S02 36C26024Q0752.pdf

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

36C26024Q0752 08-08-2024

Jeffrey Hansen 360-852-9851 09-18-2024

5PM PDT

36C260 Network Contracting Office 20

ATTN: V4CONT

1601 E. Fourth Plain Blvd Bldg.17, Suite B428 Vancouver WA 98661

X 100

X

811210

$34M

NET 30

N/A

Multiple Locations

36C260

Network Contracting Office 20

ATTN: V4CONT

1601 E. Fourth Plain Blvd

Vancouver WA 98661

Dept of Veterans Affairs

FMS-VA-2(101)

Financial Services Center

PO BOX 149971

Austin TX 78714-9971

See CONTINUATION Page

The Department of Veterans Affairs Network Contracting Office 20 (NCO 20) establishes a Blanket Purchase Agreement (BPA) for the Western States Network Consortium (WSNC) for Preventative Maintenance and Repairs of Beds, Stretchers, Mattresses, and Gurneys.

This is a SDVOSB Set-Aside - See Section C4 Provide signed certification under VAAR 852.219-76

$0.00 See CONTINUATION Page

Provide signed certification under VAAR 852.219-76

Jeffrey Hansen

VA-VHA-RPOW-2024-0086

36C26024Q0752

Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 PRICE/COST SCHEDULE

ITEM INFORMATION

B.2 STATEMENT OF WORK

B.3 TERMS AND CONDITIONS

B.4 ADMINISTRATIVE DATA

B.5 GENERAL SERVICES ORDERS

B.6 NONPERSONAL SERVICES

B.7 AUTHORIZED LIMITS

B.8 OBLIGATION OF FUNDS

B.9 PERIOD OF PERFORMANCE

B.10 AUTHORIZED INDIVIDUALS

B.11 ORDER FORMAT

B.12 AUTHORIZED REPRESENTATIVES

B.13 FEDERAL HOLIDAYS

B.14 PROHIBIT ACTIVITIES

B.15 TRAVEL REIMBURSEMENT

B.16 PERFORMANCE

B.17 MANAGEMENT CONTROL

B.18 INVOICES

B.19 PRECEDENCE

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS

AND COMMERCIAL SERVICES (NOV 2023)

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

C.3 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

C.4 VAAR 852.203-70 COMMERCIAL ADVERTISING (MAY 2018)

C.5 VAAR 852.211-72 TECHNICAL INDUSTRY STANDARDS (NOV 2018)

C.6 VAAR 852.212-71 GRAY MARKET AND COUNTERFEIT ITEMS (FEB 2023)

C.7 VAAR 852.219-73 VA NOTICE OF TOTAL SET-ASIDE FOR CERTIFIED SERVICE-

DISABLED VETERAN-OWNED SMALL BUSINESSES (JAN 2023) (DEVIATION)

C.8 VAAR 852.219-75 VA NOTICE OF LIMITATIONS ON SUBCONTRACTING—

CERTIFICATE OF COMPLIANCE FOR SERVICES AND CONSTRUCTION (JAN 2023)

(DEVIATION)

C.9 VAAR 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV

2018)

C.10 VAAR 852.242-71 ADMINISTRATIVE CONTRACTING OFFICER (OCT 2020) ... 30

C.11 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT

STATUTES OR EXECUTIVE ORDERS—COMMERCIAL PRODUCTS AND

COMMERCIAL SERVICES (MAY 2024)

SECTION D - CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS

Attachment A: Schedule of Equipment, dated 07/29/2024; 26 tabs/pages

SECTION E - SOLICITATION PROVISIONS

E.1 ADDENDUM to FAR 52.212-1 INSTRUCTIONS TO OFFERORS—COMMERCIAL

ITEMS

E.2 52.252-1 SOLICITATION PROVISIONS INCORPORATED BY REFERENCE (FEB

1998)

E.3 52.204-24 REPRESENTATION REGARDING CERTAIN TELECOMMUNICATIONS

AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT (NOV 2021)

E.4 52.204-29 FEDERAL ACQUISITION SUPPLY CHAIN SECURITY ACT ORDERS—

REPRESENTATION AND DISCLOSURES (DEC 2023)

