S02 36C25924Q0769 02.docx

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

442-24-2-072-0026 442-24-2-529-0063

36C25924Q0769 08-28-2024 Jim Lewis 303-712-5840 09-05-2024 2:00pm

MDT

36C259 Department of Veterans Affairs Network Contracting Office

NCO 19

6162 South Willow Drive, Suite 300 Greenwood Village CO 80111

X

484210 $34 Million Net 30

N/A

36C442 Department of Veterans Affairs Cheyenne VA Health Care System 2360 East Pershing Blvd

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

NCO 19

6162 South Willow Drive, Suite 300 Greenwood Village CO 80111

36C442

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

See CONTINUATION Page Contractor will provide Moving Services for the Cheyenne VA Health Care System IAW the Statement of Work.

Review the Special Standards of Responsibilities (SSRs) in sections E.1 and E.8 on pgs. 35 and 45 of this document.

Solicitation questions shall be sent via email to:

james.lewis114fbb@va.gov no later than 2:00pm MDT 9/3/2024.

All offers must be sent via email to:

james.lewis114fbb@va.gov no later than 2:00pm MDT 9/5/2024.

Period of Performance will be for a one-year base period plus four option years.

The quantities for each CLIN are estimated based upon historic usage.

See CONTINUATION Page

Timothy Myers

Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

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

(a). CONTRACT ADMINISTRATION: All contract administration matters will be handled by the following individuals:

SAM UEI: ________________________

Contracting Officer: Timothy Myers timothy.myers5@va.gov

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

(c). INVOICES: Invoices shall be submitted in arrears:

(d). GOVERNMENT INVOICE ADDRESS:

(1). 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 Services Center http://www.fsc.va.gov/einvoice.asp Austin TX

(2). The contractor shall submit original invoices in proper electronic format to the Financial Services Center (FSC) through the Tungsten System. Facsimile, e-mail, and scanned documents are not acceptable forms of submission for payment requests. Proper electronic format means an automated system transmitting information electronically according to the accepted electronic data transmission methods below:

(A). VA’s Electronic Invoice Presentment and Payment System – The FSC uses a third-party contractor, Tungsten, to transition vendors from paper to electronic invoice submission. Please go to this website: http://www.tungsten-network.com/US/en/veterans-affairs/ to begin submitting electronic invoices, free of charge.

(B). Vendor e-Invoice Set-Up Information: Please contact Tungsten at the phone number or email address listed below to begin submitting your electronic invoices to the VA Financial Services Center for payment processing, free of charge. If you have question about the e-invoicing program or Tungsten, please contact the FSC at the phone number or email address listed below:

(i). Tungsten e-Invoice Setup Information: 1-877-489-6135 (ii). Tungsten e-Invoice email: VA.Registration@Tungsten-Network.com (iii). FSC e-Invoice Contact Information: 1-877-353-9791 (iv). FSC e-invoice email: vafsccshd@va.gov

(e). AUTHORIZATIONS:

(1). The Contracting Officer (CO) named in Section (a) above is responsible for the overall administration of this contract. Only the CO has the authority to make changes which affect:

(A). Contract prices, (B). Quality, (C). Quantities, or (D). Delivery terms and conditions.

(2). Contracting Officer Representatives (COR) and Alternate Contracting Officer’s Representatives (Alt-COR) may be assigned to this contract. The COR and Alt-COR shall be provided specific written delegated authority by the CO, a copy of which will be provided to the Contractor.

36C25924Q0769

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B.2 STATEMENT OF WORK

Moving Services – Cheyenne VA Healthcare System

Description of Services: This statement of work (SOW) defines the actions for the contractor to provide Moving Services. A moving contract is required to facilitate moves throughout the Cheyenne Health Care System entities and any new entity acquired in the Cheyenne Health Care System. Using a professional moving service reduces the potential of injury to employees. The facilities do not have the necessary staff or equipment for moving.

1.0 General Scope of Work

1.1 The Cheyenne Health Care System has a recurring requirement for Healthcare Furniture moves for the Medical Centers, the VA Outpatient Clinics, the Vet Centers, and other outlying clinics and offices.

1.2 Specifics for each move may vary as some moves will be between the Cheyenne VAMC and outlying clinics, while some moves may only be within the Cheyenne VAMC main building and/or main campus. Specifics for each move will be provided prior to each move in accordance with paragraph 1.5.

