36C26125Q0003_1.docx

36C26125Q0003

PAGE 1 OF

1. REQUISITION NO.

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NO.

5. SOLICITATION NUMBER

6. SOLICITATION ISSUE DATE

a. NAME

b. TELEPHONE NO. (No Collect Calls)

8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY

CODE

10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE:

% FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ

IFB

RFP

15. DELIVER TO

CODE

16. ADMINISTERED BY

CODE

17a. CONTRACTOR/OFFEROR

CODE

FACILITY CODE

18a. PAYMENT WILL BE MADE BY

CODE

TELEPHONE NO.

UEI:

EFT:

PHONE:

FAX:

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

SEE ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA

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

ARE

ARE NOT ATTACHED.

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

ARE

ARE NOT ATTACHED

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

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

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

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

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

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

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. NOV 2021)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES

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

640-25-1-5051-0007 36C26125Q0003 10-18-2024 Olivia Duarte 559-228-5382 11-01-2024

12:00 PM

PDT

Department of Veterans Affairs Contracting Network Office (NCO 21) 855 M Street, Suite 1020 Fresno

CA

93721 X X 238990 $19 Million N/A X Department of Veterans Affairs VA Palo Alto Health Care System 3801 Miranda Ave.

Palo Alto

CA

94304 Department of Veterans Affairs Contracting Network Office (NCO 21) 855 M Street, Suite 1020 Fresno

CA

93721

Department of Veterans Affairs FMS-VA-2(101) Financial Services Center

PO BOX 149971

Austin

TX

78714-9971 See CONTINUATION Page Automatic Door Maintenance Service NOTE 1: Offerors shall follow the submission instructions specified in FAR Provisions 52.212-1 and 52.212-2, and their addendums included in this solicitation. Failure to follow the instruction will result in an unfavorable evaluation and may not be considered for award.

NOTE 2: This soliciation is set-aside 100% for SDVOSB.

All SDVOSB must be registered and verified in https://veterans.certify.sba.gov/ NOTE 3: Certification from VAAR Clause 852.219-75 shall be completed and included with your quote.

See CONTINUATION Page 640-3650162-5051-850100-2543 0100C1A92 X x 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 Department of Veterans Affairs Contracting Network Office (NCO 21) 855 M Street, Suite 1020

Fresno CA 93721

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.

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

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

Automatic Door Maintenance Service see Automatic Door Inventory List

Contract Period: Base POP Begin: 12-06-2024 POP End: 12-05-2025 PRINCIPAL NAICS CODE: 238990 - All Other Specialty Trade Contractors PRODUCT/SERVICE CODE: Z2AA - Repair or Alteration of Office Buildings

MANUFACTURER PART NUMBER (MPN): NA

Additional Services per PWS 10.0 (COR must authorize before this CLIN is executed) Contract Period: Base POP Begin: 12-06-2024 POP End: 12-05-2025 PRINCIPAL NAICS CODE: 238990 - All Other Specialty Trade Contractors

Automatic Door Maintenance Service

Contract Period: Option 1 POP Begin: 12-06-2025 POP End: 12-05-2026 PRINCIPAL NAICS CODE: 238990 - All Other Specialty Trade Contractors

Additional Services per PWS 10.0

Contract Period: Option 1 POP Begin: 12-06-2025 POP End: 12-05-2026 PRINCIPAL NAICS CODE: 238990 - All Other Specialty Trade Contractors

Automatic Door Maintenance Service

Contract Period: Option 2 POP Begin: 12-06-2026 POP End: 12-05-2027 PRINCIPAL NAICS CODE: 238990 - All Other Specialty Trade Contractors

Additional Services per PWS 10.0

Contract Period: Option 2 POP Begin: 12-06-2026 POP End: 12-05-2027 PRINCIPAL NAICS CODE: 238990 - All Other Specialty Trade Contractors

Automatic Door Maintenance Service

Contract Period: Option 3 POP Begin: 12-06-2027 POP End: 12-05-2028 PRINCIPAL NAICS CODE: 238990 - All Other Specialty Trade Contractors

