36C26118Q9651-001.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

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 60

612-18-2-6165-0136

36C26118Q9651 09-13-2018

Jason T. Hill 925-372-2386 09-19-2018

2:00 pm pst

Department of Veterans Affairs

VA Sierra Pacific Network (VISN 21)

VA Northern California HealthCare System

150 Muir Road

Martinez CA 94553-4668

X 100

X

541350

$7.5 Million

N/A

"See Delivery Schedule"

VA Sierra Pacific Network (VISN 21)

VA Northern California HealthCare System

FMS-VA-2(101) Financial Services Center

PO Box 149971

Austin TX 78714-9971

See CONTINUATION Page

This requirement is for:

Nursing Home Inspection Services

Base Period: 9/27/2018 - 6/30/2019

Order:

Obligation:

Applicable SCLS / Wage Determination(s):

(WD-SOLANO) - 2015-5655 - Rev. 5 - 01_10_2018

(WD-SACRAMENTO) - 2015-5631 - Rev. 6 -01_10_2018

(WD-CONTRA COSTA) - 2015-5623 - Rev. 6 - 01_10_2018

(WD-ALAMEDA) - 2015-5623 - Rev. 6 - 1_10_2018

SCA_Directory_Vers_5

See CONTINUATION Page

X X

Jason T. Hill

Contracting Officer

36C26118Q9651

Table of Contents

SECTION A

A.1 SF 1449 SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

B.2 LIMITATIONS ON SUBCONTRACTING-- MONITORING AND COMPLIANCE (JUN

2011)

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

PERFORMANCE WORK STATEMENT (PWS)

SECTION C - CONTRACT CLAUSES

C.1 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

C.2 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

C.3 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

C.4 VAAR 852.203-71 DISPLAY OF DEPARTMENT OF VETERAN AFFAIRS HOTLINE

POSTER (DEC 1992)

C.5 VAAR 852.203-70 COMMERCIAL ADVERTISING (MAY 2018)

C.6 VAAR 852.237-70 CONTRACTOR RESPONSIBILITIES (APR 1984)

C.7 SUPPLEMENTAL INSURANCE REQUIREMENTS

C.8 52.228-5 INSURANCE—WORK ON A GOVERNMENT INSTALLATION (JAN 1997) . 16

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

2012)

C.10 VAAR 852.219-11 VA NOTICE OF TOTAL VETERAN-OWNED SMALL BUSINESS

SET-ASIDE (JUL 2016)(DEVIATION)

C.12 52.203-99 PROHIBITION ON CONTRACTING WITH ENTITIES THAT REQUIRE

CERTAIN INTERNAL CONFIDENTIALITY AGREEMENTS (DEVIATION) (FEB 2015) ... 19

C.13 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS (JAN

2017)

C.14 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT

STATUTES OR EXECUTIVE ORDERS—COMMERCIAL ITEMS (JAN 2018)

SECTION D - CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS

SECTION E - SOLICITATION PROVISIONS

E.1 52.212-1 INSTRUCTIONS TO OFFERORS—COMMERCIAL ITEMS (JAN 2017)

E.2 52.233-2 SERVICE OF PROTEST (SEP 2006)

E.3 VAAR 852.233-70 PROTEST CONTENT/ALTERNATIVE DISPUTE RESOLUTION

(JAN 2008)

E.4 52.212-2 EVALUATION—COMMERCIAL ITEMS (OCT 2014)

E.5 52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS—COMMERCIAL

ITEMS (NOV 2017)

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:

b. GOVERNMENT: Contracting Officer 36C261 Jason T. Hill

Department of Veterans Affairs

VA Sierra Pacific Network (VISN 21)

VA Northern California HealthCare System

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

[X] 52.232-33, Payment by Electronic Funds Transfer—System For Award Management, or

[] 52.232-36, Payment by Third Party

3. INVOICES: Invoices shall be submitted in arrears:

a. Quarterly []

b. Semi-Annually []

c. Other [X] Monthly 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:

AMENDMENT NO DATE

B.2 LIMITATIONS ON SUBCONTRACTING-- MONITORING AND

COMPLIANCE (JUN 2011)

This solicitation includes . Accordingly, any contract resulting from this solicitation will include this clause. The contractor is advised in performing contract administration functions, the CO may use the services of a support contractor(s) retained by VA to assist in assessing the contractor's compliance with the limitations on subcontracting or percentage of work performance requirements specified in the clause.