1.3 The requirement includes moving of Health care Furniture and/or Medical Equipment.

· Medical Equipment will consist of exam chairs/beds, medical supply carts and telehealth carts.

· Health Care Furniture will be other miscellaneous furniture items that must be invoiced under a separate PO number.

1.4 Move size will typically be a minimum of approximately 300 pounds (approx. 44 cu ft) and a maximum of approximately 4,460 pounds (approx. 658 cu ft).

1.5 Contracting Officers Representative (COR) or designated Point of Contact (POC) will submit a request for services to the contractor. The request will include a scope of all requirements to include location(s) of services needed, types of furniture and equipment involved, actions required and suggested schedule. All pertinent information related to the job(s) will be provided in submission. The Contractor will have up to 4 business days respond with an estimated cost to include manpower, transportation, standard or specialized equipment needed to complete the as-needed jobs and for, exam chair, and medical supply cart moves. In rare circumstances, a 24-hour response may be needed for emergency situations. The Contractor may consult with the POC for additional information and/or questions. For larger projects, a pre-project meeting may be requested by the COR, POC or Contractor. The COR/POC must approve the estimate and provide a Notice to Proceed (NTP). CHCS reserves the right to cancel the service with a 48-hour notification of cancellation.

1.6 The contractor shall provide all personnel, equipment, vehicles, tools, materials, supervision, certifications, and other services deemed necessary to provide moving services as described within this SOW.

2.0 Requirements:

· Box moves related to staff relocation within the healthcare system.

· Furniture support such as moving, disassembling, assembling, installing standalone desks, file furniture, and various types of chairs etc.

· Pick-up and delivery services of furniture and equipment as identified below in the Places of Performance. These services will vary per job.

3.0 Contractor Furnished Materials and Equipment

3.1 On-site supervisor must be available onsite or via telephone while working on-site.

3.2 moving materials, tools, and supplies, including but not limited to wrapping, taping, padding, packing, crating, dollies/hand trucks, and any other type of equipment commonly used for moving services activities, as required for the safe transportation of the property.

3.3 Vehicles/Trucks necessary for meeting the transportation and delivery needs of the individual order, which may include trucks with lift gates

3.4 All tools and knowledge needed to properly disassemble/reassemble furniture.

4.0 Specific Tasks

4.1 Contractor will be required to move and transport Healthcare Furniture and equipment onsite and between multiple sites within the applicable Healthcare System. Moving activities include but are not limited to moving miscellaneous free-standing furniture items, boxes, exam chairs, medical supply carts and telehealth carts. Delivering and picking up empty moving boxes, and disposal of moving related items such as removal of trash or scrap furniture to VA waste collections containers.

4.3 The Contractor shall provide sufficient and consistent personnel/crews based on workload as required accomplishing assigned tasks in the time frame stated on task order. Requests for additional personnel/crews will be made a minimum of five calendar days in advance of the moving service activity. The Contractor shall provide, operate, manage, and maintain a trained, uniformed Moving Services crew. The Contractor shall ensure that crew members have the technical capability to assemble and disassemble all types of furniture and specialized equipment before performing such tasks. A minimum of two personnel must be provided for each move unless pre-approved by the COR.

4.4 All tools and knowledge needed to perform transport services. Any items that need to be transported by vehicle will be loaded and unloaded by contractor. If required, the Contractor must provide the truck(s) with lift gate(s) for moving services and the necessary items (moving blankets) to protect furniture from damage during transport.

5.0 Risk Control, Infection Control and Safety Measures

5.1 Personnel Protective Equipment (PPE), i.e., safety boots, gloves, etc. for contractors are to be worn when completing task identified.

5.2 All Personnel are also expected to be educated on safe laborer and moving practices prior to the start of a job.

5.3 For larger projects, site protection may be required such as wall and floor protections. This would be discussed during a pre-project meeting and included in the upfront requirements. Contractor will be responsible for paying for and repairing any damages to finished spaces and surfaces that occur because of installation.

5.4 Contractors will be required to clean up after installation when dust and/ or debris from drilling is created. This includes vacuuming surrounding area and wiping down furniture.

5.5 CHCS properties are professional medical facilities. Contractors must adhere to CHCS employee attire guidelines and follow CHCS policies. This includes the nonsmoking mandate on each property.

5.6 Contractor will consult with COR/POC for direction relating to coordination efforts and for events not resolvable on site.