Additional Services per PWS 10.0

Contract Period: Option 3 POP Begin: 12-06-2027 POP End: 12-05-2028 PRINCIPAL NAICS CODE: 238990 - All Other Specialty Trade Contractors

Automatic Door Maintenance Service

Contract Period: Option 4 POP Begin: 12-06-2028 POP End: 12-05-2029 PRINCIPAL NAICS CODE: 238990 - All Other Specialty Trade Contractors

Additional Services per PWS 10.0

Contract Period: Option 4 POP Begin: 12-06-2028 POP End: 12-05-2029 PRINCIPAL NAICS CODE: 238990 - All Other Specialty Trade Contractors

Performance Work Statement Automated Door Maintenance & Repair Services Veteran’s Affairs Palo alto Health Care System

1. GENERAL INTENTION AND REQUIREMENTS

1.1. General: This Performance Work Statement (PWS) is to obtain inspection, maintenance, testing and repair services for automated doors at the Veterans Affairs Palo Alto Health Care System (FAPAHCS), referred to as the Government.

1.2. The Contractor shall provide management, supervision, labor, parts, materials, tools, incidental engineering services, and transportation necessary to perform inspection, maintenance, testing, and repair services to maintain the inventory as originally specified by the equipment manufacturer and/or as modified when a deviation is required. Modifications to perform deviations require written consent of the government’s Contracting Officers Representative (COR) or COR designee.

1.3. The Contractor, without additional expense to the Government, shall obtain all licenses, permits, and insurance required to perform the work in this Contract. Contractor shall comply with all applicable federal, state, and local laws. Evidence of insurance, licenses, and permits shall be provided to the Contracting Officer and COR before work commences.

1.4. Work for this contract is required at three separate VAPAHCS locations. Those locations are Palo Alto Division (PAD), Menlo Park Division (MPD), and Livermore Division (LVD).

1.4.1. Palo Alto Division: 3801 Miranda Avenue, Palo Alto, CA 94304

1.4.2. Menlo Park Division: 795 Willow Road, Menlo Park, CA 94025

1.4.3. Livermore Division: 4951 Arroyo Road, Livermore, CA 94550

1.5. For this contract, the standard operating hours or duty hours are the hours between 8:00 AM to 4:30 PM, Monday through Friday, except Federal Holidays, or 40 working hours per week.

1.6. Local points of contact for each shall be the maintenance and repair chief for each Division, and the COR shall be included in communications with each station representative. The Division Chief shall confirm local scheduling, and administrative actions shall be coordinated through the COR and CO.

1.7. This contract shall be a base plus four option years requirement pending all contractual requirements are met and followed.

2. CODES and STANDARDS

2.1. Publications listed below form a part of this Contract. Elevators shall meet the requirements of current code editions published, all manufacturer guidelines, Veteran’s Affairs (VA) memorandums, and industry standards, as applicable, and in the case of conflicting standards the most stringent shall apply.

