Containing Materials (ACMs) in accordance with Asbestos Hazard Emergency Response Act (AHERA) and National Emission Standard for Hazardous Air Pollutants (NESHAPS) requirements. The final survey results and database system, in conjunction with base management plans, will provide a means of planning repairs, renovations, and demolition projects, prioritizing health risks and planning to respond to emergency situations. Assessments under this scope include identification, sampling and analysis of suspect ACMs from both the interior and exterior of VA facilities. ACM survey results will specify the type (both friable and non-friable materials) and the quantity of ACMs in either linear or square ft., as appropriate, and specify existing health risks using AHERA protocols If this information is not available from previously performed assessments, then the need for its collection will be evaluated on a case by case basis, and collected appropriately.

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

Asbestos baseline inspection and survey in accordance with the Statement of Work.

Contract Period: Base POP Begin: 08-01-2023 POP End: 07-31-2024

Page 1 of Page 1 of

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (DEC 2022)

(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. 4701 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:

(End of Addendum to 52.212-4)

C.2 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (MAR 2023)

(a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial products and commercial services:

(1) 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (JAN 2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

(2) 52.204–23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered Entities (NOV 2021) (Section 1634 of Pub. L. 115–91).

(3) 52.204–25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (NOV 2021) (Section 889(a)(1)(A) of Pub. L. 115–232).

(4) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (NOV 2015).

(5) 52.232–40, Providing Accelerated Payments to Small Business Subcontractors (MAR 2023) (31 U.S.C. 3903 and 10 U.S.C. 3801).

(6) 52.233-3, Protest After Award (Aug 1996) (31 U.S.C. 3553).

(7) 52.233-4, Applicable Law for Breach of Contract Claim (Oct 2004) (Public Laws 108-77 and 108-78 (19 U.S.C. 3805 note)).

(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial products and commercial services:

[] (1) 52.203–6, Restrictions on Subcontractor Sales to the Government (JUN 2020), with Alternate I (NOV 2021) (41 U.S.C. 4704 and 10 U.S.C. 4655).

[] (2) 52.203–13, Contractor Code of Business Ethics and Conduct (NOV 2021) (41 U.S.C. 3509).

[] (3) 52.203–15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (JUN 2010) (Section 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

[] (4) 52.204–10, Reporting Executive Compensation and First-Tier Subcontract Awards (JUN 2020) (Pub. L. 109–282) (31 U.S.C. 6101 note).

[] (5) [Reserved] [] (6) 52.204–14, Service Contract Reporting Requirements (OCT 2016) (Pub. L. 111–117, section 743 of Div. C).

[] (7) 52.204–15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (OCT 2016) (Pub. L. 111–117, section 743 of Div. C).

[] (8) 52.209–6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (NOV 2021) (31 U.S.C. 6101 note).

[] (9) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (Oct 2018) (41 U.S.C. 2313).

[] (10) [Reserved] [] (11) 52.219–3, Notice of HUBZone Set-Aside or Sole-Source Award (OCT 2022) (15 U.S.C. 657a).

[] (12) 52.219–4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (OCT 2022) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

[] (13) [Reserved] [] (14)(i) 52.219-6, Notice of Total Small Business Set-Aside (NOV 2020) (15 U.S.C. 644).

[] (ii) Alternate I (MAR 2020) of 52.219-6.

[] (15)(i) 52.219-7, Notice of Partial Small Business Set-Aside (NOV 2020) (15 U.S.C. 644).

[] (ii) Alternate I (MAR 2020) of 52.219-7.

[] (16) 52.219-8, Utilization of Small Business Concerns (OCT 2022) (15 U.S.C. 637(d)(2) and (3)).

[] (17)(i) 52.219–9, Small Business Subcontracting Plan (OCT 2022) (15 U.S.C. 637(d)(4)).

[] (ii) Alternate I (NOV 2016) of 52.219-9.

[] (iii) Alternate II (NOV 2016) of 52.219-9.

[] (iv) Alternate III (JUN 2020) of 52.219–9.

[] (v) Alternate IV (SEP 2021) of 52.219–9.

[] (18)(i) 52.219-13, Notice of Set-Aside of Orders (MAR 2020) (15 U.S.C. 644(r)).

