36C26122Q0860.docx

36C26122Q0860

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1. REQUISITION NO.

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NO.

5. SOLICITATION NUMBER

6. SOLICITATION ISSUE DATE

a. NAME

b. TELEPHONE NO. (No Collect Calls)

8. OFFER DUE

DATE/LOCAL

TIME

9. ISSUED BY

CODE

10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE:

% FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ

IFB

RFP

15. DELIVER TO

CODE

16. ADMINISTERED BY

CODE

17a. CONTRACTOR/OFFEROR

CODE

FACILITY CODE

18a.

PAYMENT WILL BE MADE BY

CODE

TELEPHONE NO.

UEI:

EFT:

PHONE:

FAX:

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

SEE

ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA

26.

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

ARE

ARE NOT ATTACHED.

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212

-4. FAR 52.212-5 IS ATTACHED. ADDENDA

ARE

ARE NOT ATTACHED

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

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

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

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

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

30a. SIGNAT

URE OF OFFEROR/CONTRACTOR

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

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. NOV 2021)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL

PRODUCTS AND COMMERCIAL SERVICES

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

612-22-3-6133-0075 36C26122Q0860 08-02-2022 Angela Gerlitzki 808-539-1307 08-26-2022 10:00

CDT

Department of Veterans Affairs VA Sierra Pacific Network (VISN 21) VA Pacific Islands Health Care System 459 Patterson Rd Honolulu HI 96819-1522 X 561621 $22 Million N/A X "See Performance Work Statement"

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

Department of Veterans Affairs FMS VA-9(101) Financial Services Center PO Box 149971 Austin TX 78714-9971 See CONTINUATION Page Card Reader Preventative Maintenance Service for the VA Northern California HealthCare System (VANCHCS) in accordance with the Performance Work Statement (PWS).

Quote instructions are provided in provision 52.212-1.

Evaluation factors are provided in provision 52.212-2.

Period of Performance (6 months): 9/26/2022 - 3/25/2023 See CONTINUATION Page X X Angela Gerlitzki Contracting Officer Table of Contents

36C26122Q0860

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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 Angela Gerlitzki, angela.gerlitzki@va.gov Department of Veterans Affairs VA Sierra Pacific Network (VISN 21) VA Pacific Islands Health Care System

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.

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 ACKNOWLEDGMENT OF AMENDMENTS: The offeror acknowledges receipt of amendments to the Solicitation numbered and dated as follows:

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B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

Preventative Maintenance Services in accordance with the Performance Work Statement for Martinez Outpatient Clinic: 150 Muir Road, Martinez, CA 94553 (107 Card Readers) Contract Period: Base POP Begin: 09-26-2022 POP End: 03-25-2023 PRINCIPAL NAICS CODE: 561621 - Security Systems Services (except Locksmiths) PRODUCT/SERVICE CODE: J059 - Maintenance, Repair, and Rebuilding of Equipment - Electrical and Electronic Equipment Components

Preventative Maintenance Services in accordance with the Performance Work Statement for Mare Island Outpatient Clinic: 201 Walnut Avenue, Mare Island, CA 94612 (50 Card Readers)

POP Begin: 09-26-2022 POP End: 03-25-2023

PRODUCT/SERVICE CODE: J059 - Maintenance, Repair, and Rebuilding of Equipment - Electrical and Electronic Equipment Components

Preventative Maintenance Services in accordance with the Performance Work Statement for Fairfield Outpatient Clinic: 103 Bodin Circle, Travis AFB, CA 94535 (15 Card Readers)

POP Begin: 09-26-2022 POP End: 03-25-2023

PRODUCT/SERVICE CODE: J059 - Maintenance, Repair, and Rebuilding of Equipment - Electrical and Electronic Equipment Components

Preventative Maintenance Services in accordance with the Performance Work Statement for Sacramento Medical Center: 10535 Hospital Way, Mather, CA 95655 (245 Card Readers)

