36C26121Q0079_1.docx

36C26121Q0079

PAGE 1 OF

1. REQUISITION NO.

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NO.

5. SOLICITATION NUMBER

6. SOLICITATION ISSUE DATE

a. NAME

b. TELEPHONE NO. (No Collect Calls)

8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY

CODE

10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE:

% FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ

IFB

RFP

15. DELIVER TO

CODE

16. ADMINISTERED BY

CODE

17a. CONTRACTOR/OFFEROR

CODE

FACILITY CODE

18a. PAYMENT WILL BE MADE BY

CODE

TELEPHONE NO.

DUNS:

DUNS+4:

PHONE:

FAX:

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

SEE ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA

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

ARE

ARE NOT ATTACHED.

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

ARE

ARE NOT ATTACHED

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

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

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

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

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

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

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. 2/2012)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

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

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

703-21-1-5738-0001 36C26121Q0079 10-30-2020 Jocelyn Layson-Castillo

(808) 539-1310 11-13-2020

3:00 PM

Department of Veterans Affairs VA Sierra Pacific Network (VISN 21) VA Pacific Islands Health Care System 459 Patterson Rd Honolulu

HI

96819-1522 X X 561720 $19.5 Million N/A X "See Delivery Schedule"

Department of Veterans Affairs VA Sierra Pacific Network (VISN 21) VA Pacific Islands Health Care System 459 Patterson Rd Honolulu

HI

96819-1522

FMS VA-9(101) Financial Services Center PO Box 149971 Austin

TX

78714-9971 See CONTINUATION Page Janitorial Services at the Maui Vet Center in Kahului, HI.

Period of Performance: 01/01/2021 through 12/31/2021 with four 1-year option renewal periods.

Applicable Wage Determination:

Hawaii County of Maui 2015-5739 (Rev.-11) dated 08/28/2020 See CONTINUATION Page

703-3610162-5738-856400-2542 SPV0G37A1

X X Daniel Szambelan Contracting Officer Site-Visit

A formal site visit is scheduled on Wednesday, 11/04/2020 from 8:00am to 10:00am for all interested contractors who are quoting on this janitorial service requirement.

Ensure you have a copy of this Request for Quotation (RFQ).

Please note:

1. All contractors and VA personnel will need to go through the COVID-19 screening process at the Vet Center.

2. All contractors and VA personnel must wear masks during the entirety of the site visit.

VA Point of Contact:

Denice Brennan, Office Manager Phone: (808) 242-8557 Email: Denice.brennan@va.gov

Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

1. Contract Administration: All contract administration matters will be handled by the following individuals:

a. CONTRACTOR:

b. GOVERNMENT: Contracting Officer 36C261 Daniel Szambelan

VA Sierra Pacific Network (VISN 21) VA Pacific Islands Health Care System 459 Patterson Rd Honolulu HI 96819-1522

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

3. INVOICES: Invoices shall be submitted in arrears:

4. GOVERNMENT INVOICE ADDRESS: All Invoices from the contractor shall be submitted electronically in accordance with VAAR Clause 852.232-72 Electronic Submission of Payment Requests.

Department of Veterans Affairs FMS VA-9(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:

Invoicing:

All invoices from the contractor shall be submitted electronically in accordance with VAAR Clause 852.232-72 Electronic Submission of Payment Requests.

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

More information on the VA Financial Services Center is available at http://www.fsc.va.gov/einvoice.asp.

Vendor e-Invoice Set-Up Information:

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

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

· Tungsten e-Invoice email: VA.Registration@Tungsten-Network.com

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

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

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

Perform janitorial services in accordance with the Statement of Work for the Maui Vet Center in Kahului, HI.

Contract Period: Base POP Begin: 01-01-2021 POP End: 12-31-2021

Perform janitorial services in accordance with the Statement of Work for the Maui Vet Center in Kahului, HI.

Contract Period: Option 1 POP Begin: 01-01-2022 POP End: 12-31-2022

Perform janitorial services in accordance with the Statement of Work for the Maui Vet Center in Kahului, HI.