To that end, the support contractor(s) may require access to contractor's offices where the contractor's business records or other proprietary data are retained and to review such business records regarding the contractor's compliance with this requirement. All support contractors conducting this review on behalf of

VA will be required to sign an “Information Protection and Non-Disclosure and Disclosure of Conflicts of Interest Agreement” to ensure the contractor's business records or other proprietary data reviewed or obtained in the course of assisting the CO in assessing the contractor for compliance are protected to ensure information or data is not improperly disclosed or other impropriety occurs. Furthermore, if VA determines any services the support contractor(s) will perform in assessing compliance are advisory and assistance services as defined in FAR 2.101, Definitions, the support contractor(s) must also enter into an agreement with the contractor to protect proprietary information as required by FAR 9.505-4, obtaining access to proprietary information, paragraph (b). The contractor is required to cooperate fully and make available any records as may be required to enable the CO to assess the contractor's compliance with the limitations on subcontracting or percentage of work performance requirement.

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

BASE PERIOD: (9 Months) September 27, 2018 – June 30, 2019

Description Est. Qty.

Base

Price/Ft2 Estimated Amount

CLIN 001 Facility inspections ranging from

1,000-1,999 sq. ft. in accordance with PWS 10 $

CLIN 002 Facility inspections ranging from

2,000-3,999 sq. ft. in accordance with PWS 10 $

CLIN 003 Facility inspections ranging from

4,000-9,999 sq. ft. in accordance with PWS 13 $

CLIN 004 Facility inspections ranging from

10,000-24,999 sq. ft. in accordance with PWS 17 $

CLIN 005 Facility inspections ranging from

25,000-45,000+ sq. ft. in accordance with

PWS

18 $

CLIN 006 Veterans Center (business occupancy) inspections ranging from 3,000-

5,000 sq. ft. in accordance with PWS

6 $

SUBTOTAL (Services) 74 - $

OPTION YEAR ONE: July 1, 2019 – June 30, 2020

Description Est. Qty.