6.0 Security Requirements

6.1 Contractors must be escorted by authorized VA site staff member. Contractors may be required at times to enter sensitive areas in the process of moving furniture and other items. At no time will contractors have access to patient records, data, or VA computer systems. All patient sensitive information is to be secured by staff prior to movers entering any area.

6.2 Contractors will check-in with VA site staff prior to each move. If required, visitor badges will be provided.

6.3 Contractors are required to wear uniforms or shirts with the moving company’s name and logo.

6.4 Government- furnished Equipment (GFE). There will be no government furnished Equipment (GFE used by contractors.

7.0 Inspection and Acceptance Criteria

7.1 The COR and/or POC is responsible for certifying all work done under the contract is performed on time and in accordance with requirements. They are responsible to assure inspection and acceptance of the products which are provided incidental to services.

8.0 Property Damage

8.1 The contractor shall take all necessary precautions to prevent damage to any government property and will notify the COR and the Contracting Officer immediately if damage occurs. If damage occurs the COR will inspect the damage and determine if remedy is required. If the COR determines that remedy is required, the contracting Officer will authorize the contractor to remedy the situation in one of the following ways: be assessed current replacement costs for damaged property, replace damaged property in a timely manner, or correct the damages with like materials at no additional cost.

9.0 Places of Performance

9.1 The contractor is required to perform services in all entity locations of the Cheyenne Healthcare System. Also, the contractor may be required to perform services at any newly acquired entity of the Cheyenne Healthcare System when the entity is added during the period of performance, under contract modification. The following are the current entities of the Cheyenne Healthcare System:

Cheyenne VA Medical Center 2360 E Pershing Blvd.

Cheyenne, WY 82001

Cheyenne Vet Center 2617 E. Lincoln Way Cheyenne, WY 82001

Fort Collins VA Outpatient Clinic 2509 Research Blvd.

Fort Collins, CO 80526

Fort Collins VA Vet Center 702 West Drake Road Fort Collins, CO 80526

Loveland VA Outpatient Clinic 5200 Hahns Peak Drive Loveland, CO 80538

Northern Colorado VA Outpatient Clinic 4575 Byrd Drive Loveland, CO 80538

Rawlins VA Outpatient Clinic 1809 East Daley Street Rawlins, WY 82301

Sterling VA Outpatient Clinic located at the Northeastern Junior College 100 College Avenue Sterling CO 80751

9.2 Annual mileage for this requirement is estimated to be approximately 753 miles past a 50-mile radius of the Cheyenne VA Medical Center.

10.0 Period of Performance

Period of Performance will be for one Base Year, plus four additional Option Years.

Base Year: September 16, 2024 – September 15, 2025 Option Year 1: September 16, 2025 – September 15, 2026 Option Year 2: September 16, 2026 – September 15, 2027 Option Year 3: September 16, 2027 – September 15, 2028 Option Year 4: September 16, 2028 – September 15, 2029

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

Standard Moving Labor for each mover within the same facility/campus and/or moving labor for transportation relocation services for Medical Equipment and Healthcare Furniture for two different VA facility locations in accordance with the SOW.

Contract Period: Base POP Begin: 09-16-2024 POP End: 09-15-2025 PRINCIPAL NAICS CODE: 484210 - Used Household and Office Goods Moving PRODUCT/SERVICE CODE: V129 - Transportation/Travel/Relocation - Transportation: Other

Weekend and After Hour Labor (in addition to standard labor rate).

POP Begin: 09-16-2024 POP End: 09-15-2025

Weight for moving relocation transportation services between two different VA facility locations only, in accordance with the SOW.

POP Begin: 09-16-2024 POP End: 09-15-2025

Mileage for moving relocation transportation services between two different VA facility locations only, in accordance with the SOW.

POP Begin: 09-16-2024 POP End: 09-15-2025

Standard Moving Labor for each mover within the same facility/campus and/or moving labor for transportation relocation services for Medical Equipment and Healthcare Furniture for two different VA facility locations in accordance with the SOW.

Contract Period: Option 1 POP Begin: 09-16-2025 POP End: 09-15-2026

Weekend and After Hour Labor (in addition to standard labor rate).

POP Begin: 09-16-2025 POP End: 09-15-2026

Weight for moving relocation transportation services between two different VA facility locations only, in accordance with the SOW.

POP Begin: 09-16-2025 POP End: 09-15-2026

Mileage for moving relocation transportation services between two different VA facility locations only, in accordance with the SOW.

