36C26020Q0094-004.docx

36C26020Q0094

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.

DUNS:

DUNS+4:

PHONE:

FAX:

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

SEE ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA

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

ARE

ARE NOT ATTACHED.

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

ARE

ARE NOT ATTACHED

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

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

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

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

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

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

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. 2/2012)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

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

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

648-20-1-5104-0007 36C26020Q0094 02-19-2020 Robert Giard 360-816-2767 02-28-2020 36C260 Department of Veterans Affairs Network Contracting Office 20 5115 NE 82nd Ave, Suite 102 Vancouver

WA

98662 X X 562211 $41.5 Million N/A X Department of Veterans Affairs Portland VA Medical Center Warehouse 1601 East Fourth Plain Blvd Vancouver

WA

98661 Y Department of Veterans Affairs Network Contracting Office 20 5115 NE 82nd Ave, Suite 102 Vancouver

WA

98662

Department of Veterans Affairs

FMS-VA-2(101)

Financial Services Center

PO BOX 149971

Austin

TX

78714-9971 See CONTINUATION Page The Contractor shall provide Regulated Medical Waste Disposal Services in accordance with the attached statement of work for the VA Portland Healthcare System.

Offerors shall thoroughly review the quote preparation instr The period of Performance is as follows:

Base Year: 01 Apr 2020 - 31 Mar 2021 Option Year (1): 01 Apr 2021 - 31 Mar 2022 Option Year (2): 01 Apr 2022 - 31 Mar 2023 Option Year (3): 01 Apr 2023 - 31 Mar 2024 Option Year (4): 01 Apr 2024 - 31 Mar 2025 Notice of Service Disabled Veteran Owned Small Business, page 24, applies to all items in this solicitation.

See CONTINUATION Page 648-3600162-5104-856700-2542 0100501X3 X X X 02-28-2020 Krystal Weeks Contract Officer 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: To be Determined

b. GOVERNMENT: Contracting Officer 36C260

Network Contracting Office 20 5115 NE 82nd Ave, Suite 102 Vancouver WA 98662

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

FMS-VA-2(101)

Financial Services Center

PO BOX 149971

Austin TX 78714-9971 ACKNOWLEDGMENT OF AMENDMENTS: The offeror acknowledges receipt of amendments to the Solicitation numbered and dated as follows:

B.2 STATEMENT OF WORK

1. Contract Title: Regulated Medical Waste Disposal Services

2. Description of Services:

2.1 This is a non-personal service and is for a Contractor to provide all labor, materials, containers, pick- up at designated Medical Center location, transport, incinerate or render non-infectious (sterilize) by other commercially acceptable methodology, and dispose of Regulated Medical Waste, Chemotherapy Waste, Pathology Waste and Pharmaceutical Waste from the Veteran Affairs (VA) Portland Healthcare System.

2.2 The Contractor shall ensure that all Local, State and Federal laws and codes for manifesting, handling and transportation of Hazardous and Pharmaceutical Waste are met or exceeded. Contractor vehicles shall meet or exceed all City, County, State and Federal licensing and vehicle requirements as mandated by the State of Oregon. This may include, but not limited to, complying with 40 CFR 262, 40 CFR 263, 40 CFR260.10, and 49 CFR Part 171 – 179 (http://www.ecfr.gov/cgi-bin/text- idx?tpl=/ecfrbrowse/Title40/40cfr262_main_02.tpl). States codes may include OAR 740-110-0040 (http://arcweb.sos.state.or.us/pages/rules/oars_700/oar_740/740_015.html). If in the performance of this contract; transportation, destruction, or disposal takes place in a state other than Oregon, the Contractor shall fully comply with all applicable regulations of such state.

3. Background: The VA Portland Healthcare System requires contract personnel to provide Hazardous Waste Removal Services and does not have the personnel and applicable licenses to perform these services.