POP Begin: 09-26-2022 POP End: 03-25-2023

PRODUCT/SERVICE CODE: J059 - Maintenance, Repair, and Rebuilding of Equipment - Electrical and Electronic Equipment Components

Preventative Maintenance Services in accordance with the Performance Work Statement for McClellan Outpatient Clinic: 5342 Dudley Boulevard, McClellan Park, CA 95652 (68 Card Readers)

POP Begin: 09-26-2022 POP End: 03-25-2023

PRODUCT/SERVICE CODE: J059 - Maintenance, Repair, and Rebuilding of Equipment - Electrical and Electronic Equipment Components

Preventative Maintenance Services in accordance with the Performance Work Statement for Auburn Outpatient Clinic: 1985 Heritage Oak Place Suite # 100, Auburn, CA 95603 (10 Card Readers)

POP Begin: 09-26-2022 POP End: 03-25-2023

PRODUCT/SERVICE CODE: J059 - Maintenance, Repair, and Rebuilding of Equipment - Electrical and Electronic Equipment Components

Preventative Maintenance Services in accordance with the Performance Work Statement for Yuba City Outpatient Clinic: 425 Plumas Boulevard, Yuba City, CA 95991 (16 Card Readers)

POP Begin: 09-26-2022 POP End: 03-25-2023

PRODUCT/SERVICE CODE: J059 - Maintenance, Repair, and Rebuilding of Equipment - Electrical and Electronic Equipment Components

Preventative Maintenance Services in accordance with the Performance Work Statement for Chico Outpatient Clinic: 1601 Concord Avenue, Chico, CA 95928 (39 Card Readers)

POP Begin: 09-26-2022 POP End: 03-25-2023

PRODUCT/SERVICE CODE: J059 - Maintenance, Repair, and Rebuilding of Equipment - Electrical and Electronic Equipment Components

Software Updates

POP Begin: 09-26-2022 POP End: 03-25-2023

PRODUCT/SERVICE CODE: J059 - Maintenance, Repair, and Rebuilding of Equipment - Electrical and Electronic Equipment Components

Training

POP Begin: 09-26-2022 POP End: 03-25-2023

PRODUCT/SERVICE CODE: J059 - Maintenance, Repair, and Rebuilding of Equipment - Electrical and Electronic Equipment Components

Troubleshooting

POP Begin: 09-26-2022 POP End: 03-25-2023

PRODUCT/SERVICE CODE: J059 - Maintenance, Repair, and Rebuilding of Equipment - Electrical and Electronic Equipment Components

Travel

POP Begin: 09-26-2022 POP End: 03-25-2023

PRODUCT/SERVICE CODE: J059 - Maintenance, Repair, and Rebuilding of Equipment - Electrical and Electronic Equipment Components

B.3 PERFORMANCE WORK STATEMENT (PWS)

Card Access Preventative Maintenance Services for the VA Northern California HealthCare System (VANCHCS) August 2, 2022

1. General Information A. The Contractor shall provide all labor, materials, equipment, and necessary supervision for the inspection, testing, and maintenance of the existing physical access control systems (PACS) and associated devices. All inspections & testing will be monitored by the Contracting Officer Representative (COR) or his authorized designee. The Contractor will be required to maintain all necessary licenses and/or permits required to adequately perform all tasks outlined in this Performance Work Statement regarding the existing Software House/HID Global card readers and associated systems and hardware.