E.5 VAAR 852.233-70 PROTEST CONTENT/ALTERNATIVE DISPUTE RESOLUTION

(OCT 2018)

E.6 VAAR 852.239-75 INFORMATION AND COMMUNICATION TECHNOLOGY

ACCESSIBILITY NOTICE (FEB 2023)

E.7 52.212-2 EVALUATION—COMMERCIAL ITEMS (OCT 2014)

E.8 52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS—

COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (MAY 2024)

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 PRICE/COST SCHEDULE

ITEM INFORMATION

ITEM

NUMBER

DESCRIPTION OF

SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

1.00 HR __________________ __________________

Bed, Stretcher, and Gurney Preventative Maintenance IAW

Statement of work and Manufacturer Schedule.

Ordering Period 1: Date of Award + 1 Year

0.00

Unfunded line item for materials

Mark Up %__________

Labor Hour Rate for Non-Warranty Repairs

Ordering Period 2: End of Ordering Period 1 + 1 Year

Ordering Period 3: End of Ordering Period 2 + 1 Year

Ordering Period 4: End of Ordering Period 3 + 1 Year

Ordering Period 5: End of Ordering Period 4 + 1 Year

GRAND TOTAL __________________

B.2 STATEMENT OF WORK

B.2.1 DESCRIPTION OF AGREEMENT

Under this agreement, the BPA holder shall provide patient bed inspection, maintenance, and repair services for Western States Network Consortium (WSNC) medical facilities (Interactive US Map - Locations (va.gov) for list of facilities for VISNs 17, 19, 20, 21, 22.). All VHA facilities within the WSNC are authorized to order any item listed on the Price-Cost Schedule (Attachment A) at the listed price. No items may be ordered off this BPA unless they are listed on the Price-Cost Schedule. Additional, related items may be added without further competition to the Price-Cost Schedule with the award of a Modification by the administering Contracting Officer (CO). The administering CO is the only VHA employee authorized to Modify this BPA.

B.2.2 OBLIGATION OF FUNDS

This BPA does not obligate any funds. The Government is only obligated to the extent of authorized Task Orders (TOs) issued under this BPA.

B.2.3 PRICE-COST SCHEDULE

The Contractor shall provide pricing for each orderable item on the Price-Cost Schedule spreadsheet (Attachment A). Any travel, lodging, per diem, and other related expenses are to be included as a lump sum in the Mobilization Fee line item. Mobilization Fees shall be calculated in accordance with GSA limitations: https://www.gsa.gov/travel/plan-book/per-diem-rates/per-diem-rates-lookup. All supplies are priced as FOB Destination.

B.2.4 TERM OF BPA

This BPA is effective from the date of award for a period of 5 years. An annual review will be conducted by the CO, to determine if it is in the best interest of the Government to continue performance of the BPA.

B.2.5 AUTHORIZED USERS

All properly warranted COs in the WSNC are authorized to place orders under this BPA.

Government Purchase Card holders may place TOs off this BPA.

B.2.6 ORDERING

TOs will be placed against this BPA using official email messages. The Terms and conditions included in this BPA apply to all purchases made pursuant to it. In the event of an inconsistency between the provisions of this BPA and the Contractor's invoice, the provisions of this BPA will take precedence, unless TO variation has been otherwise authorized by the BPA.

B.2.7 PERFORMANCE WORK STATEMENT (PWS)

The Contractor shall provide all patient bed inspection, maintenance, and repair services as listed in Attachment A at WSNC facilities.

GENERAL

Upon award of a Task Order, the contractor shall provide to the ordering CO:

https://www.va.gov/directory/guide/map.asp?dnum=1 https://www.va.gov/directory/guide/map.asp?dnum=1 https://www.gsa.gov/travel/plan-book/per-diem-rates/per-diem-rates-lookup https://www.gsa.gov/travel/plan-book/per-diem-rates/per-diem-rates-lookup

a. Contractor’s regular work hours.

b. Contractor’s telephone number for call-in orders during regular work hours.

c. Contractor’s telephone number and instructions for placing “Emergency” orders after contractor’s regular work hours, including weekends.

d. Contractor’s telephone number for expert advice concerning awarded products.