2.1.1. OSHA Standard 29 CFR 1910

2.1.2. International Building Code (IBC)

2.1.3. National Fire Protection Association (NFPA)

2.1.3.1. NFPA 70 – National Electrical Code (NEC)

2.1.3.2. NFPA 70E – Electrical Safety in the Workplace

2.1.3.3. NFPA 72 – National Fire Alarm and Signaling Code

2.1.3.4. NFPA 80 – Standard for Fire Doors and Other Opening Protectives

2.1.3.5. NFPA 101 – Life Safety Code

2.1.3.6. NFPA 99 – Health Care Facilities Code

3. DEFINITIONS & ACRONYMS

3.1.1. ANSI – American National Standards Institute

3.1.2. ASME – American Society of Mechanical Engineers

3.1.3. CO – Contracting Officer

3.1.4. COR - Contracting Officer Representative

3.1.5. FAR – Federal Acquisition Regulation

3.1.6. MSDS – Material Safety Data Sheet

3.1.7. MOD – Modification of contract

3.1.8. NEC – National Electric Code

3.1.9. NFPA - National Fire Protection Association

3.1.10. NTP – Notice to Proceed

3.1.11. OEM - Original Equipment Manufacturer

3.1.12. OSHA - Occupational Safety and Health Administration

3.1.13. PEC – Primary Engineering Control

3.1.14. PO – Purchase Order

3.1.15. POC - Point of Contact

3.1.16. PM - Preventative Maintenance

3.1.17. PMI - Preventative Maintenance Inspection

3.1.18. PPE – Personal Protective Equipment

3.1.19. PWS - Performance Work Statement

3.1.20. SEC – Secondary Engineering Control

3.1.21. QASP – Quality Assurance Surveillance Program

3.1.22. QCP – Quality Control Program

3.1.23. VA – United States Veterans Affairs

3.1.24. VAPAHCS - Veterans Affairs Palo Alto Health Care System

4. EXCLUSIONS

4.1. Equipment, components, and parts not installed under this Contract shall not be removed, replaced, or deficiencies corrected while still under the manufacturers or installer’s warranty, without prior approval of the COR.

4.2. Installation of new attachments recommend or required by inspectors, insurance agencies, or VA/Government Authorities.

4.3. The Co/COR must approve, in advance, all repairs not covered under this contract. The Contract shall prepare an estimate of parts, labor, transportation, and shipping costs for review prior to performing the repairs. If approved, CO/COR shall issue a modification (MOD) in advance of undertaking such work. No invoice will be paid without prior approval and specific MOD issued in advanced of work.

4.4. There shall be no borrowing of parts (i.e., removing of parts from one PEC, whether in it is in service or not, to correct a deficiency on another PEC) except in an emergency or with written consent from the COR.

5. GOVERNMENT FURNISHED PROPERTY, MATERIALS, and SERVICES

5.1. The Government will not provide office space or operational facilities to the Contractor. The Contractor shall secure and maintain the necessary office space and other facilities required for performance of this Contract at their own expense.

5.2. The Government will not provide tools or equipment to the Contractor. The Contract shall furnish all tools required for the performance of this Contract.

5.3. The Government will not provide any materials to the Contractor.

5.4. The Government will furnish the following services at existing outlets, for use in those facilities provided by the Government and as required for the work to be performed under this Contract: electricity, fresh water, sewage service, and non-hazardous refuse collection (from existing collection points). Disposal of equipment and construction debris is the responsibility of the Contractor.

6. CONTRACTOR REQUIREMENTS

6.1. Contractor shall have technical training, track records of working experience in maintenance, inspection, testing and repairing of automatic doors and access portals. Experience shall be within healthcare, industrial, research, educational and commercial facilities for a minimum of five (5) years.

6.2. The Contractor shall provide a Contract manager who shall be responsible for performance of the contract work. Name of the Contract manager and an alternate shall be designated in writing to the CO/COR prior to contract start date. Changes to personnel shall be submitted to the Government within five (5) workdays of the changes. The Contract Manager or alternate shall have full authority to act on contract matters relating to daily operation of the Contract. The Contract Manager or alternate shall be available to speak/meet with the CO or COR, within 24 hours of request during normal operating hours and or within the next business day.

6.3. The selection, assignment, and management of Contractor’s employees is the responsibility of the Contractor. The Contractor shall not employ any individual identified as a potential threat to the health, safety, security, and general wellbeing, or operation of the VAPHCS facilities or personnel. The Contractor is fully responsible for performance and conduct of his/her employees. The Contractor shall not allow any employee to perform work under this Contract while under the influence of alcohol, drugs, or any other incapacitating agent.

6.4. Contractor service, repair, and replacement staff shall be Journeymen experience along with all other referenced training, certification, and experience within paragraph 6.

7. BACKGROUND CHECKS and IDENTIFICATION BADGES

7.1. Contractor and Subcontractor personnel working on VAPAHCS facilities must consent to Background Checks or shall be denied access to the VAPAHCS facilities. Information required to conduct a Background Check includes full name, driver’s license number and/or social security number, date of birth, and completion of a background check questionnaire.

7.2. Contractors shall ensure their employees and those of their Subcontractors have the proper credentials allowing them to work in the United States. The Contractor shall not be entitled to any compensation for delay or expenses associated with this requirement and are not excused from proceeding with the Contract.