OY1

Price/Ft2 Estimated Amount

CLIN 1001 Facility inspections ranging from

1,000-1,999 sq. ft. in accordance with PWS 10 $

CLIN 1002 Facility inspections ranging from

2,000-3,999 sq. ft. in accordance with PWS

CLIN 1003 Facility inspections ranging from

4,000-9,999 sq. ft. in accordance with PWS 13 $

CLIN 1004 Facility inspections ranging from

10,000-24,999 sq. ft. in accordance with PWS

CLIN 1005 Facility inspections ranging from

25,000-45,000+ sq. ft. in accordance with

PWS

18 $

CLIN 1006 Veterans Center (business occupancy) inspections ranging from 3,000-

5,000 sq. ft. in accordance with PWS

OPTION YEAR TWO: July 1, 2020 – June 30, 2021

OY2

Price/Ft2 Estimated Amount

CLIN 2001 Facility inspections ranging from

1,000-1,999 sq. ft. in accordance with PWS 10 $

CLIN 2002 Facility inspections ranging from

2,000-3,999 sq. ft. in accordance with PWS

CLIN 2003 Facility inspections ranging from

4,000-9,999 sq. ft. in accordance with PWS 13 $

CLIN 2004 Facility inspections ranging from

10,000-24,999 sq. ft. in accordance with PWS

CLIN 2005 Facility inspections ranging from

25,000-45,000+ sq. ft. in accordance with

PWS

18 $

CLIN 2006 Veterans Center (business occupancy) inspections ranging from 3,000-

5,000 sq. ft. in accordance with PWS

OPTION YEAR THREE: July 1, 2021 – June 30, 2022

OY3

Price/Ft2 Estimated Amount

CLIN 3001 Facility inspections ranging from

1,000-1,999 sq. ft. in accordance with PWS 10 $

CLIN 3002 Facility inspections ranging from

2,000-3,999 sq. ft. in accordance with PWS

CLIN 3003 Facility inspections ranging from

4,000-9,999 sq. ft. in accordance with PWS 13 $

CLIN 3004 Facility inspections ranging from

10,000-24,999 sq. ft. in accordance with PWS

CLIN 3005 Facility inspections ranging from

25,000-45,000+ sq. ft. in accordance with

PWS

18 $

CLIN 3006 Veterans Center (business occupancy) inspections ranging from 3,000-

5,000 sq. ft. in accordance with PWS

OPTION YEAR FOUR: July 1, 2022 – June 30, 2023

OY4

Price/Ft2 Estimated Amount

CLIN 4001 Facility inspections ranging from

1,000-1,999 sq. ft. in accordance with PWS 10 $

CLIN 4002 Facility inspections ranging from

2,000-3,999 sq. ft. in accordance with PWS

CLIN 4003 Facility inspections ranging from

4,000-9,999 sq. ft. in accordance with PWS 13 $

CLIN 4004 Facility inspections ranging from

10,000-24,999 sq. ft. in accordance with PWS

CLIN 4005 Facility inspections ranging from

25,000-45,000+ sq. ft. in accordance with

PWS

18 $

CLIN 4006 Veterans Center (business occupancy) inspections ranging from 3,000-

5,000 sq. ft. in accordance with PWS

Grand Total $___________________________________

PERFORMANCE WORK STATEMENT (PWS)

1. Introduction

1.1. The VA Northern California Health Care System (VANCHCS) has a requirement for an inspection and audit to determine Fire and Life Safety Code compliance with relevant editions of the

National Fire Protection Association Codes and Standards and Occupational Safety and Health

Administration regulations.

2. Objectives

2.1. These fire and life safety assessments will be used to meet the VANCHCS requirements for

Occupational Safety and Health Administration (OSHA), Office of Inspector General (OIG), The Joint

Commission accreditation, and other oversight bodies and will be used to support the safe care of

Veterans at the contracted program.

3. Scope

3.1. The contractor shall provide all labor, tools, materials, equipment, apparatuses and supervision to perform the inspection and audit. These services will be required at various facilities throughout

VANCHCS. Services will cover an estimated 74 contract facilities (see price schedule for estimated sizes) in Alameda, Antioch, Berkeley, Clayton, Coloma, Concord, Dixon, El Sobrante, Fairfield, Garden Valley, Herald, Marysville, Oakland, Paradise, Pittsburg, Placerville, Pleasant Hill, Redding, Sacramento, Suisun

City, Vallejo, Woodland. The facilities range from medical centers, community living centers, outpatient clinics, administrative offices (Veterans Centers), community nursing homes, licensed state nursing homes, Medical Foster Homes (MFH), board and care (Addiction Recovery Treatment Services (ARTS), Mental Health), emergency housing (homeless, Grant Per Diem (GPD) and Healthcare for Homeless

Veterans (HCHV), fisher houses, Adult Day Health Care (ADHC) facilities.

3.2. Due to the flexibility of community care programs, services may decrease or increase on short notice. The Contracting Officer shall notify the contractor in writing when service to additional facilities, above current anticipated requirements, are added by contract amendment prior to service. If the contractor becomes aware of additional facilities without notice from the Contracting Office, the contractor shall immediately contact the Contracting Officer to ensure contractual obligations are met.

The Contracting Officer is the only authorized authority to amend contract requirements. Undertaking work not in the scope of the contract or making changes not approved in writing by the Contracting

Officer will be considered unauthorized, will disrupt contract administration, and will be documented in the contractor’s performance evaluation.

3.3. Proposals will be evaluated on the basis of three major evaluation criteria: Technical, Past

Performance, and Cost. The evaluation criteria are listed below in descending order of relative importance. The technical component is significantly more important than past performance and cost when combined. Factors will be assessed using a five-point Likert scale (excellent, very good, satisfactory, marginal, and unsatisfactory) based on how well they are defined and supported in proposals.