1. The Contractor shall be responsible for assuring that the ordered products are available to meet the requirements upon issuance of Task Orders.

2. Supplies and services will be delivered in accordance with individual TOs.

3. Deliveries shall incorporate sufficient packing to comply with all applicable federal and/or state standards relating to shipment of these products. Shipping containers must comply with all federal and state regulations (i.e., DOT, DOE, regulations and standards)

4. Delivery schedules, arrangements, and packing slip requirements will be provided in the TO or by the CO.

TECHNICAL SERVICES

The Contractor shall provide preventative maintenance and out of warranty repair services to patient bed equipment in place at the ordering facility upon issuance of task order and IAW Attachment A, Schedule of Equipment. Contractor-provided technicians must be certified and trained to the manufacturer’s standards for the equipment to be serviced. Technicians must be able to provide proof of certification and training upon request by the administering CO, the ordering CO, and Facility Points of Contact (POCs). Failure to provide proof of training may result in contract termination. When technicians are on-site for service, they shall have in their possession a full range of commonly needed tools, repair items, and system components.

All replacement items must be new, OEM parts IAW VAAR 852.212-71 Gray Market and Counterfeit Items. Individual TOs may specify desired response timelines and persons authorized to place service calls. Ordering facilities may require service report documentation in accordance with their local standards.

Inspection and Preventative Maintenance Services

The VA may order services for inspection and preventative maintenance of patient bed equipment on a per job basis. The services shall meet the inspection and preventative maintenance standards required by the equipment manufacturer and include all labor, commonly replaced items, travel, and other costs associated with the per job service.

Annual Preventative Maintenance Services

The VA may order services for the annual inspection and preventative maintenance of patient bed equipment covered by the TO. The annual services shall meet the schedule and standards required by the equipment manufacturer and include all labor, commonly replaced items, travel, and other costs associated with the annual service.

The patient bed equipment so covered shall be operable and available for use at least 98% of the normal operating hours of the equipment.

Contractor shall provide telephone technical support 24/7. If a malfunction is unable to be resolved over the phone and the malfunction is determined to be repairable only by a field service technician, the technical support personnel will schedule to dispatch a service technician to the site to perform the repair.

Repair Services

The VA may order services and supplies to repair any patient bed equipment that is not performing to OEM standard. This equipment cannot be under manufacturer warranty, unless Vendor is able to provide an authorized letter from the manufacturer stating they are allowed to conduct repairs with OEM parts. Service technician response timeliness from time of the request for service being placed by the ordering facility to the time of the Service Technician arriving at the job site is 24 hours.

TYPES OF BEDS TO BE SERVICED:

The patient bed brands and categories to be serviced under this BPA are found in Attachment A, Schedule of Equipment. Specific types, models or categories will be determined at the individual task order level. All replacement parts and labor shall come with a 1-year warranty or the Contractor’s standard warranty, whichever is longer.

Patient Bed Brands

The Contractor shall be able to service the full line of patient beds, mattresses, and ancillary items that are listed in attachment A, Schedule of Equipment, this list may change based upon mission needs.

Patient Bed Categories

The Contractor shall be able to service the following types of patient beds, stretchers, gurneys and mattresses as appropriate to the manufacturers’ product lines –

- Air-Fluidized Mattress

- Alternating Pressure Mattress

- Low Air Loss Mattress

- Bariatric Low Air Mattress

- Non-Powered Mattress

- Respiratory/Pulmonary Mattress

- Wound Care Mattress

- Air-Fluidized Therapy Bed

- Bariatric Bed

- Behavioral Health Bed

- Critical/Intensive Care Bed

- Fall Prevention Bed

- Med/Surg Bed

- Therapy Bed

- Bariatric Bedside Commode

- Bariatric Stretcher Chair

- Electric Stretchers

WORKPLACE CONDITIONS:

Contractors provided under this BPA are employees of the Contractor and shall not be considered VA employees. Contractors working on VA property shall be subject to the same rules and regulations as all contracted employees. Parking is allowed only in areas not designated for patient use. All traffic laws and parking rules on the grounds are strictly enforced.