POP Begin: 09-16-2025 POP End: 09-15-2026

Standard Moving Labor for each mover within the same facility/campus and/or moving labor for transportation relocation services for Medical Equipment and Healthcare Furniture for two different VA facility locations in accordance with the SOW.

Contract Period: Option 2 POP Begin: 09-16-2026 POP End: 09-15-2027

Weekend and After Hour Labor (in addition to standard labor rate).

POP Begin: 09-16-2026 POP End: 09-15-2027

Weight for moving relocation transportation services between two different VA facility locations only, in accordance with the SOW.

POP Begin: 09-16-2026 POP End: 09-15-2027

Mileage for moving relocation transportation services between two different VA facility locations only, in accordance with the SOW.

POP Begin: 09-16-2026 POP End: 09-15-2027

Standard Moving Labor for each mover within the same facility/campus and/or moving labor for transportation relocation services for Medical Equipment and Healthcare Furniture for two different VA facility locations in accordance with the SOW.

Contract Period: Option 3 POP Begin: 09-16-2027 POP End: 09-15-2028

Weekend and After Hour Labor (in addition to standard labor rate).

POP Begin: 09-16-2027 POP End: 09-15-2028

Weight for moving relocation transportation services between two different VA facility locations only, in accordance with the SOW.

POP Begin: 09-16-2027 POP End: 09-15-2028

Mileage for moving relocation transportation services between two different VA facility locations only, in accordance with the SOW.

POP Begin: 09-16-2027 POP End: 09-15-2028

Standard Moving Labor for each mover within the same facility/campus and/or moving labor for transportation relocation services for Medical Equipment and Healthcare Furniture for two different VA facility locations in accordance with the SOW.

Contract Period: Option 4 POP Begin: 09-16-2028 POP End: 09-15-2029

Weekend and After Hour Labor (in addition to standard labor rate).

POP Begin: 09-16-2028 POP End: 09-15-2029

Weight for moving relocation transportation services between two different VA facility locations only, in accordance with the SOW.

POP Begin: 09-16-2028 POP End: 09-15-2029

Mileage for moving relocation transportation services between two different VA facility locations only, in accordance with the SOW.

POP Begin: 09-16-2028 POP End: 09-15-2029

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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:

C.2 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es):

https://www.acquisition.gov/browse/index/far https://www.va.gov/oal/library/vaar/

(End of Clause)

C.3 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 the effective date of the contract through the end of the effective period.

(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.4 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 $1.00, 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 $150,000.00;

(2) Any order for a combination of items in excess of $150,000.00; or

(3) A series of orders from the same ordering office within 60 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 5 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.5 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 August 31, 2029.

(End of Clause)

C.6 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 of the contract expiration date. 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.7 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.8 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.9 VAAR 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV 2018)

(a) Definitions. As used in this clause—

(1) Contract financing payment has the meaning given in FAR 32.001;

(2) Designated agency office means the office designated by the purchase order, agreement, or contract to first receive and review invoices. This office can be contractually designated as the receiving entity. This office may be different from the office issuing the payment;

(3) Electronic form means an automated system transmitting information electronically according to the accepted electronic data transmission methods and formats identified in paragraph (c) of this clause. Facsimile, email, and scanned documents are not acceptable electronic forms for submission of payment requests;

(4) Invoice payment has the meaning given in FAR 32.001; and

(5) Payment request means any request for contract financing payment or invoice payment submitted by the contractor under this contract.

(b) Electronic payment requests. Except as provided in paragraph (e) of this clause, the contractor shall submit payment requests in electronic form. Purchases paid with a Government-wide commercial purchase card are considered to be an electronic transaction for purposes of this rule, and therefore no additional electronic invoice submission is required.

(c) Data transmission. A contractor must ensure that the data transmission method and format are through one of the following:

(1) VA’s Electronic Invoice Presentment and Payment System at the current website address provided in the contract.

(2) Any system that conforms to the X12 electronic data interchange (EDI) formats established by the Accredited Standards Center (ASC) and chartered by the American National Standards Institute (ANSI).

(d) Invoice requirements. Invoices shall comply with FAR 32.905.

(e) Exceptions. If, based on one of the circumstances in this paragraph (e), the Contracting Officer directs that payment requests be made by mail, the Contractor shall submit payment requests by mail through the United States Postal Service to the designated…