36C26226Q0078_1.docx

36C26226Q0078

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

691-26-1-120-0004

10-31-2025 Oliveros, Victor 818-632-4370 11-17-2025 15:00

PST

36C262

NCO 22

Department of Veterans Affairs NCO 22 - Gilbert Network Contracting 335 East Germann Road Gilbert AZ 85297

X

311991 700 Employees

NET 30

N/A

VA West Los Angeles Healthcare System

11301 Wilshire Blvd.

Los Angeles CA 90073 36C262

NCO 22

Department of Veterans Affairs NCO 22 - Gilbert Network Contracting 335 East Germann Road Gilbert AZ 85297

This is accomplished through the Tungsten Network located at:

http://www.fsc.va.gov/einvoice.asp This is mandatory and the sole method for submitting invoices.

See CONTINUATION Page This solicitation is 100% set aside for SB vendors.

Period of Performance: 1/1/2026 -12/31/2026

Submit offers via email to victor.oliveros@va.gov no later than November 17, 2025 15:00 PT.

See CONTINUATION Page 691-3660160-120-824300-2610 010024367

Victor Oliveros

VA-VHA-RPOW-2024-0112

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 36C262 victor.oliveros@va.gov

NCO 22

Department of Veterans Affairs NCO 22 - Gilbert Network Contracting 335 East Germann Road Gilbert AZ 85297

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.

Submit invoices electronically through https://portal-tungsten-network.com ACKNOWLEDGMENT OF AMENDMENTS: The offeror acknowledges receipt of amendments to the Solicitation numbered and dated as follows:

B.2 STATEMENT OF WORK

GLA VA Healthcare System Fresh Produce

SCOPE OF WORK:

The contractor shall deliver fresh fruits and vegetables products to the Greater Los Angeles Healthcare system, address is listed below. Orders shall be placed on an as needed basis, in accordance with delivery schedules listed in the Statement of Work (SOW), by the Contracting Officer Representative (COR). Orders shall be placed by email, telephone, in writing via fax, or given to Contractor personnel as mutually agreed upon between the facility COR and Contractor.

The awarded contract shall be for 12 months from the date of award. Anticipated Period of Performance is 1/1/2026 – 12/31/2026.

VA Greater Los Angeles Healthcare System (VAGLAHS) Nutrition and Food Services Bldg. 605 (120) Loading Dock 11301 Wilshire Blvd Los Angeles, CA 90073

DESCRIPTION/SPECIFICATIONS/WORK STATEMENT

1. ORDERS:

The Contracting Officer’s Representative (COR) of Nutrition and Food Service shall place orders by email, telephone, in writing via fax, or any manner consistent with accepted business practices. Orders may be placed no later than 24 hours prior to delivery date. Orders placed will be made by order cut-off time of 6:00 AM the prior day for next day delivery. Emergency orders may be placed same day of delivery. When required, the Government shall request written confirmation of the oral calls to confirm the requested order.

Legend for Abbreviations in Line Items: BG = Bag; CO = Container; CS = Case; EA = Each

2. PACKAGING:

a. All products shall be prepared and packaged under modern sanitary conditions in strict accordance with the guidelines provided by the U.S. Food and Drug Administration and the U.S.

Department of Agriculture, using the best commercial practices that are standard for the industry.

All containers shall be clean, sound and securely covered or sealed to provide adequate protection from dirt, filth and contamination. All products/ingredients shall be clean, sound, wholesome and free from evidence of rodent or insect infestation. Failure to comply with this provision shall be considered grounds for default of the contract.

b. All packaging shall be in accordance with commercial labeling complying with Federal Food, Drug and Cosmetic Act and regulations promulgated there under.

c. All vegetables and salads shall be grade A or U.S. NO. 1. Salads shall be thoroughly washed in water, Process/Pre-cut vegetables shall be vacuum packed/heat seal in heavy duty food grade plastic bags (2- 1/2mm minimum), pin-hole free, in a temperature-controlled atmosphere (i.e. vegetables are to be precooled, packed under refrigerated conditions.) Garden salad and spinach are not to be vacuum packed, but heat sealed. The level of vacuum to be adjusted to the type of product. No preservatives shall be added to per-cut items. Each bag/tray for vegetables and salads (including 4 and 8 oz.) containers, shall be stamp with a “Use-by” date label showing expiration date of five (5) days from the date of delivery. Unopened vegetables must be guaranteed to remain in fresh, crisp condition for at least five (5) days after delivery. One(1) oz. per-package carrots are to have a manufacturing Use-by date of 14 days from date of delivery. Sliced/diced tomato shall be packed in rigid containers that allow drainage of water off the product according to the latest approved industry standards to maintain a 5-day shelf life. Failure to comply with this requirement shall render this contract into default and termination.