7.3. Department of Veterans Affairs regulations requires Contractor employees to have a VAPAHCS issued Identification Badge and wear it at all times while at VAPAHCS facilities. ID badges shall be issued by the VAPAHCS security office under its rules for issuance. Contractor personnel shall present a neat appearance and be easily recognized as a Contractor employee by wearing distinctive clothing bearing the name of the company and a VAPAHCS issued ID badge. When an employee leaves the Contractor’s employment, or the Contract is terminated, the employee’s badge shall be returned to COR within 3 working days.

8. EMERGENCY TELEPHONE NUMBERS

8.1. The Contractor shall provide the CO/COR with pertinent emergency telephone numbers to summon assistance in the event of an emergency. At least one of the emergency telephone numbers, and one alternate telephone number. This information shall be provided in writing to the CO/COR.

9. SPECIFIC SERVICES

9.1. The Contractor shall provide monthly maintenance of automatic doors in accordance with the door manufacturer’s specifications. In the event the door manufacturers periodic maintenance schedule is not available, the contractor shall submit a proposed door maintenance schedule to the COR for approval. All manufacturer and proposed maintenance schedules shall be submitted to the COR no later than fifteen (15) days after contract award. At a minimum, monthly maintenance inspections shall include all door operation functions, verification of all safety systems functions, weather stripping inspections, and overall door performance to ensure safe, reliable, and weather tight door systems. All grease, oils and other lubricating materials related to the door maintenance shall be cleaned from exterior of the doors, and all inspections access points secured.

9.2. The contractor shall comply with applicable codes and standards. Any code interpretation issues between the COR and Contractor shall be submitted to the Authority Having Jurisdiction (AHJ) for final verdict. The AHJ shall be the VAPAHCS Chief of Engineering.

9.3. The Contractor shall utilize and maintain an inventory list on Microsoft excel and shall submit a schedule of certification/testing to the COR.

9.4. The Contractor shall perform monthly service to all doors in the inventory attached to this contract. The majority of inventory is located at the Palo Alto Campus.

9.5. The Contractor shall submit a monthly service report including all doors serviced. Reports shall be submitted no later than the end of the calendar month of service The report shall indicate the following:

9.5.1. Name/door number

9.5.2. Calendar date of inspection

9.5.3. Location of the door

9.5.4. Manufacturer of the door

9.5.5. Type of the door

9.5.6. Condition of the door (new/good/poor/no-op/etc)

9.5.7. Deficiencies, corrective actions, adjustments, and/or upgrades

9.6. Monthly services shall include all inspection, maintenance, and adjustments to the inventory.

9.7. The Contractor shall provide one year warranty on all components and equipment from date of installation. Contractor shall label components and equipment with date installed. Contractor shall submit a service ticket containing all details of performed component/equipment installation to include but not be limited to: building, room, serial number of equipment, manufacturer, model, and new component installed with date of installation.

9.8. The Government reserves the right to add or remove inventory from this performance work statement for the life of the agreement. Adjustments to service agreement due to changes in inventory shall be negotiated by the CO, COR, and Contractor by written agreement and modification.

10. ADDITIONAL SERVICES

10.1. Additional services are defined as any work, requested, and authorized by the Government that is required to repair, replace, and/or restore equipment within this scope of work. Any work of this nature detected by the Contractor shall be immediately reported to the COR, but work shall not be performed until the Contractor and the CO or COR as appropriate have reached an agreement on the price to accomplish the project. Work shall be performed immediately, if necessary (i.e., an emergency) although typically a 48-hour notice will be given.

10.2. All orders for maintenance repair/replacement work must be placed or confirmed by issuance of a SF30. The SF30 will describe the work to be performed, the time for completion, and the total price for the work. In emergency situations oral orders are permitted, which will be confirmed within 5 working days by issuance of a SF30. Orders of $2,500.00 or less may be processed using the Governmentwide commercial purchase card, which is the preferred method to purchase and to pay for micro purchases.