Contract Period: Option 2 POP Begin: 01-01-2023 POP End: 12-31-2023

Perform janitorial services in accordance with the Statement of Work for the Maui Vet Center in Kahului, HI.

Contract Period: Option 3 POP Begin: 01-01-2024 POP End: 12-31-2024

Perform janitorial services in accordance with the Statement of Work for the Maui Vet Center in Kahului, HI.

Contract Period: Option 4 POP Begin: 01-01-2025 POP End: 12-31-2025

Page 1 of Page 1 of

B.3 STATEMENT OF WORK (SOW)

U. S. Department of Veteran Affairs Janitorial Services at the Maui Vet Center

1. GENERAL

Contractor shall provide janitorial services to include all labor, supervision, tools, equipment, supplies to include trash bags and all cleaning equipment required to complete the requirements service. Government furnished supplies include paper towels, toilet paper, and hand soap. Work shall be performed by experienced staff with experience in working with, and around fully occupied office spaces. Services shall be performed in a manner that shall maintain a satisfactory facility condition and present a clean, neat, and professional appearance.

2. HOURS OF SERVICE

The Contractor shall perform the services as specified herein Janitorial service will be 2 (two) days per week. Tuesdays and Fridays start at 2 pm. The Contractor is not required to provide service on the following US Government holidays nor will the Contractor be paid for these days:

NATIONAL HOLIDAYS:

When a holiday falls on a Saturday, the preceding Friday shall be observed as a legal holiday. Also included would be any other day specifically declared by the President of the United States to be a National Holiday.

3. SITE/USAGE

Site: Maui Vet Center, 157 Ma’a Street, Kahului, HI 96732

Area: Approximately 3,623 square feet

Number of Users (Average): 4 individuals each day

Contractor will provide all cleaning equipment and supplies required to complete tasks.

4. AREAS TO BE SERVICED

· Entrance doors and glass

· Lobby/reception area and glass

· All offices and workstations

· Break room/kitchen

· Restrooms (2)

· Hallways

· Outside entrance

· Windows

· Furniture

5. TASKS

Tuesday and Friday

· Vacuum (approximately 3,623 square feet of office space)

· Empty Trash Cans and Recycle Bins

· Clean two (2) restrooms (including sweeping, mopping floors, cleaning sinks, polishing chrome, clean and disinfect toilets, base, seat and rim, cleaning mirrors, clean and disinfect washbasins, dispensers, fixtures and floors, wiping down stalls)

· Dust blinds

· Dust light fixtures

· Dust wall fixtures, tops of doors and window frames, corners and baseboards

· Dust windowsills

· Dust uncluttered tabletops

· Dust uncluttered file cabinets Above the Floor Services:

· Spot clean doors, door frames, light switches and walls

· Empty wastepaper receptables, taking trash to designated area in the building storage or removal, replace with can liner

· Empty paper shredder, taking waste to designated area

· Clean and sanitize eating area tabletops

· Clean and sanitize kitchen sink

· Clean and sanitize counter tops

· Clean and sanitize microwave

· Clean and sanitize non-fabric furniture

· Vacuum fabric furniture

· Dust and damp wipe ceiling vents Carpet Floor Surfaces:

· Vacuum traffic lanes, under desks and chairs

· Detail vacuuming including edges and corners

· Spot clean carpeting

· Remove fresh spots Hard Floor Surfaces:

· Dust mop floor areas

· Damp mop floor areas

· Sweep outside front

· Shampoo deep clean carpet – EVERY FOUR (4) MONTHS

Glass Cleaning:

· Entry door is glass, clean inside and outside, each cleaning day

Restrooms:

· Clean and disinfect washbasins, toilets, urinals, dispensers and fixtures

· Clean and disinfect walls surrounding toilets

· Spot clean walls and partitions

· Clean and disinfect floors

· Polish all chrome fixtures

· Clean mirrors

Semi-Monthly:

· Remove cobwebs from corners and edges

· Clean inside windows

· Clean outside windows

Monthly:

· Clean and sanitize lunch/break room trash receptacles

6. PERFORMANCE REQUIREMENTS

The contractor shall provide janitorial services as specified below every Monday through Friday in all areas throughout the facility.