The offeror shall identify its standard commercial practices in their proposal. No site visit is anticipated.

4. Performance Requirements

4.1. Inspections of Existing Facilities – Complete inspection of existing facilities within 30 days of previous inspection. Existing master list of facilities will be provided by VA Safety Specialist.

4.2. Inspections of New Contract Facilities – additional inspections will be scheduled and completed within 60 days of notification from VA COR.

4.3. Contractor personnel must perform services without direct Government supervision. Contractor shall coordinate inspection schedules with appropriate facility administrators or VA points of contact.

Advance notification and reminders shall be sent to facility administrators and VA points of contact at least 30 days prior to scheduled inspection date.

4.4. May require the use of tools and instruments necessary to measure conformance with relevant regulations, codes, and standards.

4.5. All inspections will be completed during business hours, 8:00AM to 4:30PM, Monday through

Friday. All federal holidays will be observed.

4.6. The Contractor shall use the appropriate life safety code checklist to document compliant and non-compliant conditions. The program and corresponding checklist is identified on the Community

Veteran Care Program & Community Living Centers (CLCs) summary matrix. The code of federal (CFR) regulations for each program has not yet been updated and therefore you must still follow the older editions of the codes listed on the summary matrix. Where there are discrepancies, the contractor shall inform the COR for clarification and determination of which form applies. When there are Code changes or new requirements adopted by the CFR or VA, the contractor shall make necessary adjustments to processes and forms to meet the latest requirements. Contractor may suggest changes to improve the efficiency and validity of the checklists.

4.7. Contractor shall respond to email and phone communications within one business day, except during weekends, holidays, or other foreseeable periods of leave.

4.8. Quality control procedures should be implemented prior to submission of official reports and communications.

4.9 Only inspection services provided shall be invoiced and submitted for payment.

Table 4.10 Performance Requirements Standards

Task # Performance Requirement / Task

(Ref: Para.)

Performance Standard Acceptable

Quality Level

1 Complete inspection of new facilities within 60 days of notification of additional requirement (Ref: 4.2)

Contactor successfully schedules and completes inspection of new facilities within 8 weeks of notification.

No more than 1 non-compliant occurrence.

2 Provide scheduled inspection list quarterly. (Ref: 6.2)

Contractor submits updated inspection schedule at least 4 times per contract year.

No more than 1 late inspection schedule submission.

3 Complete inspection of existing facilities within 30 days of previous inspection. (Ref: 4.1)

90% or greater timeliness of report submission is achieved.

<10% failure rate to meet specified schedules

4 Coordinate inspection with VA

COR and facility administrators, as appropriate. (Ref: 5.3)

Contractor provided notice of all upcoming inspections to Safety

Specialist, VA care managers, and

Must achieve

100% compliance; no customer complaints due community care program management, at minimum, 30 calendar days.

to no-notice inspection.

5 Contractor completes summary report of inspection and cover memorandum. (Ref: 6.4)

Contractor submits deliverables within 14 calendar days post-inspection.

<5% failure rate to meet specified schedules without prior agreement.

5. Deliverables

5.1. Within 7 calendar days after contract award, the Contractor shall provide dates and times of availability to join a one-hour telephone conference to review contract tasks and deliverables. VA will provide access to telephone conference line.

5.2. Initially, within 30 calendar days, and periodically thereafter, the Contractor shall provide a schedule for upcoming program inspections.

5.3. The Contractor will deliver service at each site location from master list of facilities which will be provided by VA Safety Specialist upon award.

5.4. Signed report of inspection and cover memorandum summary of findings shall be submitted within 14 calendar days via email. Detailed recommendations for corrective action shall be documented in the inspection checklist. Reports must be submitted via non-proprietary or unrestricted format.

Microsoft Word and Excel are the preferred file types.