10.3. Minor repairs and replacement valued under $400 shall be included as normal wear and tear maintenance under the terms of this contract and not treated as additional services. Additional services are for repair by replacement both in emergency and non-emergency situations on a case-by-case basis.

10.4. Repairs and deficiency remediations as reported in the monthly service shall be submitted under the requirements of section 10 of this contract. Pricing for this service shall include all costs associated with the repair and not incur additional labor or service fees.

10.5. All work performed under section shall be to the standards defined within this performance work statement.

10.6. The Government reserves the right to perform the work using whatever resources are available.

10.7. Contractor shall provide or install only OEM parts.

10.8. Contractor shall inform the COR of any breakdowns, failures, or malfunctioning of equipment immediately and send an email within 24 hours with service report and proposal for repairs.

10.8.1. Notify the COR, Compliance Officer, and Engineering.

10.8.2. Research safety officer.

10.8.3. Lock out / Tag out electrical.

10.8.4. Post notice on unit as follows:

10.8.4.1. Minimum of two in letter in red with white background ‘LOCK OUT - DO NOT USE’.

10.8.4.2. Date

10.8.4.3. Technician Name and Phone number.

10.8.4.4. Owner of hood information.

10.8.4.5. COR information.

10.9. If a dispute between codes, standards, or manufacture recommendation arises the most stringent shall be enforced.

10.10. If contractor has a different code, standard, or manufacture recommendation than the COR then the contractor shall have the opportunity to have the AHJ review and make decision, which the contractor shall accept.

10.11. Door malfunctions incurred between scheduled maintenance inspections shall be addressed as additional services and upon completion shall have a service report submitted as part of the completion of work.

11. SAFETY, INSPECTION, and TESTING

11.1. Injury and Accident Reports

11.1.1. Contractor shall immediately report to the CO/COR in a manner and on the forms prescribed by the Government, accidents resulting in injury, trauma, death, hazardous exposures, and occupational disease involving an elevator or its maintenance.

11.1.2. Written reports for incidents shall be provided within five (5) working days and include the cause, what, where, and when the incident occurred as well as repairs and tests performed to correct the cause of the incident.

11.1.3. Contractor shall adhere to OSHA, EPA, NFPA Life Safety Codes, and other regulatory requirements. Safety shall be the Contractor’s highest priority. The Contractor shall be solely responsible for compliance with (Federal) OSHA regulations.

11.1.4. Contractor shall provide a detailed explanation as to how contract work will be implemented and managed to ensure compliance with OSHA Construction Standards, Life Safety issues, and security measures. Contractor shall have a Site Safety and Health Officer (SSHO) assigned to the contract/project to ensure their technicians are meeting OSHA requirements. The SSHO shall be well versed in OSHA requirements and regulations. The SSHO will perform regular safety inspections on the job site to ensure technician compliance and quality of work is at a high level, presenting no risks to staff or patrons. Safety inspections will include fall protection and electrical hazards and end with job safety meetings with the entire crew. The Contractor shall provide the CO/COR copies of the safety inspection reports upon request at no additional cost to the Government.

11.1.5. During contract performance, the Contractor shall follow Government’s safety policy and standards for safe work practices and take such safety precautions as the VAPAHCS Safety Officer or designee or the CO/COR may determine to be reasonably necessary to protect the lives and health of occupants of the building. The Contractor shall comply with VAPAHCS smoking policy.

11.1.6. Patient, employee, visitor, and Contractor personnel safety shall be always maintained. The Contractor is responsible for the safety and health of his/her employees. The Contractor shall replace all safety guards, equipment, devices, etc. removed to service or repair the elevator immediately after completion of work or when leaving the job unattended.

11.1.7. The Contractor shall submit to the Contracting Officer, prior to the start of the Contract, the Safety Data Sheets (SDS) for potentially hazardous materials (lubricants, cleaners, fluids, etc.) to be used in the facility during performance of the Contract and will not use materials which have not been approved in advance by the Government. SDS for new chemicals shall be furnished prior to the arrival of the chemical on site. The Contractor shall maintain a copy of all SDS in each elevator machine room to assure compliance with laws and requirements regarding the Right to Know law (OSHA Hazard Communication Standard (29 CFR 1910.1200).