4. Place of Performance:

VA Portland Healthcare System 3710 SW U.S. Veterans Hospital Road Portland, OR 97239

5. Specific Tasks (Specifications/Requirements):

a. The Contractor shall provide containers and trolleys, where applicable, to dispose of non-hazardous pharmaceutical waste. All waste under this contract should also be disposed in an environmentally free manner, such as waste to energy, utilizing re-usable containers, or other options that the vendor provides.

b. The Regulated Medical waste will consist of pathological waste, laboratory specimens, lab cultures, animal carcasses, sharps, as defined by the United States Environmental Protection Agency or identified in any other applicable federal, state, county, or municipal law, regulation or guideline. The Chemotherapy waste will consist of items which have been contaminated by chemotherapeutic, cytotoxic, or antineoplastic drugs and/or agents. Total estimated pounds for Regulated Medical Waste, Chemotherapy Wastes and Pathological Waste are approximately 213,000 pounds annually.

c. All Pharmacy waste collected will consist of non-Resource Conservation and Recovery Act (RCRA)drugs (non-hazardous, non-regulated) (http://www2.epa.gov/laws-regulations/summary- resource-conservation-and-recovery-act).

d. The Contractor shall provide an on-line tracking service if one is available. A quote for the service shall be provided on a separate line item spelled out what charge is for what service, i.e. access to database is? And what the label printing on line is?

e. The Contractor shall provide the VA Portland Healthcare System with documentation, such as a manifest, of cradle to grave tracking of all Veteran Affairs Non-Hazardous, Hazardous, and Pharmaceutical waste removed within the thirty-five (35) day requirements per Environmental Protection Agency (EPA) regulations, and the State of Oregon. The Contractor shall also provide a certificate of destruction or deactivation, date accomplished, and an annual waste disposal report. A monthly recycling certificate with amounts and type of waste recycled shall also be furnished within thirty-five (35) days. An annual report of recyclables will be provided to VARHS on the contract anniversary date.

f. The Contractor shall identify contingency plans to be used in the event that they are unable to dispose of the non-hazardous, hazardous and pharmaceutical waste through their primary established system. This includes situations that may have the waste pick-up delayed or dropped off at a Treatment, Storage, and Disposal (TSD) facility.

g. The Contractor shall provide the VA Portland Healthcare System with a detailed monthly statement of all VA Regulated Medical, Chemotherapy, and Pharmaceutical waste removed. The Contractor shall also provide a certificate of destruction or deactivation, date accomplished, and a monthly waste disposal report. The monthly statement shall include:

a. Date of collection

b. Type of material collected

c. Weight of material collected

d. Price per container and total payment

h. Regulated Waste Historical Data for the year of 2019:

*Historical Data Figures below are for informational purposes only and not a guarantee of the medical waste that may be produced and needed to be picked up*

6. Disposal: Contractors shall refer to the Portland VA Medical Center preferred disposal hierarchy when determining disposition of waste. This hierarchy consists of a) recycling, b) fuel blending/energy recovery, c) incineration (waste to energy) or d) treatment (neutralization; stabilization) and/or landfill.

7. Patient Confidentiality: The Contractor shall ensure the confidentiality of all patient information being transported and will be held liable in the event of breach of confidentiality. The Contractor shall comply with the provisions of the Federal Privacy Act of 1974 (Public Law 93-579:

http://www.dodig.mil/Resources/PolicyReferences/Privacy/pa1974.pdf), the comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1972 (Public Law 93-282: http://www.gpo.gov/fdsys/pkg/STATUTE-88/pdf/STATUTE-88-Pg125.pdf), and the Drug Abuse Office and Treatment Act of 1972 (Public Law 93-255: http://www.gpo.gov/fdsys/pkg/STATUTE- 86/pdf/STATUTE-86-Pg65.pdf), and any other statutes regarding confidentiality of patient information.

8. Personnel: Personnel performing duties pursuant to this requirement shall be properly licensed to operate the Machinery, Equipment, and Vehicles necessary to fulfill the requirement. The employees shall wear proper attire, such as a uniform with company name and logo.

9. Schedule: The Contractor shall provide regular scheduled waste pick-up at least three (2) times per week; and, in the event of an emergency, pick-up will be made on the following day after telephone notification. If required, adjustments to the schedule may be made for the holidays.

10. Unscheduled Collections: The Contracting Officers Representative (COR) may require the Contractor to make unscheduled collections or disposals, for special events or other occasions. The Contractor shall respond to these requests within twenty-four (24) hours of notification. Unscheduled services when ordered are billed to the next purchase cycle, i.e. if waste needed to be disposed of for safety reasons and July is the next pick up cycle and it is only April. It would be agreed upon by both parties the billing is to advance the contract based off an emergency or safety technicality. The cost for this collection will be in accordance with the unit pricing limits established at the time this contract is signed.