d. All items must be identified with readable, open code dates.

e. Unless otherwise specified, preservation, packaging and packing shall be to a degree of protection to preclude damage during normal shipping conditions, handling, etc. and shall conform to normal commercial practices and applicable carrier rules and regulations involving shipment from contractor to the receiving activity for storage. Shipping containers shall be in compliance with National Motor Freight Classification and Uniform Freight Classification (issues in effect at time of shipment).

3. DELIVERIES:

a. All deliveries shall conform in every aspect to the provisions of the Food, Drug and Cosmetic Act, USC Title 21, Chapter 9 (FD&C Act) and regulations promulgated there under.

b. Where applicable, the interpretation of requirements (descriptive terms), methods ascertaining grades, testing, etc., shall be in accordance with those contained in the U.S. Standards for the products in effect on the date of solicitation.

c. Deliveries shall be made to the Department of Veterans Affairs VA Greater Los Angeles Healthcare System, Bldg. 605, 11301 Wilshire Blvd, Los Angeles, CA 90073 Back Dock/Kitchen Receiving area, unless otherwise directed by the COR.

d. Deliveries shall be made of specified items in quantities indicated in the purchase order provided by the VA Greater Los Angeles.

e. All items shall be delivered in an enclosed refrigerated truck that maintains an internal product temperature of no greater than 40 degrees Fahrenheit and no less than 33 degrees Fahrenheit for dairy products and protects the products from contamination or any violation. Items not meeting these criteria will be rejected.

f. Offloading of product shall occur in the presence of VA authorized receiving personnel only.

g. Contractor shall be responsible for providing hand trucks, dollies for produce, required to affect delivery to appropriate location.

h. Deliveries shall be made to VA Greater Los Angeles Bldg. 605 Loading Dock:

Monday through Friday, except holidays, between the hours of 6:00 am and 7:30 am, without exception.

i. NATIONAL HOLIDAYS: In accordance with 5 U.S.C. 6103, Executive Order 11582 and Public Law 94-97, the following holidays are observed and for the purposes of this contract are defined as “Legal Federal Official Holidays”:

New Year's Day 1 January Martin Luther King's Birthday Third Monday in January President's Day Third Monday in February Memorial Day Last Monday in May Independence Day 4 July Labor Day First Monday in September Columbus Day Second Monday in October Veteran's Day 11 November Thanksgiving Day Fourth Thursday in November Christmas Day 25 December When a holiday falls on a Sunday, the following Monday shall be observed as a National Holiday.

When a holiday falls on a Saturday, the proceeding Friday is observed as a National Holiday by U.S. Government Agencies. Also included would be any other day specifically declared by the President of the United States to be a National Holiday.

4. DISTRIBUTION FACILITY LOCATION:

The Contractors' distribution facilities must be located within a 150-mile radius of the VA Greater Los Angeles Healthcare System.

5. INSPECTIONS:

a. DELIVERED GOODS: The Government reserves the right to inspect delivered goods for compliance of specifications, including, but not limited to, correct product(s) and quantities, proper packaging, damaged goods, etc. The contractor shall demonstrate compliance with performance standards by showing that their process adherences to an appropriately designed, Validated Hazardous Analysis Critical Control Point (HACCP) Plan.

b. Any items determined unacceptable shall be refused with full credit/replacement, at the discretion of the Government. Replacement of rejected products shall be delivered the same day no later than 1:00 p.m., unless otherwise specified by the COR.

c. DELIVERY VEHICLES: The Government further reserves the right to enter and inspect any vehicle used to deliver goods for, but not limited to, compliance of sanitation conditions, proper refrigeration, etc. Such inspection shall be made on a random basis, upon delivery, at the discretion of the COR.

d. Facilities: The Government may, prior to the contract award or at any time during the term of the contract, inspect the contractor’s plant, personnel, equipment and process to ensure compliance with state and federal sanitation regulation requirements. All products furnished under the awarded contract shall be processed at plants that have been inspected by Federal Government. Approved inspection reports or another VA Facility or other Federal Government agency will be accepted as satisfactory evidence that the facilities/plants meet these requirements, provided that the inspections were made not more than six (6) months prior to the proposed period.

