36C25924Q0062_1.docx

36C25924Q0062

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

36C259-24-AP-0109

442-24-1-548-0004

12-04-2023 Heather Clemons heather.clemons@va.gov

12-11-2023

5:00 PM

MST

36C259 Department of Veterans Affairs Network Contracting Office

NCO 19

6162 South Willow Drive, Suite 300 Greenwood Village CO 80111

X

561710 $17.5 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 Integrated Pest Management Services

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

An amendment will be posted no later than 3:00pm MST on 12/08/2023 with answer to the submitted questions.

Due to the urgency of this request, all offers must be submitted to heather.clemons@va.gov and received no later than 5:00pm MST on 12/11/2023.

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

Base Year 12/18/2023 - 12/17/2024 Option Year 1 12/18/2024 - 12/17/2025 Option Year 2 12/18/2025 - 12/17/2026 Option Year 3 12/18/2026 - 12/17/2027 Option Year 4 12/18/2027 - 12/17/2028

See CONTINUATION Page

LOA# 442-3640162-548-856200-2542 010056190

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 Tim Myers, timothy.myers5@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:

annually; Line item 0002 and 0006 (and subsequent years) is to be billed monthly; Line item 0003 (and subsequent years) are to be billed upon semi-annually; Line item 0004 (and subsequent years) is to be billed upon completion; Line item 0007 (and subsequent years) is to be billed quarterly.

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 All Invoices from the contractor shall be submitted electronically IAW VAAR Clause 852.232-72 Electronic Submission of Payment Requests. For any questions about the e-invoicing program, please contact the following:

Tungsten Network Client Services Phone: 1-877-489-6135 Link: https://www.tungsten-network.com/customer-campaigns/veteransaffairs/ VA Financial Service Center (FSC) Phone: 1-877-353-9791 For Invoice status tracking, the contractor should use the FSC Customer Engagement Portal, link: https://www.cep.fsc.va.gov/

B.2 PERFORMANCE WORK STATEMENT

A. GENERAL

Implement an Integrated Pest Management Services (IPMS) for achieving long term environmentally sound pest suppression with a wide variety of technological and management practices. To include structural and procedural variations that reduces the food, water, harborage, and access used by pests.

B. PERFORMANCE OBJECTIVES:

The Contractor shall furnish all supervision, labor materials, and equipment necessary provide a comprehensive pest management service. This service shall offer surveillance, trapping, pesticide application, pest removal components and applicable reporting along with detailed, for structural and technical alterations, for pest control indoor and outdoor, within the property boundaries of the buildings.

C. PLACE OF PERFORMANCE

VA Medical Center (VAMC) 2360 East Pershing Blvd.

Cheyenne, WY 82801-8322

Fort Collins CBOC 2509 Research Blvd.

Fort Collins, CO 80526-8108

D. LOCATIONS TO IMPLEMENT IPM:

I. Critical Areas:

a. Once per month:

i. Cheyenne VAMC:

1. Dietetic Service

2. Warehouse (Bldg. #12)

3. Boiler Plant (Bldg. #13)

4. Canteen Service

5. B Basement

6. Bed Bugs Inspection (If requested)

ii. The Fort Collins CBOC

1. Inspection of all exterior areas for pests and rodents

2. Inspection of all interior areas for pest activity

3. Inspection Bedbug infestation

a. Note: If infestation is found, the Contractor will immediately notify the COR.

b. Semi-annually-Estimate time or preferred is September & March. However, if IPM dictate a better option please follow it.

i. Location to implement IPM, to prevent infestation of mice and rats at the Cheyenne VAMC:

1. A Basement Crawlspace

2. B Basement Crawlspace

3. C Basement Crawlspace

II. Non-Critical Areas Quarterly Inspection and treatment if needed.

Location to implement IPM

VAMC 2360 E. Pershing Blvd, Cheyenne WY

i. Arrowhead Building – Clinical Addition

ii. Buffalo Building - Main Hospital - B Building

iii. Cowboy Building – Main Hospital – C Building to include new addition effective February 2019

iv. Douglas Fir Building - Administrative Offices, Canteen, and Dental Clinic

v. Building No. 4 - Administrative Offices

vi. Building No. 5 – Administrative Offices

vii. Building No. 6 - Administrative Offices

viii. Building No. 7 - Administrative Offices

ix. Building No. 8 - Administrative Offices

x. Building No. 11 – Engineering

xi. All Exterior Garages and Buildings used for Storage.