Failure to follow these laws and regulations may result in a citation being issued that will have to be resolved through the Federal Court system. Prior to reporting to work, the Contractor will need to contact the designated point of contact for the ordering facility to arrange an escort to the on-site badging department. VA staff will issue a temporary ID badge to the contracted employee, who will properly display the badge while working onsite. Upon completion of the assignment, the employee will return the badge. The VA reserves the right to refuse any Contractor access to VA property, for any or no reason. Contractors shall comply with all security requirements imposed by the ordering facility. Contractors shall not receive personal telephone calls or texts on their cell phone while rendering services. A VA employee must accompany Contractors who are providing services. The Contractor shall remove and dispose of any waste related to providing the ordered services.

B.2.8 QUALITY ASSURANCE SURVEILLANCE PLAN

WSNC BPA OVERSIGHT

The program manager will periodically review the TOs issued off the BPA to verify compliance with the designated terms. Instances of non-compliance will be noted and referred to the administering CO for consideration for action and in performing the annual BPA review. VA employees ordering off the BPA will also be evaluated for their compliance with BPA terms.

Instances of non-compliance will be noted and referred to the administering CO and the relevant supervisor for consideration. The administering CO will perform annual reviews and as required by circumstances. Instances of excellent contractor service will be noted for the same purposes.

TASK ORDER OVERSIGHT

Each ordering location will designate a COR (if sufficient dollar thresholds are reached and subject to ordering CO approval), who will be responsible for verifying TO performance. POCs may designate appropriate VA personnel to assist in monitoring services rendered through one or a combination of the following mechanisms:

1) Facilities will monitor Contractor performance to ensure that services ordered have been rendered in a timely manner. Any incidents of Contractor noncompliance as evidenced by the monitoring procedures will be forwarded to the ordering CO for action and administering CO for annual performance evaluation consideration.

2) Documentation of services performed will be reviewed prior to certifying payment. The COR will perform periodic spot checks and document findings. The VA will pay only for services actually provided and in accordance with Attachment A. COR contract monitoring and recordkeeping procedures will be sufficient to ensure proper payment and allow audit verification that services were provided.

3) Facility POCs will provide a written statement annually to the ordering CO and administering CO, to include a summary of contractor actions and a statement that all requirements of the contract have been fulfilled as agreed. This summary evaluation will be submitted 45 days prior to expiration of contract.

PERFORMANCE STANDARDS AND POTENTIAL PENALTIES

The chart below quality assurance surveillance plan (QASP) outlines performance objective, standards, minimum quality levels, surveillance methods, and possible penalties for non-performance, to serve as a guide for Contractor performance evaluation under this BPA. Terms may be tailored and added to on individual TOs. Confirmation of delinquent performance will be made known to the Contractor immediately upon discovery.

Any identified deficiency will be noted by the observer, reported to the cognizant CO, and the CO will be responsible for investigating if the deficiency is founded or not.

Performance

Objective

Standard

Minimum Quality Level

Surveillance

Method

Possible Penalty

Timeliness Contractor delivers supplies and services in a timely manner. Service Technicians arrive as scheduled (for annual preventative maintenance visits) or within 24 hours (for repair calls).

Performance will meet standard 90% of the time

Observation, validated complaints.

Performance Evaluation to reflect poor performance; 10% reduction of relevant invoice payments

Professionalism Contractor shall present themselves in accordance with the terms of the BPA, follow work site requirements, and behave courteously and professionally.

Performance will meet standard 90% of the time

Observation, validated complaints.

Performance Evaluation to reflect poor performance

Supply and Service availability

Supplies and services the Contractor states they can provide are provided when ordered.

Performance will meet standard 100% of the time

Observation, validated complaints.

OEM

Quality of supplies and services

Contractor provided items will be qualified and capable of performing the services ordered. This is to include faulty or defective parts, poor workmanship, or negligence on the Service Technician.