11. Inclement Weather Schedule: The Contractor shall collect waste during periods of inclement weather. In cases of severe weather, the COR may authorize exceptions. When exceptions are granted, the Contractor shall make up all missed collections within twenty-four (24) hours after the severe weather has terminated, unless the COR authorizes additional time.

12. Packaging Requirements: The Contractor shall furnish lab packaging items required for transport and disposal, except specified by the COR; to include labels, sorbent materials, containers, according to EPA, Department of Transportation (DOT), Oregon State requirements for the proposed use.

13. Licenses and Permits: The Contractor shall, without additional cost to the Government, provide and maintain all licenses and permits to remove, handle, and dispose of Biomedical, Chemotherapy, and Pharmaceutical waste in the State of Oregon and any other states the waste may be transported to. The Contractor shall also be responsible for obtaining all necessary and current licenses, permits, vehicular insurance and registration, Workman’s Compensatory Liability Insurance, property liability insurance, etc. Copies of all licenses and permits shall be provided to the VA Contracting Officer for reference prior to contract award and commencement of work.

14. GEMS: The VARHS has a Green Environmental Management System (GEMS), http://www.roseburg.va.gov/about/gems.asp. The Medical Center is committed to protecting and improving the environment. The GEMS/ Government’s goals are:

a. Taking a leadership role in environmental stewardship by providing a clean and safe environment in our community.

b. Conserving natural resources and supporting their sustainability by upgrading our environmental systems.

c. Reducing the use of hazardous products and the generation of wastes.

d. Purchasing renewable, reusable, recyclable and recycled products.

e. Working to constantly improve the immediate and long-term environmental impacts of the products, services and processes used by the VARHS.

The Contractor shall recycle all applicable material and use environmentally preferable products and follow the GEMS guidelines provided by the Medical Center Program Manager.

15. Handling and Loading of Vehicles:

15.1 The Medical Center environment can pose many hazards. Such hazards are chemical, biohazards, infectious waste, asbestos, etc. Therefore, the Contractor or designee shall obey all speed signs, and only go into authorized areas escorted by staff such as the pharmacy or Hazardous Waste Storage area.

15.2 This is a smoke-free facility. Smoking is not permitted in any building. Smoking shall only be permitted in the area designated by the VA Roseburg Healthcare Service. The Contractor shall contact the COR for access to the smoking areas.

15.3 The Contractor employees shall remove all containers from the designated collection point at the VARHS to their vehicle. At no time shall Veteran Affairs employees load the Contractor vehicle, assist the Contractor employees in the loading of the Contractor vehicle, or provide assistance or guidance to the Contractor employees in the positioning, backing, or parking of the Contractor vehicle. Any damages caused by the Contractor shall be repaired to the original condition by the Contractor and shall meet Veteran Affairs specifications, be performed at a time agreeable to the Contracting Officer, and approved as to manner of accomplishment and acceptability by the Contracting Officer. All containers, regardless of the weight of those containers, shall be handled, moved, and placed in the Contractor vehicle by the Contractor employees, in such a manner that the structural integrity of the container is maintained, waste is properly contained, and environmental contamination is prevented. From the time that waste is removed from the Veteran Affairs under the terms of this contract, any spills, damage to containers, or environmental contamination or damage caused by waste, collected under the terms of this contract, shall be cleaned, repaired, and/or corrected by the Contractor at the expense of the Contractor.

16. Handling and loading of vehicles: Contractor employees shall remove all containers from the designated collection point at the VA Medical Center to their vehicle. At no time shall VA employees load the contractor vehicle, assist the contractor employees in the loading of the contractor vehicle, or provide assistance or guidance to the contractor employees in the positioning, backing, or parking of the contractor vehicle. Any damages caused by the contractor shall be repaired to the original condition by the contractor and shall meet VA specifications, be performed at a time agreeable to the Contracting Officer, and approved as to manner of accomplishment and acceptability by the Contracting Officer. All containers, regardless of the weight of those containers, shall be handled, moved, and placed in the contractor vehicle by the contractor employees, in such a manner that the structural integrity of the container is maintained, waste is properly contained, and environmental contamination is prevented. From the time that waste is removed from the VA under the terms of this contract, any spills, damage to containers, or environmental contamination or damage caused by regulated medical waste, collected under the terms of this contract, shall be cleaned, repaired, and/or corrected by the contractor at the expense of the contractor

17. Secure Storage Container: The Contractor shall provide an on-site secured storage trailer/container in which the VA Medical Center staff will store Regulated Medical, Chemotherapy, and Pharmaceutical waste for contractor pick-up. The trailer/container shall be maintained free of contamination by contractor.