CARPET MAINTENANCE: The Contractor shall vacuum all carpeted areas. After vacuuming carpets shall be free of all visible litter, dust and soil. Carpet maintenance shall include spot cleaning. Furniture shall be removed prior to spot or carpet extraction and returned to its proper position. Upon completion of spot cleaning or carpet extraction the carpet shall be free of soil, stain and residue; all baseboards, walls, door and furniture shall be free of splashes, marks, streaks, etc.

FLOOR CLEANING: The Contractor shall clean the entire floor surfaces, using a dust free method, including corners and abutments. After sweeping floors shall be free of visible litter, dust and foreign debris. The Contractor shall tilt or move all easily moveable items, such as chairs, trash receptables, etc., to clean underneath.

MOP FLOORS: The Contractor shall mop all accessible areas, including corners and abutments. After mopping floors shall have a uniform appearance free of streaks, swirl marks, detergent residue, mop strands, or any evidence of soil, stains, film, debris or standing water. The Contractor shall move chairs, trash receptables, and easily movable items to mop underneath and return all moved items to their proper position. After mopping floors there shall be no evidence of splash marks or mop streaks on furniture, walls, baseboards, etc.

PERFORM LOW DUSTING: The Contractor shall perform low dusting in such a manner as to prevent airborne dust. After dusting all dust, lint, dry soil and other foreign debris shall be removed from surfaces of desks, chairs, file cabinets and other type of office furniture and equipment and from ledges, windowsills, handrails, etc. The Contractor shall not dust computers, business machines, and equipment of similar nature.

PERFORM SPOT CLEANING: The Contractor shall perform spot cleaning by removing smudges, fingerprints, marks, streaks, etc. from washable surfaces of walls, partitions, doors and fixtures. The Contractor shall clean brass hardware, aluminum bars, stainless steel and other metal on doors. After spot cleaning the surface shall have a clean uniform appearance, free of streaks, spots and other evidence of removed soil.

DISINFECT RESTROOMS: The Contractor shall disinfect all surfaces or partitions, stalls, faces of toilet bowls, urinals, dispensers, sinks and mirrors and other such surfaces, using a germicidal detergent. After disinfecting all surfaces shall be free of streaks, stains, smudges or other foreign debris.

CLEAN AND DAMP MOP RESTROOMS: The Contractor shall sweep floors to remove all visible litter, dust and foreign debris, then damp mop accessible areas. After mopping floors shall have a uniform appearance and be free of streaks, debris, standing water, or mop strands. There shall be no evidence of splash marks or mop streaks on walls, partitions, fixtures, etc.

7. SUPERVISION BY CONTRACTOR

The Contractor shall assign a Point of Contact (POC) for the purpose of supervision and training the Contractor’s employees and evaluating cleaning procedures to ensure compliance with all provisions in this contract. The Contractor POC shall perform a site visit at least once a month. The schedule of this visit shall be coordinated with the COR.

The Contractor shall provide a point of contact in the space below:

· Name:

· Telephone number:

· Email address:

8. QUALITY ASSURANCE

The Government shall monitor the Contractor’s performance under this contract utilizing customer complaints, re-performance requirements, random quality assurance inspections and janitorial checklists provided by the Contracting Officer.

The Contractor is responsible for complying with all appropriate regulations and guidelines of the JCAHO, OSHA, and any other pertinent federal, state and local references.

9. CONTRACTING OFFICERS REPRESENTATIVE (COR)

Delegation of Authority letters shall be forwarded to the using service and the Contractor after agreement has been signed, identifying the individual(s) as the COR(s). No additional service shall be provided without the approval from the COR or his/her designee of this contract.

The Contractor shall not accept any instructions issued by any other person(s) other than the Contracting Officer or his/her delegated representative acting within the limits of his/her authority.