E. PERIOD OF PERFORMANCE:

a. Base Year + (4) 1-year Options 12/18/2023-12/17/2024-Base Year 12/18/2024-12/17/2025-Option 1 12/18/2025-12/17/2026-Option 2 12/18/2026-12/17/2027-Option 3 12/18/2027-12/17/2028-Option 4

F. OPERATION CONTRAINTS:

a. VA Medical Center Hours of Operation- 8:00 AM – 4:30 PM

b. National Holidays: New Years Day, Martin Luther King’s Birthday, President’s Day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veteran’s Day, Thanksgiving Day and Christmas Day and any other day specifically declared by the President of the United States to be a national holiday.

G. CONTRACTOR REQUIREMENTS:

a. Inspect to determine pest management measures are appropriate and required.

b. Recommend and communicate to the COR environmental sanitation practices that restrict or eliminate food, water or harborage for pests and recommend engineering practices that limit entry of pests.

c. Collection and disposal of all pests.

d. The Contractor shall assume full responsibility and liability for compliance with all applicable regulations pertaining to the health and safety of personnel during the execution of work.

H. PEST CONTROL:

a. Control general structural arthropod pests (i.e., cockroaches, ants, carpet beetles, spiders, carpenter ants, carpenter bees, etc.).

b. Control flying insect pests (i.e., housefly, stable fly, blow flies, etc.).

c. Control predatory pests (i.e., lice, bedbugs, fleas, mites, ticks, bees, wasps, mosquitoes, scorpions, etc.)

d. Control stored product pests (i.e., saw tooth grain beetle, red confused flour beetle, trogderma beetles, grain moths etc.)

e. Control mice and rats (i.e., house mouse, field mouse, roof rat, Norway rats, etc.)

f. Control wood destroying organisms (i.e., subterranean termites, dry wood termites, fungi, wood boring beetles, etc.).

g. Control aquatic pests (i.e., mosquito larva/pupae, algae etc.).

I. CONTRAINTS TO IMPLEMATING OF THE IPM:

a. Selection and utilization of non-chemical control methods, which eliminate, exclude or repel pests, i.e. insect electrocution devices, traps, caulking, air screens, etc.

b. Fumigation treatments may require separate scheduling as approved by COR for the convenience of the facility.

c. All rodenticides or traps shall be placed only at times and in the areas approved by the COR or his/her designee.

d. Rodenticides, and/or traps shall be replaced as necessary and per manufacturer recommendations.

e. No pest control material or trap shall be placed where it may be recovered by patients, nor shall such material be allowed to contact food or cooking utensils.

f. The contractor shall conform to all federal, state, and local regulations governing examining and licensing of pest control operators and performance of pest control.

g. use of approved pest control chemicals and equipment, and proper disposal methods for all products/containers, which may be in effect for the area where the work under the contract will be performed.

h. Selection and use of the most environmentally sound pesticide(s) to affect control when chemical control methods are necessary.

J. CALL BACKS:

EMERGENCY CALLS: The Contractor shall response within 24 hours after receipt of notification by the Contracting Officer or his/her designee, perform Integrated Pest Management (IPM) Services to correct the emergent condition.

K. REPORTING FOR SCHEDULED SERVICES: Contractor shall report to Bldg 1 Rm # A354, on scheduled days for any instructions for location of infestation, as called in by wards, clinics, etc. They will submit a written report of all activities following each visit, with the signature of the COR or designee responsible. Contact EMS 307-214-6974

L. STORAGE OF PEST CONTROL MATERIALS:

Storage of pest control materials or equipment are prohibited without the written approval of the COR.