5.5. VA will confirm receipt of all deliverables via email.

6. Government-Furnished Property, Material, Equipment, or Information (GFP, GFM, GFE, or GFI)

6.1. No technological or physical government-furnished property will be provided. VA will provide information in the form of sample documentation templates and background reference documents, including:

6.1.1. References to VA-specific directives, handbooks, and information letters.

6.1.2. Community Veteran Care Programs & CLC summary matrix, dated 12/1/2016.

6.1.3. Life Safety Code Inspection Checklists, relevant editions.

6.1.4. Existing master list of programs, points of contact, and basic facility data.

6.1.5. Prior record of findings.

6.1.6. Access to telephone conference line where group calls with VA are necessary.

7. Invoices and Payment

7.1. FSC Mandatory Electronic Invoice Submission

7.1.1. The Department of Veterans Affairs published a final rule in the Federal Register on November

27, 2012 to require contractors to submit payment requests in electronic form to enhance customer service, departmental productivity, and adoption of innovative information technology, including the appropriate use of commercial best practices. The rule is effective December 27, 2012.

7.1.2. Vendor Electronic Invoice Submission Methods

7.1.3. Facsimile, e-mail, and scanned documents are not acceptable forms of submission for payment requests. Electronic form means an automated system transmitting information electronically according to the accepted electronic data transmission methods below:

7.1.4. VA’s Electronic Invoice Presentment and Payment System – The FSC uses a third-party contractor, OB10, to transition vendors from paper to electronic invoice submission. Please go to this website: http://ob10.com/us/en/veterans-affairs-us/ to begin submitting electronic invoices, free of charge.

7.1.5. A system that conforms to the X12 electronic data interchange (EDI) formats established by the

Accredited Standards Center (ASC) chartered by the American National Standards Institute (ANSI). The

X12 EDI Web site (http://www.x12.org).

7.1.6. Vendor e-Invoice Set-Up Information: Please contact OB10 at the phone number or email address listed below to begin submitting your electronic invoices to the VA Financial Services Center for payment processing, free of charge. If you have question about the e-invoicing program or OB10, please contact the FSC at the phone number or email address listed below:

· OB10 e-Invoice Setup Information: 1-877-489-6135

· OB10 e-Invoice email: VA.Registration@ob10.com

· FSC e-Invoice Contact Information: 1-877-353-9791

· FSC e-invoice email: vafsccshd@va.gov

7.1.7. Payment will be made in arrears of the specified billing period after receipt of a properly prepared invoice provided all required work has been performed in accordance with contract and this Statement of

Work.

8. Security

8.1. The contractor shall wear identifying apparel, uniform, badging, or provide government-issued identification documents to facility administrators immediately upon request. Due to the sensitive nature of many of the community care facilities, the contractor must always be escorted by facility personnel so that appropriate announcements are made and security is maintained. Information Technology

Certification and Accreditation (authorization) requirements from VA Handbook 6500.3, Certification and Accreditation, do not apply.

8.2. All contractors, regardless of anticipated access to personal health information, personally identifiable information, or sensitive information, are required to take reasonable measures to ensure sensitive information and individual privacy considerations are excluded from all records, reports, and photographs, if used.

8.3. The following standards items relate to records generated in executing the contract and should be included in a typical Electronic Information Systems (EIS) procurement contract:

8.3.1. Citations to pertinent laws, codes and regulations such as 44 U.S.C chapters 21, 29, 31 and 33;

Freedom of Information Act (5 U.S.C. 552); Privacy Act (5 U.S.C. 552a); 36 CFR Part 1222 and Part

1228.

8.3.2. Contractor shall treat all deliverables under the contract as the property of the U.S. Government for which the Government Agency shall have unlimited rights to use, dispose of, or disclose such data contained therein as it determines to be in the public interest.

8.3.3. Contractor shall not create or maintain any records that are not specifically tied to or authorized by the contract using Government IT equipment and/or Government records.

8.3.4. Contractor shall not retain, use, sell, or disseminate copies of any deliverable that contains information covered by the Privacy Act of 1974 or that which is generally protected by the Freedom of

Information Act.

8.3.5. Contractor shall not create or maintain any records containing any Government Agency records that are not specifically tied to or authorized by the contract.