10. CONTRACTOR SUBMITTALS/INSURANCE REQUIREMENTS

The Contractor is also required to comply with federal and state Workers Compensation and liability insurance. Reference FAR clause 52.228-5-Insurance and Subpart 28.307-2-Liability.

Within 15 days of contract award the Contractor shall furnish to the Contracting Officer certification from his/her insurance company indicating that the coverage has been obtained and that it may not be changed or cancelled without guaranteed thirty (30) day notice to the Contracting Officer. New certifications shall be furnished prior to the expiration date.

11. SAFETY AND FIRE PREVENTION

In the performance of this contract, the Contractor shall take such safety precautions as necessary to protect the lives and health of the occupants of the building. Fire and safety deficiencies, which exist and are part of the responsibility of the Contractor, shall be immediately corrected. If the Contractor fails or refuses to correct deficiencies promptly, the Contracting Officer’s Representative may issue an order stopping all, or any part, or the work.

The Contractor shall comply with applicable Federal, State, and VA safety and fire regulations and codes, which are in effect during the performance period of the contract.

The Contractor personnel shall follow applicable facility policies concerning fire/disaster programs.

When cleaning tile and hard floor surfaces, the Contractor shall display appropriate warning signs in all areas where operations may cause a traffic obstruction and/or personnel hazard.

12. CONTRACTOR PERSONNEL

The Contractor is responsible for providing fully knowledgeable, training staff that are competent to meet the cleaning requirements of this contract and fulfill all obligations to the satisfaction of the COR.

All Contractor personnel assigned to the performance of this contract shall wear a Contractor-provided uniform that clearly identifies the individual as a Contractor. Sandals, flip-flop style footwear or open toed shoes shall not be worn by Contractor personnel.

At least one (1) fluent English-speaking Contractor representative must be on the site during scheduled hours of work.

Government telephones shall not be used for personal reasons.

All tasks accomplished by the Contractor personnel shall be performed to preclude damage or defacement of Government-owned furnishings, fixtures, equipment and facilities. The Contractor shall report any damage observed or caused by the Contractor personnel to the COR. The Contractor shall be responsible for repair or replacement of Government-owned items or facilities to previous condition, if determined to be at fault by the COR.

The Contractor shall ensure that the crew assigned will be cognizant of sexual harassment, drug-free workplace and other appropriate federal employment requirements.

13. SECURITY BACKGROUND CHECKS

The Contractor at the time of award shall certify that their employees working under this contract have had Security Background Checks prior to working at the Maui Vet Center.

Contractor Security Requirements. Failure of a Contractor whose personnel or Subcontractor personnel have access to patient information and/or VA information systems to comply with the contractor personnel security requirements detailed in the “CONTRACTOR PERSONNEL SECURITY REQUIREMENTS” Addendum to this document may result in termination of the contract for default.

14. CONTRACTOR PERSONNEL SECURITY REQUIREMENTS ADDENDUM

1. Position Sensitivity – The position sensitivity for selected position(s) contract under this have been designated as follows:

a. POSITION TITLE: Janitor

b. ASSESSED RISK LEVEL: Low Risk

2. Background Investigation – The level of background investigation commensurate with the required level of access is National Agency Check with Written Inquiries (current cost: $279).

3. Contractor Responsibilities

a. The contractor is encouraged to have all contractor personnel performing services in positions identified within this contract as requiring personal investigation to immediately download the background investigation packet from the website designated below upon notification of contract award.

b. It is imperative for the contractor to provide to the Contracting Officer, within two business days following notification of contract award, a listing of all contractor personnel performing services in positions identified within this contract as requiring personal investigation for the process to commence. This list shall be submitted using Addendum (3) spreadsheet and shall reflect the following information:

i. Employee position/title

ii. Employee name (last, first, middle (if none indicated “NMN”))

iii. Social security number

iv. Date of birth

v. City, state, and country of birth

vi. Email address Additionally, an email address for the Contractor’s primary point of contact must be included on the forwarding document for the list of employees.

c. The Contractor shall ensure that all employees identified in the listing submit a complete background investigation packet.

