36C26126Q0372

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

36C261-26-AP-1516

640-26-1-5046-0017 36C26126Q0372 01-29-2026 Alex Hernandez 916-759-6461 02-03-2026 08:00

PST

00261 Department of Veterans Affairs Network Contracting Office 21 VA Southern Nevada Healthcare System 6900 N. Pecos Road, Building 6 North Las Vegas

NV

89086 X X 332510 750 Employees N/A X See Delivery Schedule

00261 Department of Veterans Affairs Network Contracting Office 21 Southern Nevada Healthcare System 6900 N. Pecos Road, Building 6 North Las Vegas

NV

89086

Tungsten Electronic Invoicing

See CONTINUATION Page Ligature resistant door hardware for male and female mental health inpatient unit corridor doors and common bathrooms and Fire rated anti ligature panic hardware with key locking capability door hardware for Building 520 This is a FAR Part 13 solicitation. Please see provisions 52.212-1 Instructions to Quoters and 52.212-2 Evaluation for important information regarding submitting your offer and how your offer will be evaluated.

Vendors interested in responding to this solicitation shall submit their quote via email only to Alex Hernandez at Alex.Hernandez@va.gov, by no later than the due date/time shown in box 8. Any questions must be received 48 hours prior to this closing period.

See CONTINUATION Page X Alex Hernandez Contracting Officer 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 Alex Hernandez

Network Contracting Office 21 VA Southern Nevada Healthcare System 6900 N. Pecos Road, Building 6 North Las Vegas NV 89086

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:

Page 1 of Page 1 of VA Palo Alto Health Care System (VAPAHCS) 3801 Mianda Ave, Palo Alto CA 94304

Transaction Number: 640-25-1-5046-0017

STATEMENT OF WORK

1.0 GENERAL SCOPE

a. The VAPAHCS requires:

a. ligature resistant door hardware for male and female mental health inpatient unit corridor doors and common bathrooms.

b. fire rated anti ligature panic hardware with key locking capability.

This requirement includes product, delivery, installation, including field verifications, after-installation tests, and training services.

The contractor must provide all labor during regular business hours, materials, equipment, transportation, and supervision necessary to adequately execute all scopes described.

2.0 PERFORMANCE REQUIREMENTS

Associated delivery, project management, training, testing, and installation services must be provided by the awarded Contractor.

Project Job Site: VA Palo Alto Health Care System, Building 520, 3801 Miranda Ave, Palo Alto CA 94304 Duty hours will be 7:30am-4:30pm Monday through Friday. The Government recognized US holidays are: New Year’s Day, Martin Luther King, Jr. Day, Presidents Day, Juneteenth National Independence Day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day, and Christmas Day. If the holiday falls on Sunday, it is observed on Monday.

Based upon a review of the PWS/SOW as presented, the contractor will not have access to VA sensitive information or PII/PHI to fulfill the terms of the contract. A BAA will not be required. Please contact the V21PALPrivacyoffice@va.gov with any questions.

2.1 Door Hardware

The contractor must deliver and install the following Accurate Lock and Hardware Products to VAPAHCS Palo Alto Division (PAD), Building 520:

Accurate Lock and Hardware mortise roller latch assemblies:

LR-9103ST-ARL.234.L-PC.US32D.[HAND].134DT

1 #9103ARL 2 ¾” x Torx screws supplied with “NH” strike 1 #LRCC.A tapered cylinder collar for 1 ¼” long cylinder 1 #CP-C pull (outside) 1 #CP-B pull (inside) Best, small core, 7 pin, WA keyway capable All required parts and accessories and materials to ensure proper installation and operation

10 EA

Accurate Lock and Hardware mortise roller latch assemblies:

LR-9101ARL.234.L-PC.US32D.[HAND].134DT

1 #9101ST-ARL 2 ¾” x Torx screws supplied with “NH” strike 1 #LRCC.A tapered cylinder collar for 1 ¼” long cylinder 1 #CP-C pull (outside) 1 #CP-TD pull (inside) Best, small core, 7 pin, WA keyway capable All required parts and accessories and materials to ensure proper installation and operation

21 EA

Falcon - Fire Rated 25 Series Concealed Vertical Rod Device with Lever Trim Dane Lever, Satin Chrome Finish Lever Trim must be capable of being locked and unlocked with a Best, 7 pin, WA keyway, small core key.