8.3.6. The Government Agency owns the rights to all data/records produced as part of this contract.

8.3.7. The Government Agency owns the rights to all electronic information (electronic data, electronic information systems, electronic databases, etc.) and all supporting documentation created as part of this contract. Contractor must deliver sufficient technical documentation with all data deliverables to permit the agency to use the data.

8.3.8. Contractor agrees to comply with Federal and Agency records management policies, including those policies associated with the safeguarding of records covered by the Privacy Act of 1974. These policies include the preservation of all records created or received regardless of format [paper, electronic, etc.] or mode of transmission [e-mail, fax, etc.] or state of completion [draft, final, etc.].

8.3.9. No disposition of documents will be allowed without the prior written consent of the Contracting

Officer. The Agency and its contractors are responsible for preventing the alienation or unauthorized destruction of records, including all forms of mutilation. Willful and unlawful destruction, damage or alienation of Federal records is subject to the fines and penalties imposed by 18 U.S.C. 2701. Records may not be removed from the legal custody of the Agency or destroyed without regard to the provisions of the agency records schedules.

8.3.10. Contractor is required to obtain the Contracting Officer's approval prior to engaging in any contractual relationship (sub-contractor) in support of this contract requiring the disclosure of information, documentary material and/or records generated under, or relating to, this contract. The

Contractor (and any sub-contractor) is required to abide by Government and Agency guidance for protecting sensitive and proprietary information.

9. Travel

9.1. The contractor shall make all necessary arrangements for travel to perform tasks required during the period of performance. In the event of travel disruptions, the COR shall be immediately notified so that mutually agreeable alternative scheduling can be coordinated.

SECTION C - CONTRACT CLAUSES

C.1 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/

(End of Clause)

FAR

Number

Title Date

52.232-40 PROVIDING ACCELERATED PAYMENTS TO SMALL

BUSINESS SUBCONTRACTORS

DEC 2013

52.203-17 CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS

AND REQUIREMENT TO INFORM EMPLOYEES OF

WHISTLEBLOWER RIGHTS

APR 2014

52.204-4 PRINTED OR COPIED DOUBLE-SIDED ON RECYCLED

PAPER

MAY 2011

52.204-9 PERSONAL IDENTITY VERIFICATION OF CONTRACTOR

PERSONNEL

JAN 2011

52.204-18 COMMERCIAL AND GOVERNMENT ENTITY CODE

MAINTENANCE

JUL 2016

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 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 5 Years.

(End of Clause)

C.4 VAAR 852.203-71 DISPLAY OF DEPARTMENT OF VETERAN AFFAIRS

HOTLINE POSTER (DEC 1992)

(a) Except as provided in paragraph (c) below, the Contractor shall display prominently, in common work areas within business segments performing work under VA contracts, Department of Veterans

Affairs Hotline posters prepared by the VA Office of Inspector General.

(b) Department of Veterans Affairs Hotline posters may be obtained from the VA Office of Inspector

General (53E), P.O. Box 34647, Washington, DC 20043-4647.

(c) The Contractor need not comply with paragraph (a) above if the Contractor has established a mechanism, such as a hotline, by which employees may report suspected instances of improper conduct, and instructions that encourage employees to make such reports.

(End of Clause)

C.5 VAAR 852.203-70 COMMERCIAL ADVERTISING (MAY 2018)

The Contractor shall not make reference in its commercial advertising to Department of Veterans Affairs contracts in a manner that states or implies the Department of Veterans Affairs approves or endorses the

Contractor’s products or services or considers the Contractor’s products or services superior to other products or services.

(End of Clause)

C.6 VAAR 852.237-70 CONTRACTOR RESPONSIBILITIES (APR 1984)

The contractor shall obtain all necessary licenses and/or permits required to perform this work. He/she shall take all reasonable precautions necessary to protect persons and property from injury or damage during the performance of this contract. He/she shall be responsible for any injury to himself/herself, his/her employees, as well as for any damage to personal or public property that occurs during the performance of this contract that is caused by his/her employees fault or negligence, and shall maintain personal liability and property damage insurance having coverage for a limit as required by the laws of the State of California. Further, it is agreed that any negligence of the Government, its officers, agents, servants and employees, shall not be the responsibility of the contractor hereunder with the regard to any claims, loss, damage, injury, and liability resulting there from.