Performance will meet standard 100% of the time

Observation, validated complaints.

Performance Evaluation to reflect poor performance; 100% reduction of invoice payment. The VA will not pay return costs for repairs or replacement parts associated with defective parts or poor workmanship/negligence.

B.3 TERMS AND CONDITIONS

The Contractor agrees to the following terms of a Blanket Purchase Agreement (BPA) EXCLUSIVELY WITH the Department of Veterans Affairs:

B.4 ADMINISTRATIVE DATA

A Blanket Purchase Agreement (BPA) is hereby established between TBD and the Department of Veterans Affairs under the following terms and conditions incorporated in this BPA:

Primary Point of Contact: WSNC Contracting Officer Alternate Point of Contact: N/A

SAM UEI:

Cognizant Office (Include complete address):

Network Contracting Office 20

ATTN: V4CONT

1601 E. Fourth Plain Blvd Bldg.17, Suite B428 Vancouver WA 98661

B.5 GENERAL SERVICES ORDERS

a. The BPA holder shall furnish all the necessary qualified personnel, materials, facilities and management resources to furnish the services set forth in the Statement of Objectives (SOO) or the Performance Work Statement (PWS) within the terms specified and at the price(s) stated.

b. It is understood and agreed that the BPA holder shall provide pricing proposals when requested by the Contracting Officer (CO). The contractor's proposal shall be priced using labor rates and labor categories found in Section C for the assigned geographic area that the work is taking place.

B.6 NONPERSONAL SERVICES

a. In performance of this contract, the BPA holder will provide services as required by program offices to support management of their overall mission. This will be based upon the order's performance work statement for the specific effort. Orders will be formally issued to the BPA holder as opposed to individual BPA holder employees.

b. The services required under the Agreement constitute professional and management services within the definition provided by FAR 37.201. Under this Agreement the Government will obtain professional services, which are essential to the Department of Veterans Affairs mission but not otherwise available within Department of Veterans Affairs.

c. The Government will neither supervise BPA holder employees nor control the method by which the BPA holder performs the required tasks. Under no circumstances shall the Government assign tasks to, or prepare work schedules for, individual BPA holder employees.

It shall be the responsibility of the BPA holder to manage their employees and to guard against any actions that are of the nature of personal services or give the perception of personal services. If the BPA holder feels that any actions constitute, or are perceived to constitute personal services, it shall be the BPA holder's further responsibility to notify the Contracting Officer immediately, but no more than 7 calendar days from any actions per the above.

d. These services shall not be used to perform work of a policy/ decision making or management nature. All decisions relative to programs supported by BPA holders will be the sole responsibility of the Government. Support services will not be ordered to circumvent personnel ceilings, pay limitations, or competitive employment procedures.

B.7 AUTHORIZED LIMITS

The Government estimates, but does not guarantee, that individual BPA Orders placed against this Agreement may reach $500,000.00/per Order. For orders under the SAT and exceeding the MPT, the ordering activity contracting officer shall document the circumstances when restricting consideration to less than all multiple-award BPA holders on the Award Determination. For orders above the SAT, a RFQ shall be posted to all BPA holders or Prepare sole source (including brand name) justifications using the format at 6.303-2. This Order Limit may be increased by mutual agreement of the parties as necessary, in whole or part. The estimated value of the Agreement is $2,500,000.00 over the period covered by the Agreement; this value is not a guarantee. The estimated value per VISN is $500,00.00; this value is not a guarantee.

All unauthorized work, regardless of amount, will be processed through the ratification process.

B.8 OBLIGATION OF FUNDS

This BPA does not obligate any funds. The Government is obligated only to the extent of authorized orders actually issued under the BPA by the Contracting Officer. Funds will only be obligated for any Task Orders placed against this BPA.

B.9 PERIOD OF PERFORMANCE

This BPA expires on 5 years from Date of Award, or such later ending date as determined by the exercise of any option.