B. The Contractor shall perform all maintenance requirements at the following locations:

· Martinez Outpatient Clinic: 150 Muir Road, Martinez, CA 94553 (107 Card Readers)

· Mare Island Outpatient Clinic: 201 Walnut Avenue, Mare Island, CA 94612 (50 Card Readers)

· Fairfield Outpatient Clinic: 103 Bodin Circle, Travis AFB, CA 94535 (15 Card Readers)

· Sacramento Medical Center: 10535 Hospital Way, Mather, CA 95655 (245 Card Readers)

· McClellan Outpatient Clinic: 5342 Dudley Boulevard, McClellan Park, CA 95652 (68 Card Readers)

· Auburn Outpatient Clinic: 1985 Heritage Oak Place Suite # 100, Auburn, CA 95603 (10 Card Readers)

· Yuba City Outpatient Clinic: 425 Plumas Boulevard, Yuba City, CA 95991 (16 Card Readers)

· Chico Outpatient Clinic: 1601 Concord Avenue, Chico, CA 95928 (39 Card Readers)

C. Period of Performance: The period of performance is for six months.

· Base Period (6 months): September 26, 2022 thru March 25, 2023

D. All travel costs associated with the performance of this contract are the responsibility of the Contractor and are provided at no additional cost to the Government.

2. Scope of Work A. The physical access control systems consist of the following components:

1) Card/Key Readers

1. System Controllers, power supplies and other associated and control panels/boards

3) Affiliated hardware and software necessary for programming, controlling, and managing the system. This includes licensing and annual support fees for the CCure software necessary to enroll standards-based cards like the PIV (currently Technology Industries Entry Point Slammer).

4) Door hardware controlled by the PACS (i.e. magnetic locks, door hold devices, door electric strikes, etc.).

B. There are currently 550 PACS card readers and 67 Controllers active across the listed sites. (See Attached Spreadsheets)

C. Contractor tasks shall include the following:

1) Maintain the Software House / Tyco / Johnson Controls card access system at all designated facilities at 100% operational functionality 24 hours a day, 7 days a week.

2) All adjustments, repairs, installations, replacement and modifications must be approved by the COR and conform to the VA guidelines and/or industry standards, as applicable. The most stringent requirements shall govern unless written direction from the COR is provided. Applicable standards are the following:

a) VA Handbook 0730/4 Appendix B https://www.va.gov/vapubs/viewPublication.asp?Pub_ID=700&FType=2

b) VA Directive 6500 https://www.oprm.va.gov/docs/Directive_6500_24_Feb_2021.pdf

c) VA Directive 0735 – Homeland Security Presidential Directive 12 (HSPD) Program https://www.va.gov/vapubs/viewPublication.asp?Pub_ID=815&FType=2

3) As part of their bid, the Contractor shall provide functional software updates once each year for the duration of the service contract period and at no additional cost to the Government.

4) The Contractor will provide support for installation of any security software patches should a vulnerability be identified.

5) Contractor shall have in his possession throughout the term of the contract all diagnostic equipment necessary to fully maintain, test, repair, adjust, or reprogram the PACS systems software.

6) The Contractor shall maintain a separate maintenance/inventory record of all PACS devices. The maintenance record shall be kept in the PACS equipment room and shall be kept up-to-date and readily available for inspection by the COR or authorized designee. This maintenance log shall list each PACS component and show the schedule of the manufacturer’s recommended frequency of inspection and/or testing of each component. This maintenance record is the property of the Government and shall be turned over to the Government at the end of the contract. The maintenance record shall be a chronological file that includes the following information:

a) Date

b) Nature of work (i.e. Preventive Maintenance Inspection or call back)

c) Description of work performed (Contractor should be brief and concise)

d) Any indication of problems experienced

e) Printed name and signature of the technician who performed the work

f) Serial numbers and model numbers of individual components

7) Maintain a set of current schematic wiring diagrams in each PACS room for each PACS contained therein and any changes made by this contract.

8) Safety door operation tests and other tests and inspections shall be performed by the Contractor. Contractor shall perform all safety tests and other tests and inspections as recommended

9) All tests or inspections that will remove the PACS or door from normal operation shall be scheduled in advance with the COR.

10) An adequate supply of spare parts shall always be maintained to ensure prompt preventive-maintenance and repair services.

11) Contractor shall provide up to 4 hours of training on administration of the CCure 9000 software per contract year.