All required parts and accessories and materials to ensure proper installation and operation

4 EA

All required parts and accessories and materials to ensure proper installation and operation

4 EA

3.0 PRODUCT

General

All finished surfaces must be free of scratches, marks, dents, or blemishes, and withstand staining, and don’t exhibit to flaking, cracking, or loss or adhesion. Equipment must be in factory quality condition that are free of defect and deficiencies when VA receives them.

Equipment Installation/Services provided:

a. Refer to Terms and Conditions for additional information relating to Installation services.

b. Installation to follow manufacturers’ installation drawings and Attachmenta A.

c. Pre-install site walk and field verification to ensure all equipment, modifications, and material is identified prior to installation. Contractor is responsible for all materials, equipment, supplies, and modifications, so site walk is essential to verify and special conditions prior to installation.

d. Provide protections as necessary of floor, walls, elevators, etc., along all areas where equipment will travel from loading dock area to project sites where they will be located.

e. Site specific safety training/orientation per contract documents.

f. Contractor to comply with all site safety requirements to include infection control and working in specific protocols required when working within an inpatient mental health environment.

4.0 SERVICES

a. Contractor that delivers, assembles, and installs the mortise roller latch assemblies and key lockable fire rated anti-ligature panic hardware must provide all labor, personnel, equipment, tools, materials, supervision, and transportation to install and modify and convert as required all listed equipment and their associated components for VA Palo Alto Health Care System in an occupied inpatient Mental Health Unit Building 520 located at 3801 Miranda Ave, Palo Alto CA 94304.

b. Contractor responsible for providing all components necessary to ensure mortise roller latch assemblies and key lockable fire rated anti-ligature panic hardware installation and functionality to manufacturer specifications and VA requirements.

c. During and immediately following the installation, contractor/vendor/manufacturer’s representative must provide on-site training in operating, maintaining, and troubleshooting all listed equipment.

d. Contractor must provide manufacturer material warranty and one year post installation warranty.

e. Waste Removal: The contractor is responsible for removing and properly disposing of all waste related to the services provided on-site.

f. Installation services are according to contract, and to follow manufacturer’s installation manual.

g. Prior to installation, contractor must do site verification to verify the sites are ready to receive the equipment and the items required to ensure successful installation and operation, to include material and equipment selection.

Installation Requirements

a. Contractors must be familiar with VAPAHCS Palo Alto campus regulations, security and safety requirements, and hours of operations.

b. Contractors are required to comply with VAPAHCS Infection Control and Patient Safety and Security requirements while working in an occupied inpatient Mental Health facility.

c. Any contractor personnel, including permanent and temporary staff installers, must be cleared for access ahead of installation start date through VAPAHCS. Personnel must always wear contractor provided identification and VA visitor’s badge while on VA property. Daily access badges are issued at Police Dispatch located in Building 100 Room F1-155.

d. Contractor must provide Proof of Insurance upon request by the VA.

e. Contractor Storage Facility must meet all current building code requirement including but not limited to sprinkler, secure, safe, environmental controls – not to void equipment warranties, if contractor provided storage facilities doesn’t meet current building code.

f. Contractor must have trained personnel in requested equipment: Two-Channel Audiometer, Tympanometry, and their associated components.

g. Contractor to provide Project Manager/Lead Supervisor, Client Representative, Installers, and Service Technicians as needed when providing service to the VA.

h. Contractor must provide all necessary materials, equipment, labor, supervision, and Management to: (A) coordinate delivery: (B) load and unload; (C) place/install in designated rooms/locations; (D) assemble items as required; (E) secure all parts in a secured storage space designated by the VA. Properly dispose of all associated packing/crating materials off-site of VA premises.

i. Contractor must track manufacturing schedule and notify VA Point of Contact (POC) with updates of estimated delivery date.