[] (ii) Alternate I (MAR 2020) of 52.219-13.

[] (19) 52.219–14, Limitations on Subcontracting (OCT 2022) (15 U.S.C. 657s).

[] (20) 52.219-16, Liquidated Damages—Subcontracting Plan (SEP 2021) (15 U.S.C. 637(d)(4)(F)(i)).

[X] (21) 52.219–27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (OCT 2022) (15 U.S.C. 657f).

[] (22) (i) 52.219–28, Post-Award Small Business Program Rerepresentation (MAR 2023) (15 U.S.C. 632(a)(2)).

[] (ii) Alternate I (MAR 2020) of 52.219–28.

[] (23) 52.219–29, Notice of Set-Aside for, or Sole-Source Award to, Economically Disadvantaged Women-Owned Small Business Concerns (OCT 2022) (15 U.S.C. 637(m)).

[] (24) 52.219–30, Notice of Set-Aside for, or Sole-Source Award to, Women-Owned Small Business Concerns Eligible Under the Women-Owned Small Business Program (OCT 2022) (15 U.S.C. 637(m)).

[] (25) 52.219-32, Orders Issued Directly Under Small Business Reserves (MAR 2020) (15 U.S.C. 644(r)).

[] (26) l(26) 52.219–33, Nonmanufacturer Rule (SEP 2021) (15 U.S.C. 657s).

[] (27) 52.222-3, Convict Labor (June 2003) (E.O. 11755).

[] (28) 52.222–19, Child Labor—Cooperation with Authorities and Remedies (DEC 2022) (E.O. 13126).

[] (29) 52.222-21, Prohibition of Segregated Facilities (APR 2015).

[] (30)(i) 52.222–26, Equal Opportunity (SEP 2016) (E.O. 11246).

[] (ii) Alternate I (FEB 1999) of 52.222-26.

[] (31)(i) 52.222–35, Equal Opportunity for Veterans (JUN 2020) (38 U.S.C. 4212).

[] (ii) Alternate I (JULY 2014) of 52.222-35.

[] (32)(i) 52.222–36, Equal Opportunity for Workers with Disabilities (JUN 2020) (29 U.S.C. 793).

[] (ii) Alternate I (JULY 2014) of 52.222-36.

[] (33) 52.222–37, Employment Reports on Veterans (JUN 2020) (38 U.S.C. 4212).

[] (34) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (DEC 2010) (E.O. 13496).

[X] (35)(i) 52.222-50, Combating Trafficking in Persons (NOV 2021) (22 U.S.C. chapter 78 and E.O. 13627).

[] (ii) Alternate I (MAR 2015) of 52.222-50 (22 U.S.C. chapter 78 and E.O. 13627).

[] (36) 52.222-54, Employment Eligibility Verification (MAY 2022). (E. O. 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial products or commercial services as prescribed in FAR 22.1803.)

[] (37)(i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA-Designated Items (May 2008) (42 U.S.C.6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

[] (ii) Alternate I (MAY 2008) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

[] (38) 52.223-11, Ozone-Depleting Substances and High Global Warming Potential Hydrofluorocarbons (JUN 2016) (E.O. 13693).

[] (39) 52.223-12, Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners (JUN 2016) (E.O. 13693).

[] (40)(i) 52.223-13, Acquisition of EPEAT®-Registered Imaging Equipment (JUN 2014) (E.O.s 13423 and 13514).

[] (ii) Alternate I (OCT 2015) of 52.223-13.

[] (41)(i) 52.223-14, Acquisition of EPEAT®-Registered Televisions (JUN 2014) (E.O.s 13423 and 13514).

[] (ii) Alternate I (JUN 2014) of 52.223-14.

[] (42) 52.223-15, Energy Efficiency in Energy-Consuming Products (MAY 2020) (42 U.S.C. 8259b).

[] (43)(i) 52.223-16, Acquisition of EPEAT®-Registered Personal Computer Products (OCT 2015) (E.O.s 13423 and 13514).

[] (ii) Alternate I (JUN 2014) of 52.223-16.

[X] (44) 52.223–18, Encouraging Contractor Policies to Ban Text Messaging While Driving (JUN 2020) (E.O. 13513).