M. SERVICE REPORTING REQUIREMENTS:

a. Initial Service Report Requirements:

The Contractor shall complete a thorough professional assessment of each location to determine:

i. Pest control needs of each location.

ii. Frequency of treatment necessary. (note: present frequency stated are preferred, however depending on the assessment, this need be adjusted to minimize any pest relative to a given location.)

iii. Problem areas. (note: although critical areas are listed, after a professional assessment other may need to be included)

iv. VA Practices that may contribute to pest infestations and issues and recommendation for correcting the problem.

v. Once the assessment is complete, the contractor will, consider any background information provided by COR and develop a IPM plan of action to monitor and treat the given pests within the Constraints Section I.

vi. IPM plan shall be submitted at least 5 working days following the award of the contract. The IPM plan requires approval by the Contracting Officer Representative (COR) prior to implementation.

b. On-going Service Report Requirements:

i. After each service (scheduled or non-scheduled) contractor personnel will submit documentation including but not limited to:

ii. The name and address of the individual who applied the pesticide.

iii. The location, by building and room number where each pesticide was applied.

iv. The pest or pests against which the pesticide was applied.

v. The date and time of application.

vi. The brand name of the pesticide applied.

vii. The name of the pesticide manufacturer, or the federal environmental protection agency registration number of the pesticide.

viii. The rate of application or amount of the pesticide applied, and the total area treated.

ix. The contractor is responsible for supplying, completing, and submitting all reports required or requested by Federal, State or local ordinances, which pertain to any duties contained in the contract.

x. The Contractor will furnish the COR’s office, prior to initial application the trade names (if any), and the chemical names of all approved pesticides/chemicals along with appropriate antidote information and current – Safety Data Sheet (SDS). The Contractor shall supply this information as new products are submitted for approval to the COR.

N. INVOICE FORMAT:

a. The contractor shall invoices using the same purchase order number for the monthly IPM services. In the event, the ancillary service (Bedbugs & Emergency-Non-Bed bug) is render at the time of vendor billing cycle, and vendor elect to provide only one invoice; the vendor shall “break out” or separate the total price of the invoice. In those instances, a total price with no breakout will not be accepted and returned for correction.

O. MODIFICATIONS-IMPORTANT NOTICE

a. ALL orders or modification outside the scope of contract performance requires express written or verbal approval by the Contracting Officer (CO). Any orders or modifications made that are NOT approved by a CO, prior to performance, will result in NO PAYMENT by the Government.

P. CONTRACTOR PERSONNEL BADGES AND PARKING:

a. The contractor shall provide the COR with a list of contractor employees expected to enter the buildings. While on VA premises, all contractor personnel shall comply with the rules, regulations, and procedures governing the conduct of personnel and the operation of the facility.

b. An access badge will be provided by the VA Police and given to the contractor’s employee upon entrance into VA buildings. The contractor employee must safeguard the access badge and immediately report any lost, stolen, or destroyed badges to the COR. All contract personnel must properly display their access badges. Access badges must be worn at or above the waist (facing forward.). The contractor’s employees must return the access badge(s) to the VA Police at the end of each visit.

c. The contractor shall be required to comply with all security policies/requirements of the Cheyenne VAMC and associated CBOC. All security policies/requirements must be met and employees cleared prior to the contractor performing work under this contract. Employees that cannot meet the security and clearance requirements shall not be allowed to perform work under this contract.

d. It is the responsibility of the contractor’s personnel to park in the appropriate designated parking areas. Parking information shall be coordinated with each facility COR.

e. Cheyenne VAMC does not validate or make reimbursement for parking violations of the contractor’s personnel under any circumstance.

Q. INTERFERENCE TO NORMAL FUNCTION:

a. In the event of a Government Delay (emergency solution, utility services, fire protection service or any action may deem necessary), contractor services may be stopped and rescheduled. The Government will give the contractor consideration related to the delay cause by the Government. The consideration will not exceed 10% of the monthly invoice for IPM service. And must be submitted within billing cycle for when the delay occurred.

R. GOVERNMENT RESPONSBILITY:

a. COR or the designee will provide access to secured areas. If access is required to secure areas, prearranged scheduling will be made with COR or designee.

S. INVOICING:

Contractor must first be registered in SAM.gov before completing the vendor file entry. All inquiries regarding the SAM.gov website will go through SAM.gov customer service. Upon completion of the vendor file entry using the customer engagement portal, the Contractor shall invoice using the Tungsten website. Any questions regarding how to use the Tungsten site, shall be answered by Tungsten Customer Service.