j. Contractor must coordinate installation date with VA POC at a reasonable time or no later than 30 days after notification of receipt of equipment.

k. Contractor must obtain VA Contracting Officer (CO), Contracting Officer Representative (COR) or POC approval for any changes or corrections to all original submitted contract documents.

l. Contractor must coordinate delivery, installation, and install completion date with VA POC to occur at a reasonable time.

m. Contractor must deliver excess supplies, parts, and pieces to VAPAHCS.

n. Prior to installation, installer must inspect parts to ensure they are complete and free of defects and all modifications required are identified and capable of being accomplished to facilitate complete.

o. All the pre and post installations/ staging must be compliance with VA standard systems.

Project manager (PM)

a. Awarded contractor must appoint a Project Manager who becomes the main POC for the contractor.

b. Contractor must complete a pre-installation meeting with VA POC, at a minimum of (10) business days, prior to installation.

c. Contractor Project Manager must be available on site to coordinate and oversee the delivery of product to project site.

d. Contractor must complete a final walkthrough with VA POC/COR completion of all previously identified punch list items prior to final VA acceptance of project completion.

Protection of Property

a. Contractor must protect all items in the building from damage. Contractors must take precaution against damage to the building, grounds, finishes, and surrounding furnishings/furniture/fixture/equipment. Contractor must repair or replace any items in the buildings or grounds (that are not in scope) damaged accidentally, or on purpose due to actions by the Contractor, utilizing materials of the same quality, size, grade, and color, to match existing.

b. Contractor must perform a job walk in the area where the equipment is installed with the VA POC prior to commencing work to ensure that the premise is in good condition and free of defects or deficiencies. If during the walk, defects or deficiencies in installation area are found, VA POC must have them recorded in the report prior to proceeding with the work.

c. Contractor must be responsible for security of the areas in which the work is being performed prior to completion, to include VA requirements for working in a secured Mental Health Inpatient unit..

d. Contractor must provide means to protect all the building elements (floor, door, elevator, walls, etc.) as necessary in all traveled areas from being damaged by equipment transported from shipping dock to project sites where the equipment will be located.

Delivery

a. Contractor must contact the POC, when complete order has been received at project site, to schedule installation.

b. Contractor must confirm the scheduled installation date no less than 15 working days prior to start of installation to ensure that all parts are received and in good condition and free of defects and deficiencies and complete. VA POC will confirm that space will be made available on appointed installation start date. Installation must not be scheduled until Contractor has confirmed the receipt of full order and complete.

c. In the event there is a delay in delivery, Contractor must notify the VA POC immediately.

d. Contractor must notify the VA POC a minimum of 72 business hours advance notice of the scheduled date and time of delivery.

e. Contractor must ensure that the driver of the delivery vehicle has copies of the delivery order at time of delivery.

f. Contractor must not attempt to deliver any items before the scheduled delivery date.

Receive and Unload

a. The Contractor must verify and inspect all equipment parts both at time of receipt at off-site storage warehouse and upon arrival at the VA site. All deficiencies (damage/overage/shortage) must be brought to the attention of VA POC.

b. If the Contractor is unable to complete the assembly and placement of all unloaded items before the end of the workday, the Contractor must be responsible for moving and covering (from dusts) these items to a secure location in the premise, until the next scheduled workday.

c. Contractor must store damaged items in the location designated by VA POC. Contractor must maintain a complete file of all documents for each damaged item. Copies of the documents must be forwarded to the VA POC daily.

d. Contractor must repair or coordinate for replacement of damaged, defective, or missing items.