d. The Contractor shall ensure that all personnel listed on the Addendum submit fingerprints as fingerprinting is required with the background investigation. Fingerprinting can be done at the nearest VA Facility. The Electronic Fingerprint Verification Form must be submitted with the above required forms.

e. The Contractor shall inform the Contract employee that when filling out Standard Form 85, that there should be no gaps in employment history. Any gaps in employment history on Standard Form 85 may result in OPM rejecting the documentation for investigation and delay contract performance.

f. The Contractor shall ensure that completed employee background paperwork is submitted to the following address within ten (10) business days from date of notification of award to the following address:

SIC/Contracting 2200 Fort Roots Drive, Building 104 North Little Rock, AR 72114

g. When notified that complete and acceptable investigation packets have been received at SIC, the Contractor shall be prepared for employees to commence work on the date and time established by the Contracting Officer at the time of such notification. If the contract involves on-station work, Contractor employees shall report to the office designated in the Contracting Officer’s notification of contract effect date for issuance of VA Identification Cards.

h. When notified of an unfavorable determination subsequent to investigation by the Government, the Contractor shall withdraw the employee from performing work under this contract, and, at the request of the VA, submit another employee for consideration.

i. All Contractor employees and subcontractors are required to complete VA’s Privacy training annually. All Contractor employees and subcontractors requiring access to the VA computer network are required to complete Cyber Security training courses annually either online or hard copy. Documented proof must be provided to the Contracting Officer.

j. The Contractor will notify the Contracting Officer’s Technical Representative (COTR), who will, in turn, notify the Contracting Officer, immediately when their employee(s) no longer requires access to the VA computer systems.

4. Government Responsibilities

a. The Contracting Officer shall submit requests for contractor employee background investigations through the VA’s Office of Security and Law Enforcement.

b. The Office of Security and Law Enforcement will notify the contractor with instructions for the contractor’s employees, coordinate the background investigations, and notify the contracting officer and contractor of the results of the investigations.

c. The VA facility will pay for required investigations in advance. A bill for collection will be sent to the contractor to reimburse the VA facility. The Contractor will reimburse the VA facility within 30 days. If timely payment is not made within 30 days from date of bill for collection, then VA shall deduct the cost incurred from the Contractor’s 1st month’s invoice(s) for services rendered.

15. EXERCISE OF OPTION YEARS

The Government is not obligated to exercise option periods as referred in this contract. Determination to exercise the option year will be evaluated prior to the expiration of the period in effect. If it is determined to be in the best interest of the Government, the option year will be exercised (refer to FAR 52.217-9 – “Option to Extend the Term of the Contract”.

16. PARKING POLICY

It is the responsibility of Contractor personnel to park only in designated parking areas. The VA will not invalidate or make reimbursement for parking violations of the Contractor’s personnel under any circumstances.

17. SMOKING POLICY

Smoking is not permitted within or around the VBA Healthcare System facilities.

18. CELLULAR PHONES

Cellular phones shall be turned off prior to entering the VA facility and are prohibited for use inside the building.

19. VA POLICIES

Possession of weapons is prohibited. Enclosed containers, including tool kits, are subject to search. Violations of VA regulations may result in citations answerable in the United States (Federal) District Court.

SECTION C - CONTRACT CLAUSES

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

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

(v) Incorporation by reference. The Contractor’s representations and certifications, including those completed electronically via the System for Award Management (SAM), are incorporated by reference into the contract.

(End of Clause) ADDENDUM to FAR 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS Clauses that are incorporated by reference (by Citation Number, Title, and Date), have the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available.

The following clauses are incorporated into 52.212-4 as an addendum to this contract:

C.2 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS—COMMERCIAL ITEMS (AUG 2020)

(a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

(1) 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (JAN 2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

(2) 52.204–23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered Entities (Jul 2018) (Section 1634 of Pub. L. 115–91).

(3) 52.204–25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (AUG 2020) (Section 889(a)(1)(A) of Pub. L. 115–232).

(4) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (NOV 2015).