18. Training: The Contractor shall provide in-service training as needed (no less than twice per year) to VA Medical Center personnel in efficient methods of Regulated Medical, Chemotherapy, and Pharmaceutical waste handling, segregation, and collection. Training shall be scheduled with the COR.

19. Hours of Operation:

19.1 The Contractor shall accomplish the waste removal tasks within the normal hours of operation. Work shall be planned so as to minimize interference with the functions of the hospital.

19.2 Normal hours of operation are Monday through Friday, 7:00 a.m. to 3:00 p.m. excluding Federal Holidays. Should the scheduled pick-up fall on a Federal Holiday the pick-up shall be made within twenty-four (24) hours.

Or any other day specifically declared by the President of the United States.

20. Security Requirements: The Contractor employees shall not have access to Veteran Affairs sensitive or computer information and will not require routine access to Veteran Affairs Facilities. The Contractor employees shall require intermittent access only and will be escorted by Veteran Affairs employees while at Veteran Affairs Facilities. No background investigation is required.

21. Option to Extend Services: In accordance with FAR Clause 52.217-8, Option to Extend Services, the contract may be extended, at the Government’s sole discretion, for a period of up to six (6) months, exercisable in increments of not less than one (1) month.

The prices applicable during the short-term extension(s) shall be the price(s) applicable during the immediately succeeding option period if there is one (for example, CLIN 1001 subject only to any adjustment required by the Service Contract Act). If there is no immediately succeeding option period, the price(s) shall be the price(s) applicable during the immediately preceding contract period, subject only to any adjustment required by the Service Contract Act.

The extension(s) may be exercised by the Government IAW FAR Clause 52.217-8, provided that the CO has given notice of the Government’s intent to exercise the extension at least 7 calendar days before this contract is to expire. A notice will be provided for each separate extension.

For requirements items, the prices applicable during the short-term extension(s) shall be the prices applicable during the immediately succeeding option period, if there is one. If there is no succeeding option period, the prices shall be the prices applicable during the immediately preceding contract period.

The cost ceiling(s), base fee(s), and award fee(s) during the short term option(s) shall be the pro rata portion of the costs and fees applicable to the immediately succeeding option period, if there is one. If there is no succeeding option period, the cost ceiling(s) and fee(s) shall be the pro rata portion of the costs and fees for the immediately preceding contract period. This requirement is in accordance with VARR Clause 852.232-72 Electronic Submission of Payment Requests: http://www.fsc.va.gov/einvoice.asp. Electronic payments are net 30 days.

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

CONTRACTOR SHALL PROVIDE REGULATED MEDICAL WASTE DISPOSAL SERVICE IN ACCORDANCE TO ABOVE MENTIONED CONTRACT WITH THE VA PORTLAND HEALTHCARE SYSTEM PERIOD OF PERFORMANCE: 1 APRIL 20 THROUGH 30 MARCH 21 Contract Period: Base POP Begin: 04-01-2020 POP End: 03-31-2021

CONTRACTOR SHALL PROVIDE REGULATED MEDICAL WASTE DISPOSAL SERVICE IN ACCORDANCE TO ABOVE MENTIONED CONTRACT WITH THE VA PORTLAND HEALTHCARE SYSTEM PERIOD OF PERFORMANCE: 1 APRIL 21 THROUGH 30 MARCH 22 Contract Period: Option 1 POP Begin: 04-01-2021 POP End: 03-31-2022

CONTRACTOR SHALL PROVIDE REGULATED MEDICAL WASTE DISPOSAL SERVICE IN ACCORDANCE TO ABOVE MENTIONED CONTRACT WITH THE VA PORTLAND HEALTHCARE SYSTEM PERIOD OF PERFORMANCE: 1 APRIL 22 THROUGH 30 MARCH 23 Contract Period: Option 2 POP Begin: 04-01-2022 POP End: 03-31-2023