D. Maintenance and Repairs: The Contractor shall develop and submit for COR approval a routine maintenance and preventative maintenance schedule no later than 45 days after contract award. A complete preventative maintenance plan shall include manufacturer maintenance requirements outlined in applicable technical manuals and documentation. The Contractor shall furnish all labor and supplies, and parts necessary to regularly and systematically clean, examine, adjust as required, and if conditions warrant, repair or replace (corrective and preventative maintenance) as follows:

1) Respond and complete all corrective maintenance and repairs within 10 business days after notification.

2) 100% compliance with the facility inventory and maintenance review plan.

3) All licenses, software upgrades, backup software, and updates required for PACS system functionality and network security.

4) Electric door locking hardware.

5) Controller, selector and dispatching equipment, all relays, solid state components, resistors, condensers, transformers, contacts, leads, dashpots, time devices, CRT devices, recording devices, hardware and software (server and computer), selector tape or wire, and mechanical and electrical equipment as it pertains to the integration of automatic door opening devices and the PACS system.

6) Automatic door operation integration with the physical access control system. Automatic doors must work as intended with the card access system. This PWS does not include maintaining automatic door hardware.

7) Software House/Tyco/Johnson Controls and/or HID Global Card Reader Access.

8) Ensure all readers are visibly labeled/identified and match the configuration labeled on the controlling hardware. Some information might be missing on existing system and shall be identified by the contract as missing or needing to be identified for labeling. This shall be provided to the COR for decision on how to proceed.

9) Provide a monthly maintenance schedule to include impacts upon physical security and proposed alternative solutions to maintain appropriate security levels by the 5th calendar day of each month.

10) Provide a monthly report detailing all repairs, materials, parts, labor, and corrective and preventative maintenance completed the previous month by the 5 th calendar day of each month.

11) Coordinate with the COR prior to all tests, inspections, and/or maintenance repairs that will remove a PACS device from service. Notification will be provided to the COR, the site Physical Security Specialist (i.e. Police Service), and Engineering & Facilities Management Service (E&FMS) before removing any PACS device from service. If work requires more than one day, daily notification will be required. The Contractor shall notify both the Physical Security Specialist and E&FMS when placing any PACS device back in service. The Contractor shall document each on-site service and furnish the VA with a trip receipt showing time, date, and a brief description of the Contractor’s activities. Documentation of site visits shall be provided to the VA COR or authorized designee on a monthly basis.

12) The Contractor shall notify the COR in writing of the existence or the development of any defects in or required repairs to the Card Access System or automatic doors in which the Contractor considers to be outside the scope of this contract. Upon request, the Contractor shall furnish a written estimate of the cost of repair and/or replacement. Final determination of acceptance and responsibility will be made by the Contracting Officer.

E. Emergency Response

1) The Contractor will respond within (2) hours to provide phone assistance and be available to be onsite within 24 hours normal hours Monday through Friday.

F. Warranty

1) Warranty of newly installed devices: No device shall be acceptable that will not give full satisfaction without excessive maintenance and/or repairs. If it becomes evident during the guarantee period that the device is not functioning properly in accordance with the manufacturer’s requirements or in the opinion of Contracting Officer excessive maintenance and attention must be employed to keep device operational, the device(s) shall be removed and new device(s) shall be installed to meet satisfactory operation expectations. The ‘Guarantee Period’ shall restart for such parts from date of completion of each new installation performed, in accordance with foregoing requirements. Any components which may have suffered substantial life cycle reduction or damage due to redundant failure(s) shall also be provided at the Contractors expense and provided the same extended ‘Guarantee Period’.