11.1.8. Contractor is responsible to identify, provide and maintain personal protective equipment (PPE) required to perform the duties outlined in the Contract. In addition, the Contractor is responsible for identifying and providing applicable safety programs required to perform the work i.e., lockout/tag out, confined space entry, universal precautions, etc. Training required for safety programs and proper use of PPE shall be provided by employer, and documentation maintained by the Contractor.

11.1.9. The Contractor shall obtain a Hot Work Permit from the Government (VAPAHCS Safety Staff) or the CO/COR in advance whenever soldering, welding, grinding, and using a cutting torch, or other open flame, spark or heat producing equipment is used. The Contractor is required to follow requirements outlined for the issuance of the Hot Work Permit.

11.1.10. Contractor shall be notified of any non-compliance with safety regulations. The Contractor shall, after receipt of such notice, immediately correct the condition and notify the Contracting Officer in writing that the condition has been corrected. If, in the opinion of the CO/COR or the Government’s Safety Officer, the condition is life threatening he/she shall instruct the Contractor to stop work until the condition has been corrected. If the Contractor fails or refuses to comply promptly, the Contracting Officer may issue an order halting all or any part of the work. The Contractor bears all costs of stop-work time and correcting safety hazards.

11.1.11. Contractor shall reinstall guards or equipment panels, removed to perform maintenance, on the equipment before putting it back into service.

12. QUALITY CONTROL

12.1. Contractor shall establish a Quality Control Program to assure the requirements of the Contract are provided as specified. The Contractor shall submit this program to the CO/COR, for acceptance within ten (10) days of Notice to Proceed. The program shall include the following:

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

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

12.1.3. A system for identifying and correcting deficiencies before the level of performance becomes unacceptable and/or the Government inspectors point out deficiencies.

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

12.2. Site Investigation and Conditions Affecting the Work:

12.2.1. The Government assumes no responsibility for any conclusions or interpretations made by the Contractor based on the information made available by the Government. Nor does the Government assume responsibility for any understanding reached or representation made concerning conditions which can affect the work by any of its officers or agents before the execution of this contract, unless that understanding, or representation is expressly stated in this contract.

12.2.2. Contract has the responsibility to make the determination and request a site walk. Failure to perform a site walk shall not relieve the contractor to complete the contract on time and within budget.

13. PAYMENT

13.1. PAYMENT FOR VERIFIABLE WORK COVERED UNDER THE CONTRACT

13.1.1. Payment for work covered under this Contract shall be billed monthly.

13.1.2. Payment will be made in areas of the specified billing period after receipt of a properly prepared invoice, provided all required work, including preventative maintenance, submission of reports and all other requirements for the period in question have been performed in accordance with contract stipulations, and can be verified with service reports signed by the COR or COR designee.

13.1.3. The Contractors failure to schedule and perform a PM within the specified time interval shall be considered non-compliance with terms of contract, and Government will take corrective action as defined the Federal Acquisition Regulations (FAR). Payment withholding will be in compliance with the FAR. Criticality of VTE in a medical facility requires that continued Contractor failure to perform will necessitate holding Contractor in default and the Government obtaining suitable service via separate means.

13.2. PAYMENT FOR WORK NOT COVERED UNDER THHE CONTRACT

13.2.1. Unless otherwise directed by the CO or unless acting in a good faith effort to perform emergency work (i.e., life, safety, entrapment, etc.), the Contractor shall not perform any work outside of the Scope of this Contract without authorization from the CO/COR and the issuance of a separate Purchase Order. Failure to receive prior approval for out-of-scope work will most likely result in the denial of compensation.

36C26125Q0003

14. ATTACHMENT A – INVENTORY

Page 1 of Page 1 of

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (NOV 2023)

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

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

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

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

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

https://www.acquisition.gov/browse/index/far https://www.va.gov/oal/library/vaar/

(End of Clause)

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

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 30 days before contract expiration.

(End of Clause)

C.4 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within 30 days before contract expiration; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The…