CONTRACTOR SHALL PROVIDE REGULATED MEDICAL WASTE DISPOSAL SERVICE IN ACCORDANCE TO ABOVE MENTIONED CONTRACT WITH THE VA PORTLAND HEALTHCARE SYSTEM PERIOD OF PERFORMANCE: 1 APRIL 23 THROUGH 30 MARCH 24 Contract Period: Option 3 POP Begin: 04-01-2023 POP End: 03-31-2024

CONTRACTOR SHALL PROVIDE REGULATED MEDICAL WASTE DISPOSAL SERVICE IN ACCORDANCE TO ABOVE MENTIONED CONTRACT WITH THE VA PORTLAND HEALTHCARE SYSTEM PERIOD OF PERFORMANCE: 1 APRIL 24 THROUGH 30 MARCH 25 Contract Period: Option 4 POP Begin: 04-01-2024 POP End: 03-31-2025

B.4 DELIVERY SCHEDULE

VA Portland Health Care System 3710 SW US Veterans Hospital Rd Portland, OR 97239

USA

VA Portland Health Care System 3710 SW US Veterans Hospital Rd Portland, OR 97239

USA

VA Portland Health Care System 3710 SW US Veterans Hospital Rd Portland, OR 97239

USA

VA Portland Health Care System 3710 SW US Veterans Hospital Rd Portland, OR 97239

USA

VA Portland Health Care System 3710 SW US Veterans Hospital Rd Portland, OR 97239

USA

Page 1 of Page 1 of

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS (OCT 2018)

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

(s) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:

(1) The schedule of supplies/services.

(2) The Assignments, Disputes, Payments, Invoice, Other Compliances, Compliance with Laws Unique to Government Contracts, and Unauthorized Obligations paragraphs of this clause;

(3) The clause at 52.212-5.

(4) Addenda to this solicitation or contract, including any license agreements for computer software.

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

(1) Except as stated in paragraph (u)(2) of this clause, when any supply or service acquired under this contract is subject to any End User License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (31 U.S.C. 1341), the following shall govern:

(i) Any such clause is unenforceable against the Government.

(ii) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the EULA, TOS, or similar legal instrument or agreement. If the EULA, TOS, or similar legal instrument or agreement is invoked through an “I agree” click box or other comparable mechanism (e.g., “click-wrap” or “browse-wrap” agreements), execution does not bind the Government or any Government authorized end user to such clause.

(iii) Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement.

(2) Paragraph (u)(1) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations 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 ITEMS 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 52.217-8 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.

(End of Clause)

C.3 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.4 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.5 VAAR 852.219-10 VA NOTICE OF TOTAL SERVICE-DISABLED VETERAN-OWNED SMALL BUSINESS SET-ASIDE (JUL 2019) (DEVIATION)

(a) Definition. For the Department of Veterans Affairs, “Service-disabled veteran owned small business concern or SDVOSB”:

(1) Means a small business concern:

(i) Not less than 51 percent of which is owned by one or more service-disabled veterans or, in the case of any publicly owned business, not less than 51 percent of the stock of which is owned by one or more service-disabled Veterans or eligible surviving spouses (see VAAR 802.101, Surviving Spouse definition);

(ii) The management and daily business operations of which are controlled by one or more service-disabled Veterans (or eligible surviving spouses) or, in the case of a service-disabled Veteran with permanent and severe disability, the spouse or permanent caregiver of such Veteran;

(iii) The business meets Federal small business size standards for the applicable North American Industry Classification System (NAICS) code identified in the solicitation document;

(iv) The business has been verified for ownership and control pursuant to 38 CFR part 74 and is so listed in the Vendor Information Pages (VIP) database (https://www.vip.vetbiz.va.gov); and

(v) The business will comply with VAAR subpart 819.70 and Small Business Administration (SBA) regulations regarding small business size and government contracting programs at 13 CFR part 121 and 125, including the nonmanufacturer rule and limitations on subcontracting requirements in 13 CFR 121.406 and 125.6, provided that any reference therein to a service-disabled veteran-owned small business concern (SDVO SBC), is to be construed to apply to a VA verified and VIP-listed SDVOSB. The nonmanufacturer rule and the limitations on subcontracting apply to all SDVOSB and VOSB set-asides and sole source contracts.