Assembly, Installation, and Removal

a. Contractor must uncrate all items received and perform all required assembly in accordance with the manufacturers’ instructions. Please refer to manufacture’s quick reference guide.

b. All the equipment must be installed per VA Standards guidelines.

c. Contractor to verify existing site conditions prior to installation for utilities connections to equipment, in case of any discrepancies found, they must be reported to the VA COR prior to installation.

d. Contractor must complete installation of equipment under this statement of work in the time-period specified (07:30 am - 4:30 pm.). If unforeseen scheduling issue occurred that is required by the VA, Contractor must coordinate revised schedule with the VA.

e. Contractors must inspect components to ensure that they are clean, dust free, free of defects and deficiencies when installation is complete, and all items are ready for use. Floors must be swept/vacuumed upon completion.

f. Contractors must adhere to manufacturers’ specifications and not use other manufacturer’s product to interlock with new or existing product potentially invalidating warranties.

g. Contractor must do a final walkthrough with VA POC and provide a punch list before releasing crew.

h. Contractor is responsible for removal of damaged or replaced products out of job site in accordance with Quality Control section listed below.

i. VA POC must make access to the work area available.

j. After installation is complete, conduct inspections and certifications. Ensure the equipment is properly licensed to operate after installation is complete.

k. Conduct on-site training in operating, maintaining, and troubleshooting the equipment to the users.

Quality Control

a. Contractor must be responsible for the removal and disposal of all trash / debris connected with uncrating and assembling equipment and installing other items under this contract. Final acceptance from the VA will not occur until all debris connected with the installation of equipment under this contract is removed from the VA site.

b. Recyclable products must be disposed of in accordance with applicable statutes, at respective off-site locations.

c. Packing materials will not be left out in the building for any period exceeding 24 hours.

d. Contractors must remove all personal trash (food wrappers, drink containers, etc.,) from the work site daily.

e. Conduct of Contractor installation crew must always be courteous and respectful. Be particularly mindful of our Veteran’s and their needs.

Contract Hours The normal work hours will be business hours (7:30am-4:30pm) Monday through Friday. The Government has the option to modify the normal work week, days, and hours, as necessary to meet the mission of VAPAHCS.

VA Security Information

Attachment

a. Drawing – Installation locations ligature resistant door and fire rated anti ligature panic hardware.

Security Clauses Appendix B

The contractor, their personnel, and their subcontractors shall be subject to the Federal laws, regulations, standards, and VA Directives and Handbooks regarding information and information system security as delineated in this contract.

1. GENERAL

Contractors, contractor personnel, subcontractors, and subcontractor personnel shall be subject to the same Federal laws, regulations, standards, and VA Directives and Handbooks as VA and VA personnel regarding information and information system security.

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

"For Female Rooms:Accurate Lock mortise roller latch assemblies:LR-9103ST-ARL.234.L-PC.US32D.[HAND].134DT1 #9103ARL 2 " x Torx screws supplied with "NH" strike1 #LRCC.A tapered cylinder collar for 1 ?" long cylinder1 #CP-C pull (outside)1 #CP-B pull (inside)Roller LatchBest, 7 pin, WA keyway, small core capableAll required parts and accessories and materials to ensure proper installation and operation" Contract Period: Base POP Begin:

POP End:

PRINCIPAL NAICS CODE: 332510 - Hardware Manufacturing PRODUCT/SERVICE CODE: 5340 - Hardware, Commercial

MANUFACTURER PART NUMBER (MPN): N/A

LOCAL STOCK NUMBER: N/A

BRAND NAME OR EQUAL

"For Male Rooms:Accurate Lock mortise roller latch assemblies:LR-9101ARL.234.L-PC.US32D.[HAND].134DT1 #9101ST-ARL 2 " x Torx screws supplied with "NH" strike1 #LRCC.A tapered cylinder collar for 1 ?" long cylinder1 #CP-C pull (outside)1 #CP-TD pull (inside)Roller LatchBest, 7 pin, WA keyway, small core capableAll required parts and accessories and materials to ensure proper installation and operation"

POP Begin:

POP End:

PRINCIPAL NAICS CODE: 332510 - Hardware Manufacturing PRODUCT/SERVICE CODE: 5340 - Hardware, Commercial

MANUFACTURER PART NUMBER (MPN): N/A

LOCAL STOCK NUMBER: NA

Installation of Line Items: 0001 and 0002 (hours). Provide quantity in hours

POP Begin:

POP End:

PRINCIPAL NAICS CODE: 332510 - Hardware Manufacturing PRODUCT/SERVICE CODE: 5340 - Hardware, Commercial

MANUFACTURER PART NUMBER (MPN): N/A

Adjust quantity as needed.