(5) 52.233-3, Protest After Award (Aug 1996) (31 U.S.C. 3553).

(6) 52.233-4, Applicable Law for Breach of Contract Claim (Oct 2004) (Public Laws 108-77 and 108-78 (19 U.S.C. 3805 note)).

(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

[] (1) 52.203–6, Restrictions on Subcontractor Sales to the Government (JUN 2020), with Alternate I (OCT 1995) (41 U.S.C. 4704 and 10 U.S.C. 2402).

[] (2) 52.203–13, Contractor Code of Business Ethics and Conduct (JUN 2020) (41 U.S.C. 3509).

[] (3) 52.203–15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (JUN 2010) (Section 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

[] (4) 52.204–10, Reporting Executive Compensation and First-Tier Subcontract Awards (JUN 2020) (Pub. L. 109–282) (31 U.S.C. 6101 note).

[] (5) [Reserved] [] (6) 52.204–14, Service Contract Reporting Requirements (OCT 2016) (Pub. L. 111–117, section 743 of Div. C).

[] (7) 52.204–15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (OCT 2016) (Pub. L. 111–117, section 743 of Div. C).

[] (8) 52.209–6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (JUN 2020) (31 U.S.C. 6101 note).

[] (9) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (Oct 2018) (41 U.S.C. 2313).

[] (10) [Reserved] [] (11)(i) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (MAR 2020) (15 U.S.C. 657a).

[] (ii) Alternate I (MAR 2020) of 52.219-3.

[] (12)(i) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (MAR 2020) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

[] (ii) Alternate I (MAR 2020) of 52.219-4.

[] (13) [Reserved] [X] (14)(i) 52.219-6, Notice of Total Small Business Set-Aside (MAR 2020) (15 U.S.C. 644).

[] (ii) Alternate I (MAR 2020) of 52.219-6.

[] (15)(i) 52.219-7, Notice of Partial Small Business Set-Aside (MAR 2020) (15 U.S.C. 644).

[] (ii) Alternate I (MAR 2020) of 52.219-7.

[] (16) 52.219-8, Utilization of Small Business Concerns (Oct 2018) (15 U.S.C. 637(d)(2) and (3)).

[] (17)(i) 52.219–9, Small Business Subcontracting Plan (JUN 2020) (15 U.S.C. 637(d)(4)).

[] (ii) Alternate I (NOV 2016) of 52.219-9.

[] (iii) Alternate II (NOV 2016) of 52.219-9.

[] (iv) Alternate III (JUN 2020) of 52.219–9.

[] (v) Alternate IV (JUN 2020) of 52.219–9.

[] (18)(i) 52.219-13, Notice of Set-Aside of Orders (MAR 2020) (15 U.S.C. 644(r)).

[] (ii) Alternate I (MAR 2020) of 52.219-13.

[] (19) 52.219-14, Limitations on Subcontracting (MAR 2020) (15 U.S.C. 637(a)(14)).

[] (20) 52.219-16, Liquidated Damages—Subcontracting Plan (Jan 1999) (15 U.S.C. 637(d)(4)(F)(i)).

[] (21) 52.219-27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (MAR 2020) (15 U.S.C. 657f).

[X] (22)(i) 52.219-28, Post Award Small Business Program Rerepresentation (MAY 2020) (15 U.S.C 632(a)(2)).

[] (ii) Alternate I (MAR 2020) of 52.219-28.

[] (23) 52.219-29, Notice of Set-Aside for, or Sole Source Award to, Economically Disadvantaged Women-Owned Small Business (EDWOSB) Concerns (MAR 2020) (15 U.S.C. 637(m)).

[] (24) 52.219-30, Notice of Set-Aside for, or Sole Source Award to, Women-Owned Small Business Concerns Eligible Under the Women-Owned Small Business Program (MAR 2020) (15 U.S.C. 637(m)).

[] (25) 52.219-32, Orders Issued Directly Under Small Business Reserves (MAR 2020) (15 U.S.C. 644(r)).