(1) Contractor shall provide here under the name and address of the plant(s) to be utilized for performance of this contract:

(2) In the event another Federal Agency has inspected the plant listed, within the past year, please indicate the agency's name

6. LABORATORY REPORTS:

Upon request the Contractor shall provide the Contracting Officer with a copy of laboratory reports, prepared by an official of a Federal, State, or County laboratory and shall include chemical and bacteriological examination results and certification that adequate Public Health controls are in effect at the plant and are being observed.

6. CONTRACTOR DELIVERY PERSONNEL:

All Contractor delivery personnel shall be required to wear a full company uniform, which clearly displays the name of the company and the individual, and shall be of a neat, clean appearance with appropriate hair containment. Contractor’s employees shall wear identification (ID) badges during the entire period of time while on VA Facility. ID badges must have an identifying picture, name of the individual and the represented company depicted.

7. THE HAZARDOUS ANALYSIS CONTROL POINTS (HACCP) PLAN:

The contractor shall demonstrate compliance with performance standards by showing that their process adheres to an appropriately designed validated HACCP plan. The contractor shall provide valid HACCP plan to the VA San Diego and VA Greater Los Angeles Healthcare Systems.

8. NATIONAL HOLIDAYS:

Listed below are the 11 national holidays:

New Year’s Day – January 1 Martin Luther King’s Birthday – Third Monday in January President’s Day – Third Monday in February Memorial Day – Last Monday in May Juneteenth – June 19 Independence Day – July 4 Labor Day – First Monday in September Columbus Day – Second Monday in October Veterans Day – November 11 Thanksgiving Day – Fourth Thursday in November Christmas Day – December 25 When one of the holidays falls on Sunday, the following Monday shall be observed as a national holiday. When a holiday falls on a Saturday, the preceding Friday is observed as a national holiday by U.S. Government Agencies. Also included would be any day specifically declared by the President of the United States of America as a National holiday.

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

APPLE, GALA, FRESH, 2.75 IN-WASHINGTON EXTRA FANCY, 125 COUNT/CASE. eCMS Item Line ID 38962987 Contract Period: Base POP Begin: 01-01-2026 POP End: 12-31-2026 PRINCIPAL NAICS CODE: 311991 - Perishable Prepared Food Manufacturing PRODUCT/SERVICE CODE: 8915 - Fruits and Vegetables

BANANA, PETITE, FRESH, 150-COUNT/CASE, RIPENESS SCALE # 4, MORE YELLOW THAN GREEN, FIRM, CUT FULL TOP FINGERS, LEVEL-C PACKAGING. FED Y-B-91D. 40 LB. eCMS Item Line ID 38962988

POP Begin: 01-01-2026 POP End: 12-31-2026

CABBAGE, RED, FRESH, U.S. NO.1 DICED, TRIMMED-CORED, 2 INCHES X 2 INCHES, 4/5-POUND VACUUM-SEALED BAGS PER CASE LABELED WITH A 5-DAY EXPIRATION DATE. eCMS Item Line ID 38962989

POP Begin: 01-01-2026 POP End: 12-31-2026

CABBAGE, RED, FRESH, U.S. NO.1 DICED, TRIMMED-CORED, 2 INCHES X 2 INCHES, 4/5-POUND VACUUM-SEALED BAGS PER CASE LABELED WITH A 5-DAY EXPIRATION DATE. eCMS Item Line ID 38963012

POP Begin: 01-01-2026 POP End: 12-31-2026

CARROT, BABY, FRESH, READY TO USE, PEELED, 100 2-OZ BAG PER CASE, A-A-20191B, STYLE IV, SIZE A. ALL BAGS SHOW MFG. 14-DAY EXPIRATION DATE. eCMS Item Line ID 38962990

POP Begin: 01-01-2026 POP End: 12-31-2026

CELERY, FRESH, DICED, 1/4-INCH, U.S. NO.1 GRADE. PACKED IN 5-POUND VACUUM-SEALED PLASTIC BAG. LABELED WITH A 5-DAY EXPIRATION DATE. eCMS Item Line ID 38962991