"Falcon F-25-C-L-Dane 26D 48' x 7'Falcon - Fire Rated 25 Series Concealed Vertical Rod Device with Lever TrimDane Lever, Satin Chrome FinishLever Trim must be capable of being locked and unlocked with a Best, 7 pin, WA keyway, small core key.All required parts and accessories and materials to ensure proper installation and operation"

POP Begin:

POP End:

PRINCIPAL NAICS CODE: 332510 - Hardware Manufacturing PRODUCT/SERVICE CODE: 5340 - Hardware, Commercial

MANUFACTURER PART NUMBER (MPN): N/A

"Accurate Ligature Resistant Panic Bar Modification; Panic Bar Only (for use with Von Duprin 22 Series, Falcon F-25, and Yale 7100 devices only) All required parts and accessories and materials to ensure proper installation and operation"

POP Begin:

POP End:

PRINCIPAL NAICS CODE: 332510 - Hardware Manufacturing PRODUCT/SERVICE CODE: 5340 - Hardware, Commercial

MANUFACTURER PART NUMBER (MPN): N/A

Installtion of Line Items: 0004 and 0005

POP Begin:

POP End:

PRINCIPAL NAICS CODE: 332510 - Hardware Manufacturing PRODUCT/SERVICE CODE: 5340 - Hardware, Commercial

MANUFACTURER PART NUMBER (MPN): N/A

Adjust quantity as needed.

Total Shipping and Handling

POP Begin:

POP End:

PRINCIPAL NAICS CODE: 332510 - Hardware Manufacturing PRODUCT/SERVICE CODE: 5340 - Hardware, Commercial

MANUFACTURER PART NUMBER (MPN): N/A

B.3 DELIVERY SCHEDULE

3801 Miranda Ave Building 520 Palo Alto, CA 94304 1207

USA

Irwin.Gozali@va.gov

3801 Miranda Ave Building 520 Palo Alto, CA 94304 1207

USA

3801 Miranda Ave Building 520 Palo Alto, CA 94304 1207

USA

3801 Miranda Ave Building 520 Palo Alto, CA 94304 1207

USA

3801 Miranda Ave Building 520 Palo Alto, CA 94304 1207

USA

3801 Miranda Ave Building 520 Palo Alto, CA 94304 1207

USA

3801 Miranda Ave Building 520 Palo Alto, CA 94304 1207

USA

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 52.240-91 SECURITY PROHIBITIONS AND EXCLUSIONS (NOV 2025) (DEVIATION)

(a) Definitions. As used in this clause— American Security Drone Act-covered foreign entity means an entity included on a list that the Federal Acquisition Security Council (FASC) develops and maintains and publishes in the System for Award Management (SAM) at https://www.sam.gov (section 1822 of Pub. L. 118-31, 41 U.S.C. 3901 note prec.).

Backhaul means intermediate links between the core network, or backbone network, and the small subnetworks at the edge of the network (e.g., connecting cell phones/towers to the core telephone network). Backhaul can be wireless (e.g., microwave) or wired (e.g., fiber optic, coaxial cable, Ethernet).

Covered application means the social networking service TikTok or any successor application or service developed or provided by ByteDance Limited or an entity owned by ByteDance Limited.

Covered article, as defined in 41 U.S.C. 4713(k), means:

(1) Information technology, as defined in 40 U.S.C. 11101, including cloud computing services of all types;

(2) Telecommunications equipment or telecommunications service, as those terms are defined in section 3 of the Communications Act of 1934 (47 U.S.C. 153);

(3) The processing of information on a Federal or non-Federal information system, subject to the requirements of the Controlled Unclassified Information program (see 32 CFR part 2002); or

(4) Hardware, systems, devices, software, or services that include embedded or incidental information technology.

Covered foreign country means The People’s Republic of China.