B.10 AUTHORIZED INDIVIDUALS

Individuals Authorized to Place Orders:

DVA authorizes the following entities to place orders:

NCO 17 - 22 Contracting Officers and GPC Card Holders

B.11 ORDER FORMAT

Orders will be placed against this BPA via e-mail, Electronic Data Interchange (EDI), FAX, or in hardcopy format. Each individual BPA Order will describe the tasks, services and deliverables required.

B.12 AUTHORIZED REPRESENTATIVES

The primary Contracting Officer (CO) for this Agreement is:

WSNC Contracting Officer Network Contracting Office 20

ATTN: V4CONT

1601 E. Fourth Plain Blvd

Vancouver, WA 98661 https://www.acquisition.gov/far/part-6#FAR_6_303_2

The Primary Contracting Officer's Representative (COR) for projects under this Agreement is:

None

The Secondary Contracting Officer's Representative (COR) for projects under this Agreement is:

None

The Primary and/or Secondary COR will be responsible for technical monitoring of the contractor's performance and deliveries. The COR and the Contractor's Representative shall work together to ensure that all contractual requirements are being met. The COR will interpret specifications or technical portions of the work. The COR is not authorized to perform, formally or informally, any of the following actions:

(1) Promise, award, agree to award, or execute any contract, contract modification, or notice of intent that changes or may change this contract;

(2) Waive or agree to modification of the delivery schedule;

(3) Make any final decision on any contract matter subject to the Disputes Clause;

(4) Terminate, for any reason, the contractor's right to proceed;

(5) Obligate in any way, the payment of money by the Government. Only a warranted Contracting Officer is authorized to obligate funds on this or any other contract action.

The contractor shall immediately notify the Contracting Officer in writing if the COR has taken an action (or fails to take action) or issues directions (written or oral) that the contractor considers to exceed the above limitations.

The contractor shall provide the Contracting Officer information copies of all correspondence to the COR.

B.13 FEDERAL HOLIDAYS

Unless specifically authorized in writing by the Contracting Officer, no services will be provided and no charges will be incurred and/or billed to any order on this contract on any of the Federal Holidays listed below.

New Year’s Day Labor Day Birthday of Martin Luther King, Jr. Columbus Day Washington’s Birthday Veterans' Day Memorial Day Thanksgiving Day Juneteenth Christmas Day Independence Day

B.14 PROHIBIT ACTIVITIES

The BPA holder shall not perform tasks under any resultant order which involve the following:

(a) preparation of any statement of requirements, objectives, or needs to be procured by the Government for Under Warranty services, whether to be acquired by future orders under the WSNC program, or by any other contract action at Department of Veterans Affairs;

(b) evaluation of the qualifications of a potential source or any proposal for a contract or order by the Government for Under Warranty services or any other supplies or services;

(c) formulation of "best value" criteria, acquisition plans, solicitations or strategies for the purchase of Under Warranty-like services;

(d) preparation of documentation for future orders for Under Warranty services.

B.15 TRAVEL REIMBURSEMENT

The Government will reimburse the cost of travel required in conjunction with performance of orders issued under this contract. All travel shall be IAW FAR 31.205-46 and the Federal Travel Regulations, as prescribed by the General Services Administration, for travel in the contiguous United States, and the Joint Travel Regulations, Volume2, DoD Civilian Personnel, Appendix A, prescribed by the Department of Defense, for travel in Alaska, Hawaii, and outlying areas of the United States as applicable. Reimbursement for travel is limited to that which is required in the performance of the order. Facility POCs will review travel costs for reasonableness and allowability. Specific Government direction to attend meetings or gather information shall be reimbursed on a cost reimbursable basis only. Local travel or the relocation of BPA holder personnel from other geographic areas for the purpose of staffing an order, are not subject to reimbursement. The Government will not pay travel charges for travel to and from the BPA holder employee's home and the DVA Office or to and from one company building to another (either within a company or to and from a prime to a sub company). Travel costs subject to reimbursement are limited to travel occurring at the direction of the Government, performed in conjunction with a specific requirement for a trip authorized in the task order. Any administrative/clerical support travel costs shall be considered and approved by the Contracting Officer on a case-by-case basis.