(2) “Service-disabled Veteran” means a Veteran, as defined in 38 U.S.C. 101(2), with a disability that is service-connected, as defined in 38 U.S.C. 101(16).

(b) General.

(1) Offers are solicited only from eligible service-disabled veteran-owned small business concerns. Only VIP-listed service-disabled veteran-owned small business concerns (SDVOSBs) may submit offers in response to this solicitation. Offers received from concerns that are not VIP-listed service-disabled veteran-owned small business concerns shall not be considered.

(2) Any award resulting from this solicitation shall be made to a VIP-listed service-disabled veteran-owned small business concern that meets the size standard for the applicable NAICS code.

(c) Representation. By submitting an offer, the prospective contractor represents that it is an eligible SDVOSB as defined in this clause, 38 CFR part 74, and VAAR subpart 819.70. Pursuant to 38 U.S.C. 8127(e), only VIP-listed SDVOSBs are considered eligible. Therefore, any reference in 13 CFR part 121 and 125 to a servicedisabled veteran-owned small business concern (SDVO SBC), is to be construed to apply to a VA verified and VIP-listed SDVOSB and only such concern(s) qualify as similarly situated. The offeror must also be eligible at the time of award.

(d) Agreement. Agreement. When awarded a contract (see FAR 2.101, Definitions), including orders under multiple-award contracts, or a subcontract, an SDVOSB agrees that in the performance of the contract, the SDVOSB shall comply with requirements in VAAR subpart 819.70 and SBA regulations on small business size and government contracting programs at 13 CFR part 121 and 125, including the nonmanufacturer rule and limitations on subcontracting requirements in 13 CFR part 121.406 and 125.6, provided that for purposes of the limitations on subcontracting, only VIP-listed SDVOSBs shall be considered eligible and/or “similarly situated” (i.e., a firm that has the same small business program status as the prime contractor). An independent contractor shall be considered a subcontractor. An otherwise eligible firm further agrees to the following:

(1) Services. In the case of a contract for services (except construction), it will not pay more than 50% of the amount paid by the government to it to firms that are not VIP-listed SDVOSBs.

(2) Supplies or products.

(i) In the case of a contract for supplies or products (other than from a nonmanufacturer of such supplies), it will not pay more than 50% of the amount paid by the government to it to firms that are not VIP-listed SDVOSBs.

(ii) In the case of a contract for supplies from a nonmanufacturer, it will supply the product of a domestic small business manufacturer or processor, unless a waiver as described in 13 CFR 121.406(b)(5) is granted.

(3) General construction. In the case of a contract for general construction, it will not pay more than 85% of the amount paid by the government to it to firms that are not VIP-listed SDVOSBs.

(4) Special trade contractors. In the case of a contract for special trade contractors, it will not pay more than 75% of the amount paid by the government to it to firms that are not VIP-listed SDVOSBs.

(5) Subcontracting. Any work that a VIP-listed SDVOSB subcontractor further subcontracts will count towards the percent of subcontract amount that cannot be exceeded. For supply or construction contracts, cost of materials is excluded and not considered to be subcontracted. For mixed contracts and additional limitations, refer to 13 CFR 125.6.

(e) Joint ventures. A joint venture may be considered an SDVOSB if the joint venture is listed in VIP and complies with the requirements in 13 CFR 125.18(b), provided that any reference therein to service-disabled veteran-owned small business concern or SDVO SBC, is to be construed to mean a VIP-listed SDVOSB. A joint venture agrees that, in the performance of the contract, the applicable percentage specified in paragraph (d) of this clause will be performed by the aggregate of the joint venture participants.

(f) Precedence. For any inconsistencies between the requirements of the SBA program for service-disabled veteran-owned small business concerns and the VA Veterans First Contracting Program, as defined in VAAR subpart 819.70 and this clause, the VA Veterans First Contracting Program requirements have precedence.

(End of Clause) C.6 VAAR 852.219-74 LIMITATIONS ON SUBCONTRACTING—MONITORING AND COMPLIANCE (JUL 2018)

(a) This solicitation includes VAAR 852.219-10 VA Notice of Total Service- Disabled Veteran-Owned Small Business Set-Aside.

(b)…