(End of Clause)

C.7 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.8 52.228-5 INSURANCE—WORK ON A GOVERNMENT INSTALLATION

(JAN 1997)

(a) The Contractor shall, at its own expense, provide and maintain during the entire performance of this contract, at least the kinds and minimum amounts of insurance required in the Schedule or elsewhere in the contract.

(b) Before commencing work under this contract, the Contractor shall notify the Contracting Officer in writing that the required insurance has been obtained. The policies evidencing required insurance shall contain an endorsement to the effect that any cancellation or any material change adversely affecting the

Government's interest shall not be effective—

(1) For such period as the laws of the State in which this contract is to be performed prescribe; or

(2) Until 30 days after the insurer or the Contractor gives written notice to the Contracting Officer, whichever period is longer.

(c) The Contractor shall insert the substance of this clause, including this paragraph (c), in subcontracts under this contract that require work on a Government installation and shall require subcontractors to provide and maintain the insurance required in the Schedule or elsewhere in the contract. The Contractor shall maintain a copy of all subcontractors' proofs of required insurance, and shall make copies available to the Contracting Officer upon request.

(End of Clause)

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

(NOV 2012)

(a) Definitions. As used in this clause—

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

(2) Designated agency office has the meaning given in 5 CFR 1315.2(m).

(3) Electronic form means an automated system transmitting information electronically according to the

Accepted electronic data transmission methods and formats identified in paragraph (c) of this clause.

Facsimile, email, and scanned documents are not acceptable electronic forms for submission of payment requests.

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

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

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

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

(1) VA’s Electronic Invoice Presentment and Payment System. (See Web site at http://www.fsc.va.gov/einvoice.asp.)

(2) Any system that conforms to the X12 electronic data interchange (EDI) formats established by the

Accredited Standards Center (ASC) and chartered by the American National Standards Institute (ANSI).

The X12 EDI Web site (http://www.x12.org) includes additional information on EDI 810 and 811 formats.

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

(e) Exceptions. If, based on one of the circumstances below, the contracting officer directs that payment requests be made by mail, the contractor shall submit payment requests by mail through the United States

Postal Service to the designated agency office. Submission of payment requests by mail may be required for:

(1) Awards made to foreign vendors for work performed outside the United States;

(2) Classified contracts or purchases when electronic submission and processing of payment requests could compromise the safeguarding of classified or privacy information;

(3) Contracts awarded by contracting officers in the conduct of emergency operations, such as responses to national emergencies;

(4) Solicitations or contracts in which the designated agency office is a VA entity other than the VA

Financial Services Center in Austin, Texas; or

(5) Solicitations or contracts in which the VA designated agency office does not have electronic invoicing capability as described above.

(End of Clause)

C.10 VAAR 852.219-11 VA NOTICE OF TOTAL VETERAN-OWNED SMALL

BUSINESS SET-ASIDE (JUL 2016)(DEVIATION)

(a) Definition. For the Department of Veterans Affairs, “Veteran-owned small business or VOSB.”—

(1) Means a small business concern—

(i) Not less than 51 percent of which is owned by one or more 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 veterans;

(ii) The management and daily business operations of which are controlled by one or more veterans;

(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 74 and is so listed in the Vendor Information Pages database, (https://www.vip.vetbiz.gov): and

(v) The business will comply with subcontracting limitations in 13 CFR 125.6, as applicable

(2) “Veteran” is defined in 38 U.S.C. 101(2).

(b) General.

(1) Offers are solicited only from verified veteran-owned small business concerns. All service-disabled veteran-owned small businesses are also determined to be veteran-owned small businesses if they meet the criteria identified in paragraph (a)(1) of this section. Offers received from concerns that are not veteran-owned small business concerns shall not be considered.