B.16 PERFORMANCE

The following terms and conditions are applicable:

a. All services will be initiated within 30 calendar days following receipt of a valid order, unless otherwise specified in the order.

b. The BPA holder shall be familiar with Federal Government and Department of Veterans Affairs acquisition regulations, directives and instructions. If a particular document is required in a specific order, it will be cited within the order's PWS.

c. The BPA holder shall not provide technical direction to any other acquisition BPA holder(s) or government personnel at any time. Neither shall the Government directly supervise BPA holder employees. The BPA holder Task Leader should conduct day to day supervision of BPA holder personnel wherever the BPA holder personnel are located. All direction of the BPA holder shall be through the Contracting Officer (CO) of the ordering organization specified in each individual order. Technical "tasking" assignments for the BPA holder will be transmitted by the program office's COR (or program manager) to the BPA holder's Task Leader.

d. The "ordering period" will run from BPA award to 5 Years from Date of Award. The "performance period" will terminate with the end of the BPA, unless the ordering CO elects to extend performance as provided under the BPA. If the ordering CO elects to extend performance beyond the end of the BPA, he/she may extend performance up to six (6) months beyond the end of the order period.

e. Capitalization Requirements: The BPA holder shall provide their employees sufficient computer equipment to support orders. The BPA holder shall be able to support the automatic transmission of unclassified data only to the requiring Program Office by modem if so requested. Any computers connected to, or transmits to (connected or via magnetic media) the government shall be properly protected from computer viruses. The BPA holder shall be capable of supporting the software packages utilized by Department of Veterans Affairs for the indicated processors. Specific software packages utilized within a program office shall be stated in the order PWS if it is other than Microsoft Office Professional or Microsoft Project.

f. Cancellation: This BPA may be canceled if the BPA holder fails to perform in accordance with the terms and conditions of this BPA, any order established under this BPA, or if deemed as in the best interests of the Government. The BPA holder must strictly comply with all terms and conditions or the Department of Veterans Affairs/ Contracting Officer may determine that performance by the BPA holder has been unsatisfactory and cancel this BPA.

B.17 MANAGEMENT CONTROL

The BPA holder shall provide to the Contracting Officer (CO) a list of all teaming partners or subcontractors within 30 calendar days after order award. As subcontractors and/or teaming partners are added, and/or deleted, an updated listing will be provided to the CO within 15 calendar days of such change. All BPA holder personnel shall display identification badges at all times while charging hours to the order or at a government or government contractor location. Authorized Government personnel shall accompany all visits to Department of Veterans Affairs Program Offices, unless other specific arrangements have been made.

B.18 INVOICES

a. Inspection and acceptance shall be accomplished as follows: The Government, for all services furnished under any resulting order, hereby designates the COR in the program office as the point of final inspection and acceptance. The BPA holder will submit each invoice, including all back-up data, to the Contracting Officer (CO) for review and signature. When the CO receives an accurate and complete invoice, he/she will return a signed copy to the BPA holder within five (5) working days. If the invoice is incomplete or inaccurate, the CO will return the unsigned invoice to the BPA holder for correction. The Contracting Officer will then forward the signed invoice to the Chief Financial Officer (CFO) for payment. Final payment for each order will be accomplished by final invoice accompanied by a receiving report.

b. An itemized invoice shall be submitted to the CO at least monthly or upon expiration of this BPA, whichever occurs first, for all deliveries made during a billing period and for which payment has not been received. Copies of delivery tickets shall support these invoices.

"Approved-for-payment" invoices will be submitted to the payment address specified on each individual order issued under this BPA.

B.19 PRECEDENCE

The Terms and conditions included in this BPA apply to all purchases made pursuant to it. In the event of an inconsistency between the provisions of this BPA and the Contractor's task order invoice, the provisions of this BPA will take precedence.

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):

http://www.acquisition.gov/far/index.html http://www.va.gov/oal/library/vaar

FAR

Number

Title Date

52.204-13 SYSTEM FOR AWARD MANAGEMENT MAINTENANCE OCT 2018

52.237-2 PROTECTION OF GOVERNMENT BUILDINGS,

EQUIPMENT, AND VEGETATION

APR 1984

C.3 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.