SAM.gov | Home Customer Engagement Portal (va.gov) True invoice automation | Tungsten Network (tungsten-network.com)

(end of Performance Work Statement)

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

POP: Base Year December 18, 2023 – December 17, 2024

Contract Period: Base POP Begin: 12-18-2023 POP End: 12-17-2024

Contract Period: Base POP Begin: 12-18-2023 POP End: 12-17-2024

Contract Period: Base POP Begin: 12-18-2023 POP End: 12-17-2024

NOTE: This service will be provided only at the request of the COR

Contract Period: Base POP Begin: 12-18-2023 POP End: 12-17-2024

Contract Period: Base POP Begin: 12-18-2023 POP End: 12-17-2024

Contract Period: Base POP Begin: 12-18-2023 POP End: 12-17-2024

Contract Period: Base POP Begin: 12-18-2023 POP End: 12-17-2024

POP: Option Year 1 December 18, 2024 – December 17, 2025

Contract Period: Option Year 1 POP Begin: 12-18-2024 POP End: 12-17-2025

Contract Period: Option Year 1 POP Begin: 12-18-2024 POP End: 12-17-2025

Contract Period: Option Year 1 POP Begin: 12-18-2024 POP End: 12-17-2025

NOTE: This service will be provided only at the request of the COR

Contract Period: Option Year 1 POP Begin: 12-18-2024 POP End: 12-17-2025

Contract Period: Option Year 1 POP Begin: 12-18-2024 POP End: 12-17-2025

Contract Period: Option Year 1 POP Begin: 12-18-2024 POP End: 12-17-2025

Contract Period: Option Year 1 POP Begin: 12-18-2024 POP End: 12-17-2025

POP: Option Year 2 December 18, 2025 – December 17, 2026

Contract Period: Option Year 2 POP Begin: 12-18-2025 POP End: 12-17-2026

Contract Period: Option Year 2 POP Begin: 12-18-2025 POP End: 12-17-2026

Contract Period: Option Year 2 POP Begin: 12-18-2025 POP End: 12-17-2026

NOTE: This service will be provided only at the request of the COR

Contract Period: Option Year 2 POP Begin: 12-18-2025 POP End: 12-17-2026

Contract Period: Option Year 2 POP Begin: 12-18-2025 POP End: 12-17-2026

Contract Period: Option Year 2 POP Begin: 12-18-2025 POP End: 12-17-2026

Contract Period: Option Year 2 POP Begin: 12-18-2025 POP End: 12-17-2026

POP: Option Year 3 December 18, 2026 – December 17, 2027

Contract Period: Option Year 3 POP Begin: 12-18-2026 POP End: 12-17-2027

Contract Period: Option Year 3 POP Begin: 12-18-2026 POP End: 12-17-2027

Contract Period: Option Year 3 POP Begin: 12-18-2026 POP End: 12-17-2027

NOTE: This service will be provided only at the request of the COR

Contract Period: Option Year 3 POP Begin: 12-18-2026 POP End: 12-17-2027

Contract Period: Option Year 3 POP Begin: 12-18-2026 POP End: 12-17-2027

Contract Period: Option Year 3 POP Begin: 12-18-2026 POP End: 12-17-2027

Contract Period: Option Year 3 POP Begin: 12-18-2026 POP End: 12-17-2027

POP: Option Year 4 December 18, 2027 – December 17, 2028

Contract Period: Option Year 4 POP Begin: 12-18-2027 POP End: 12-17-2028

Contract Period: Option Year 4 POP Begin: 12-18-2027 POP End: 12-17-2028

Contract Period: Option Year 4 POP Begin: 12-18-2027 POP End: 12-17-2028

NOTE: This service will be provided only at the request of the COR

Contract Period: Option Year 4 POP Begin: 12-18-2027 POP End: 12-17-2028

Contract Period: Option Year 4 POP Begin: 12-18-2027 POP End: 12-17-2028

Contract Period: Option Year 4 POP Begin: 12-18-2027 POP End: 12-17-2028

Contract Period: Option Year 4 POP Begin: 12-18-2027 POP End: 12-17-2028

Page 1 of

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (NOV 2023)

(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; 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 (NOV 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.)

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