Covered telecommunications equipment or services means—

(1) Telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities);

(2) For the purpose of public safety, security of Government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities);

(3) Telecommunications or video surveillance services provided by such entities or using such equipment; or

(4) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country.

Critical technology means—

(1) Defense articles or defense services included on the United States Munitions List set forth in the International Traffic in Arms Regulations under subchapter M of chapter I of title 22, Code of Federal Regulations;

(2) Items included on the Commerce Control List set forth in Supplement No. 1 to part 774 of the Export Administration Regulations under subchapter C of chapter VII of title 15, Code of Federal Regulations, and controlled—

(i) Pursuant to multilateral regimes, including for reasons relating to national security, chemical and biological weapons proliferation, nuclear nonproliferation, or missile technology; or

(ii) For reasons relating to regional stability or surreptitious listening;

(3) Specially designed and prepared nuclear equipment, parts and components, materials, software, and technology covered by part 810 of title 10, Code of Federal Regulations (relating to assistance to foreign atomic energy activities);

(4) Nuclear facilities, equipment, and material covered by part 110 of title 10, Code of Federal Regulations (relating to export and import of nuclear equipment and material);

(5) Select agents and toxins covered by part 331 of title 7, Code of Federal Regulations, part 121 of title 9 of such Code, or part 73 of title 42 of such Code; or

(6) Emerging and foundational technologies controlled pursuant to section 1758 of the Export Control Reform Act of 2018 (50 U.S.C. 4817).

FASC-prohibited unmanned aircraft system means an unmanned aircraft system manufactured or assembled by an American Security Drone Act—covered foreign entity.

FASCSA order means any of the following orders issued under the Federal Acquisition Supply Chain Security Act (FASCSA) requiring removing covered articles from executive agency information systems or excluding one or more named sources or named covered articles from executive agency procurement actions, as described in 41 CFR 201-1.303(d) and (e):

(1) The Secretary of Homeland Security may issue FASCSA orders that apply to civilian agencies, to the extent not covered by paragraph (2) or (3) of this definition. This type of FASCSA order may be referred to as a Department of Homeland Security (DHS) FASCSA order.

(2) The Secretary of Defense may issue FASCSA orders that apply to the Department of Defense (DoD) and national security systems other than sensitive compartmented information systems. This type of FASCSA order may be referred to as a DoD FASCSA order.

(3) The Director of National Intelligence (DNI) may issue FASCSA orders that apply to the intelligence community and sensitive compartmented information systems, to the extent not covered by paragraph (2) of this definition. This type of FASCSA order may be referred to as a DNI FASCSA order.

Information technology, as defined in 40 U.S.C. 11101(6)—

(1) Means any equipment or interconnected system or subsystem of equipment, used in the automatic acquisition, storage, analysis, evaluation, manipulation, management, movement, control, display, switching, interchange, transmission, or reception of data or information by the executive agency, if the equipment is used by the executive agency directly or is used by a contractor under a contract with the executive agency that requires the use—

(i) Of that equipment; or

(ii) Of that equipment to a significant extent in the performance of a service or the furnishing of a product;

(2) Includes computers, ancillary equipment (including imaging peripherals, input, output, and storage devices necessary for security and surveillance), peripheral equipment designed to be controlled by the central processing unit of a computer, software, firmware and similar procedures, services (including support services), and related resources; but

(3) Does not include any equipment acquired by a Federal contractor incidental to a Federal contract.

Intelligence community, as defined by 50 U.S.C. 3003(4), means the following—

(1) The Office of the Director of National Intelligence;

(2) The Central Intelligence Agency;

(3) The National Security Agency;

(4) The Defense Intelligence Agency;

(5) The National Geospatial-Intelligence Agency;

(6) The National Reconnaissance Office;

(7) Other offices within the Department of Defense for the collection of specialized national intelligence through reconnaissance programs;

(8) The intelligence elements of the Army, the Navy, the Air Force, the Marine Corps, the Coast Guard, the Federal Bureau of Investigation, the Drug Enforcement Administration, and the Department of Energy;

(9) The Bureau of Intelligence and Research of the Department of State;

(10) The…