Contractors Responsibilities A. Contractor’s uniform shall have the Contractor’s name, easily identifiable, affixed thereon in a permanent manner such as a badge or monograms. The Contractor shall require his employees to comply with all VA rules and regulations pertaining to the conduct of their employees while on station. It is the responsibility of the Contractor to park in the appropriate designated parking areas. Information on parking is available from the VA Police Service. VANCHCS will not invalidate or make reimbursement for parking violations of the Contractor under any conditions. Smoking is prohibited inside all buildings. Cellular phones and two-way radios are not to be used in emergency rooms, surgical and recovery suites, and within six feet of any medical equipment. Possession of weapons is prohibited. Enclosed containers, including tool kits, shall be subject to search. Violations of VA Regulations may result in a citation answerable in the United States Federal Court District, not local district state or municipal court.

B. Security Background Checks: The employee must be able to pass a minimum background investigation (MBI) similar to the investigations of Federal, non-sensitive position employees. Fingerprinting will be required.

C. The contractor will hold current Software House Advanced Integrator certification and have one fully trained field service technicians permanently residing within a 150-mile radius of Sacramento Medical Center (Mather), 10535 Hospital Way, Mather, CA. 95655, for the duration of the contract. All physical access control system mechanics and/or automatic door integration technicians’ personnel directly engaged in the work under the contract shall possess at least three (3) years of recent experience in the operation and maintenance of physical access control system components and automatic door operations.

D. The Contractor shall adhere to all OSHA (Occupational Safety and Health Administration) safety standards, EPA (Environmental Protection Agency) standards, NFPA (National Fire Protection Agency) and Life Safety code requirements, and all other applicable Federal, State, and local regulatory requirements.

E. In performance of this contract, the Contractor shall follow VANCHCS safety policy and standard for safe work practices and take such safety precautions as the Safety Officer or designee may determine to be reasonably necessary to protect the lives and health of occupants of the building. The Contractor shall comply with the VANCHCS smoking policy, which designates all interior space as non-smoking areas.

F. The safety of all building occupants shall be maintained at all times. The Contractor shall replace all safety guards, equipment, devices, etc. removed to service or repair components of the PACS system immediately after completion of work or when leaving the immediate work area.

G. The Contractor shall submit to the Contracting Officer, within (45) days after receipt of this contract, all Material Safety Data Sheets (MSDS) for all potentially hazardous materials (lubricants, cleaners, working fluids, etc.) to be used in the facility in performance of the contract, and will not use materials which have not been cleared in advance with the VANCHCS. MSDS for new chemicals shall be furnished concurrently with arrival of the chemical on site. The Contractor shall maintain a copy of all MSDS(s) on site in an accessible storage location to VANCHCS personnel.

H. The Contractor is responsible to identify, provide and maintain all personal protective equipment required to perform the duties outlined in the contract. In addition, the Contractor is responsible for identifying and providing all applicable safety documents (i.e. hot work permit, lockout/tagout, confined space entry, etc.) required in performing the work.

3. Contractors Quality Assurance / Quality Control (QA/QC) Plan A. The Contractor shall establish a complete quality control program to assure the requirements of the contract are provided as specified. The QA/QC plan shall be provided to the designated COR within (45) days from the contract award date. The program shall include, but not be limited to, the following:

1. An inspection system covering all the services described in the contract. A checklist used in inspecting contract performance during regularly scheduled or unscheduled inspections and the name(s) of the individual(s) who will perform the inspection.

2. The checklist shall include every area of the Contractor’s operation as well as every task required to be performed.

3. A system for identifying and correcting deficiencies in the quality of services before the level of performance becomes unacceptable and/or the Medical Center inspectors point out the deficiencies.

4. A file of all inspections conducted by the Contractor and the corrective action taken. This documentation shall be made available to the COR upon request, at any time during the term of the contract.

5. Provide monthly maintenance schedule to include impacts upon physical security and proposed alternative solutions to maintain appropriate security levels by the 5 th calendar day of each month.

6. Provide a monthly report detailing all repairs, materials, parts, labor, and corrective and preventative maintenance completed the previous month by the 5 th calendar day of each month.