(2) Any award resulting from this solicitation shall be made to a verified veteran-owned small business concern.

(c) Agreement. A veteran-owned small business concern agrees that in the performance of the contract, the concern will comply with the limitation on subcontracting requirements in 13 CFR §125.6.

(d) A joint venture may be considered a veteran-owned small business concern if the joint venture complies with the requirements in 13 CFR 125.15, provided that any reference therein to SDVO SBC is to be construed to apply to a VA verified SDVOSB and/or VOSB as appropriate.

(e) Any veteran-owned small business concern (non-manufacturer) must meet the requirements in

19.102(f) of the Federal Acquisition Regulation to receive a benefit under this program.

https://www.vip.vetbiz.gov/

C.11 852.219-74 LIMITATIONS ON SUBCONTRACTING, MONITORING AND

COMPLIANCE. (JUL 2018)

LIMITATIONS ON SUBCONTRACTING, MONITORING AND COMPLIANCE

(a) This solicitation includes VA Acquisition Regulation (VAAR) 852.219-11, VA NOTICE OF TOTAL

VETERAN-OWNED SMALL BUSINESS SET-ASIDE (JUL 2016)(DEVIATION)

(b) Accordingly, any contract resulting from this solicitation is subject to the limitation on subcontracting requirements in 13 CFR 125.6, or the limitations on subcontracting requirements in the FAR clause, as applicable. The Contractor is advised that in performing contract administration functions, the

Contracting Officer may use the services of a support contractor(s) retained by VA to assist in assessing the Contractor's compliance with the limitations on subcontracting or percentage of work performance requirements specified in the clause. To that end, the support contractor(s) may require access to

Contractor's offices where the Contractor's business records or other proprietary data are retained and to review such business records regarding the Contractor's compliance with this requirement.

(c) All support contractors conducting this review on behalf of VA will be required to sign an Information

Protection and Non-Disclosure and Disclosure of Conflicts of Interest Agreement to ensure the

Contractor's business records or other proprietary data reviewed or obtained in the course of assisting the

Contracting Officer in assessing the Contractor for compliance are protected to ensure information or data is not improperly disclosed or other impropriety occurs.

(d) Furthermore, if VA determines any services the support contractor(s) will perform in assessing compliance are advisory and assistance services as defined in FAR 2.101, Definitions, the support contractor(s) must also enter into an agreement with the Contractor to protect proprietary information as required by FAR 9.505-4, Obtaining access to proprietary information, paragraph (b). The Contractor is required to cooperate fully and make available any records as may be required to enable the Contracting

Officer to assess the Contractor's compliance with the limitations on subcontracting or percentage of work performance requirement.

(End of clause)

C.12 52.203-99 PROHIBITION ON CONTRACTING WITH ENTITIES THAT

REQUIRE CERTAIN INTERNAL CONFIDENTIALITY AGREEMENTS

(DEVIATION) (FEB 2015)

(a) The Contractor shall not require employees or contractors seeking to report fraud, waste, or abuse to sign or comply with internal confidentiality agreements or statements prohibiting or otherwise restricting such employees or subcontractors from lawfully reporting such waste, fraud, or abuse to a designated investigative or law enforcement representative of a Federal department or agency authorized to receive such information.

(b) The contractor shall notify employees that the prohibitions and restrictions of any internal confidentiality agreements covered by this clause are no longer in effect.

(c) The prohibition in paragraph (a) of this clause does not contravene requirements applicable to

Standard Form 312, Form 4414, or any other form issued by a Federal department or agency governing the nondisclosure of classified information.

(d)(1) In accordance with section 743 of Division E, Title VII, of the Consolidated and Further

Continuing Resolution Appropriations Act, 2015 (Pub. L. 113-235), use of funds appropriated (or otherwise made available) under that or any other Act may be prohibited, if the Government determines that the Contractor is not in compliance with the provisions of this clause.

(2) The Government may seek any available remedies in the event the contractor fails to comply with the provisions of this clause.

(End of Clause)

C.13 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL

ITEMS (JAN 2017)

(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…