[] (45) 52.223-20, Aerosols (JUN 2016) (E.O. 13693).

[] (46) 52.223-21, Foams (JUN 2016) (E.O. 13693).

[] (47)(i) 52.224-3, Privacy Training (JAN 2017) (5 U.S.C. 552a).

[] (ii) Alternate I (JAN 2017) of 52.224-3.

[] (48)(i) 52.225-1, Buy American—Supplies (OCT 2022) (41 U.S.C. chapter 83).

[] (ii) Alternate I (OCT 2022) of 52.225–1.

[] (49)(i) 52.225-3, Buy American—Free Trade Agreements—Israeli Trade Act (DEC 2022) (19 U.S.C. 3301 note, 19 U.S.C. 2112 note, 19 U.S.C. 3805 note, 19 U.S.C. 4001 note, 19 U.S.C. chapter 29 (sections 4501-4732), Public Law 103-182, 108-77, 108-78, 108-286, 108-302, 109-53, 109-169, 109-283, 110-138, 112-41, 112-42, and 112-43.

[] (ii) Alternate I [Reserved].

[] (iii) Alternate II (DEC 2022) of 52.225-3.

[] (iv) Alternate III (JAN 2021) of 52.225-3.

[] (v) Alternate IV (OCT 2022) of 52.225-3.

[] (50) 52.225–5, Trade Agreements (DEC 2022) (19 U.S.C. 2501, et seq., 19 U.S.C. 3301 note).

[X] (51) 52.225-13, Restrictions on Certain Foreign Purchases (FEB 2021) (E.O.'s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury).

[] (52) 52.225–26, Contractors Performing Private Security Functions Outside the United States (OCT 2016) (Section 862, as amended, of the National Defense Authorization Act for Fiscal Year 2008; 10 U.S.C. Subtitle A, Part V, Subpart G Note).

[] (53) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (Nov 2007) (42 U.S.C. 5150).

[] (54) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (Nov 2007) (42 U.S.C. 5150).

[X] (55) 52.229–12, Tax on Certain Foreign Procurements (FEB 2021).

[] (56) 52.232-29, Terms for Financing of Purchases of Commercial Products and Commercial Services (NOV 2021) (41 U.S.C. 4505, 10 U.S.C. 3805).

[] (57) 52.232-30, Installment Payments for Commercial Products and Commercial Services (NOV 2021) (41 U.S.C. 4505, 10 U.S.C. 3805).

[X] (58) 52.232-33, Payment by Electronic Funds Transfer—System for Award Management (Oct 2018) (31 U.S.C. 3332).

[] (59) 52.232-34, Payment by Electronic Funds Transfer—Other than System for Award Management (Jul 2013) (31 U.S.C. 3332).

[] (60) 52.232-36, Payment by Third Party (MAY 2014) (31 U.S.C. 3332).

[] (61) 52.239-1, Privacy or Security Safeguards (AUG 1996) (5 U.S.C. 552a).

[] (62) 52.242-5, Payments to Small Business Subcontractors (JAN 2017)(15 U.S.C. 637(d)(13)).

[] (63)(i) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (NOV 2021) (46 U.S.C. 55305 and 10 U.S.C. 2631).

[] (ii) Alternate I (Apr 2003) of 52.247-64.

[] (iii) Alternate II (NOV 2021) of 52.247-64.

(c) The Contractor shall comply with the FAR clauses in this paragraph (c), applicable to commercial services, that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial products and commercial services:

[] (1) 52.222-41, Service Contract Labor Standards (AUG 2018) (41 U.S.C. chapter 67).

[] (2) 52.222-42, Statement of Equivalent Rates for Federal Hires (MAY 2014) (29 U.S.C. 206 and 41 U.S.C. chapter 67).

[] (3) 52.222-43, Fair Labor Standards Act and Service Contract Labor Standards—Price Adjustment (Multiple Year and Option Contracts) (AUG 2018) (29 U.S.C. 206 and 41 U.S.C. chapter 67).

[] (4) 52.222-44, Fair Labor Standards Act and Service Contract Labor Standards—Price Adjustment (MAY 2014) (29 U.S.