B. The Contractor shall ensure that electrical and data closets are kept clean and free from dirt and debris. Contractor shall clean and vacuum all device enclosures as needed to remove dust and debris accumulation.

4. Government Responsibilities A. Contractor shall have complete access to provide inspection, testing, and maintenance of the installed equipment and software as described in this agreement for the Base Year period. All services shall be provided in accordance with specifications, terms, and conditions contained in this Performance Work Statement. A Contracting Officer’s Representative (COR) will be appointed to monitor this contract.

5. Work Hours A. Except for emergency callback service, the Contractor shall perform all work during regular working hours of regular working days 8:00 AM to 4:30 PM, excluding the Federal holidays noted below:

Revision 12.10.2020

1.

2. New Year’s Day

3. Labor Day

4. Martin Luther King Day

5. Columbus Day

6. Presidents Day

7. Veterans Day

8. Memorial Day

9. Thanksgiving Day

10. Independence Day

11. Christmas Day

12. Juneteenth National Holiday B.

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6. Records Management Language A. The following standard items relate to records generated in executing the contract and should be included in a typical Electronic Information Systems (EIS) procurement contract:

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.

1. 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.

1. 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.

1. 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.

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

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

1. 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.

1. 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.].

1. 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.

1. Contractor is required to obtain the Contracting Officer's approval prior to engaging in any contractual relationship (Subcontractor) 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 Subcontractor) is required to abide by Government and Agency guidance for protecting sensitive and proprietary information.

VHA Supplemental Contract Requirements for Combatting COVID-19

1. Contractor employees who work in or travel to VHA locations must comply with the following:

1. Documentation requirements:

0. If fully vaccinated, contractors shall show proof of vaccination.

0. NOTE: Acceptable proof of vaccination includes a signed record of immunization from a health care provider or pharmacy, a copy of the COVID-19 Vaccination Record Card (CDC Form MLS-319813_r, published on September 3, 2020), or a copy of medical records documenting the vaccination.

0. If unvaccinated, contractors shall show negative COVID-19 test results dated within three calendar days prior to desired entry date. Test must be approved by the Food and Drug Administration (FDA) for emergency use or full approval. This includes tests available by a doctor’s order or an FDA approved over-the-counter test that includes an affiliated telehealth service.

0. Documentation cited in this section shall be digitally or physically maintained on each contractor employee while in a VA facility and is subject to inspection prior to entry to VA facilities and after entry for spot inspections by Contracting Officer Representatives (CORs) or other hospital personnel.

0. Documentation will not be collected by the VA; contractors shall, at all times, adhere to and ensure compliance with federal laws designed to protect contractor employee health information and personally identifiable information.

1. Contractor employees are subject to daily screening for COVID-19 and may be denied entry to VA facilities if they fail to pass screening protocols. As part of the screening process contractors may be asked screening questions found on the COVID-19 Screening Tool. Check regularly for updates.

1. Contractor employees who work away from VA locations, but who will have direct contact with VA patients shall self-screen utilizing the COVID-19 Screening Tool, in advance, each day that they will have direct patient contact and in accordance with their person or persons who coordinate COVID-19 workplace safety efforts at covered contractor workplaces. Contractors shall, at all times, adhere to and ensure compliance with federal laws designed to protect contractor employee health information and personally identifiable information.

1. Contractor must immediately notify their COR or Contracting Officer if contract performance is jeopardized due to contractor employees being denied entry into VA Facilities.

1. For indefinite delivery contracts: Contractor agrees to comply with VHA Supplemental Contract Requirements for any task or delivery orders issued prior to this modification when performance has already commenced.

- - - END OF PERFORMANCE WORK STATEMENT - - -

Revision 12.10.2020

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (NOV 2021)

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 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 PRODUCTS AND COMMERCIAL SERVICES Clauses that are incorporated by reference (by Citation Number, Title, and Date), have the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available.

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

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

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

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

(End of Clause)