[] (26) 52.219-33, Nonmanufacturer Rule (MAR 2020) (15 U.S.C. 637(a)(17)) [X] (27) 52.222-3, Convict Labor (June 2003) (E.O. 11755).

[] (28) 52.222–19, Child Labor—Cooperation with Authorities and Remedies (JAN 2020) (E.O. 13126).

[X] (29) 52.222-21, Prohibition of Segregated Facilities (APR 2015).

[X] (30)(i) 52.222–26, Equal Opportunity (SEP 2016) (E.O. 11246).

[] (ii) Alternate I (FEB 1999) of 52.222-26.

[] (31)(i) 52.222–35, Equal Opportunity for Veterans (JUN 2020) (38 U.S.C. 4212).

[] (ii) Alternate I (JULY 2014) of 52.222-35.

[X] (32)(i) 52.222–36, Equal Opportunity for Workers with Disabilities (JUN 2020) (29 U.S.C. 793).

[] (ii) Alternate I (JULY 2014) of 52.222-36.

[] (33) 52.222–37, Employment Reports on Veterans (JUN 2020) (38 U.S.C. 4212).

[] (34) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (DEC 2010) (E.O. 13496).

[X] (35)(i) 52.222-50, Combating Trafficking in Persons (JAN 2019) (22 U.S.C. chapter 78 and E.O. 13627).

[] (ii) Alternate I (MAR 2015) of 52.222-50 (22 U.S.C. chapter 78 and E.O. 13627).

[] (36) 52.222-54, Employment Eligibility Verification (OCT 2015). (E. O. 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.)

[] (37)(i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA-Designated Items (May 2008) (42 U.S.C.6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

[] (ii) Alternate I (MAY 2008) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

[] (38) 52.223-11, Ozone-Depleting Substances and High Global Warming Potential Hydrofluorocarbons (JUN 2016) (E.O. 13693).

[] (39) 52.223-12, Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners (JUN 2016) (E.O. 13693).

[] (40)(i) 52.223-13, Acquisition of EPEAT®-Registered Imaging Equipment (JUN 2014) (E.O.s 13423 and 13514).

[] (ii) Alternate I (OCT 2015) of 52.223-13.

[] (41)(i) 52.223-14, Acquisition of EPEAT®-Registered Televisions (JUN 2014) (E.O.s 13423 and 13514).

[] (ii) Alternate I (JUN 2014) of 52.223-14.

[] (42) 52.223-15, Energy Efficiency in Energy-Consuming Products (MAY 2020) (42 U.S.C. 8259b).

[] (43)(i) 52.223-16, Acquisition of EPEAT®-Registered Personal Computer Products (OCT 2015) (E.O.s 13423 and 13514).

[] (ii) Alternate I (JUN 2014) of 52.223-16.

[X] (44) 52.223–18, Encouraging Contractor Policies to Ban Text Messaging While Driving (JUN 2020) (E.O. 13513).

[] (45) 52.223-20, Aerosols (JUN 2016) (E.O. 13693).

[] (46) 52.223-21, Foams (JUN 2016) (E.O. 13693).

[] (47) (i) 52.224-3, Privacy Training (JAN 2017) (5 U.S.C. 552a).

[] (ii) Alternate I (JAN 2017) of 52.224-3.

[] (48) 52.225-1, Buy American—Supplies (MAY 2014) (41 U.S.C. chapter 83).

[] (49)(i) 52.225-3, Buy American—Free Trade Agreements—Israeli Trade Act (MAY 2014) (41 U.S.C. chapter 83, 19 U.S.C. 3301 note, 19 U.S.C. 2112 note, 19 U.S.C. 3805 note, 19 U.S.C. 4001 note, Pub. L. 103-182, 108-77, 108-78, 108-286, 108-302, 109-53, 109-169, 109-283, 110-138, 112-41, 112-42, and 112-43.

[] (ii) Alternate I (MAY 2014) of 52.225-3.

[] (iii) Alternate II (MAY 2014) of 52.225-3.

[] (iv) Alternate III (MAY 2014) of 52.225-3.

[] (50) 52.225–5, Trade…