POP Begin: 01-01-2026 POP End: 12-31-2026

FRUIT SALAD MIX CUP, FRESH CUT, 4-OZ CUP, MIX OF FRESH FRUIT CHUNKS, 1-INCH DIA. TO BE CANTALOUPE, HONEYDEW AND RED SEEDLESS GRAPES, PACKED IN PLASTIC CUP LESS THAN 3-INCH TALL. ALL CUPS TO BE LABELED WITH A 5-DAY EXPIRATION DATE. eCMS Item Line ID 38962992

POP Begin: 01-01-2026 POP End: 12-31-2026

LEMONS, SLICED 1/4", FRESH, 5-POUND TUB ARE TO BE LABELED WITH A FIVE 5-DAY EXPIRATION DATE. eCMS Item Line ID 38962993

POP Begin: 01-01-2026 POP End: 12-31-2026

LETTUCE, GREEN, FRESH, LEAF CROWNS, WELL TRIMMED AND DEVELOPED, U.S. NO.1 GRADE, 300-LEAF COUNT PER CASE. PACKED 10-POUND CASE. eCMS Item Line ID 38962994

POP Begin: 01-01-2026 POP End: 12-31-2026

MIX, SALAD, FRESH, CHOPPED RED CABBAGE 10%, ROMAINE LETTUCE 80%, AND SHREDDED CARROTS 10%. PACKED 4/5-POUND PLASTIC BAG CASE. A-A 20316, TYPE-II, STYLE-H. CABBAGE TYPE-1, STYLE M. ALL BAG ARE TO BE SEALED AND LABELED WITH A 5-DAY EXPIRATION DATE. ICEBERG LETTUCE IS NOT BE USED OR SUBSITUTED IN THIS MIX. eCMS Item Line ID 38962995

POP Begin: 01-01-2026 POP End: 12-31-2026

MUSHROOM, FRESH, SLICED, WHITE,MEDIUM 1-1/4-INCH TO 1-3/4-INCH, U.S.NO. 1 GRADE, PACKED 4/2.5POUND PLASTIC BAG/CASE LABELED WITH A 5-DAY EXPIRATION DATE. eCMS Item Line ID 38962996

POP Begin: 01-01-2026 POP End: 12-31-2026

ONION, RED, FRESH, SLICED ?-INCH, PEELED, SLAB CUT, ROUGH SLICED FOR HAMBUGERS. PACKED 5-POUND VACUUM-SEALED PLASTIC BAG, LABELED WITH A 5-DAY EXPIRATION DATE. eCMS Item Line ID 38962998

POP Begin: 01-01-2026 POP End: 12-31-2026

ONION, YELLOW, FRESH, DICED ?-INCH, PEELED, PACKED IN 5-POUND VACUUM-SEALED PLASTIC BAG. LABLED WITH A 5-DAY EXPIRATION DATE. FED HH-V 1867/4. eCMS Item Line ID 38962999

POP Begin: 01-01-2026 POP End: 12-31-2026

ONION, YELLOW, FRESH, SLICED ?-INCH, PEELED, SLAB-CUT, ROUGH SLICED FOR HAMBUGERS. PACKED 5-POUND VACUUM-SEALED PLASTIC BAG. LABELED WITH A 5-DAY EXPIRATION DATE. FED-HHH-V1867/4. eCMS Item Line ID 38963000

POP Begin: 01-01-2026 POP End: 12-31-2026

ORANGE, FRESH, NAVEL, MEDIUM SIZE, U.S. NO.1, PEELED, 4-OZ CUP, CONTAINER NOT TO EXCEED 3-INCH HEIGHT, WHOLE SEGMENT, NOT BROKEN, WATERY, OR DISCOLORED. eCMS Item Line ID 38963001

POP Begin: 01-01-2026 POP End: 12-31-2026

ORANGE, FRESH, NAVEL,U.S. NO.1 GRADE, 113-COUNT/CASE, LEVEL-C PACKAGING, FED Y-F-1741/13. 40-POUND CASE. eCMS Item Line ID 38963002

POP Begin: 01-01-2026 POP End: 12-31-2026

PARSLEY, FRESH U.S. NO.1 GRADE, CURLY-LEAF, GOOD GREEN COLOR. FREE FROM DECAY, SEED STEMS, YELLOW OR DISCOLORED LEAVES, WILTING, FREEZING, DIRT. FED Y-F-1741/20. PACKED IN 1 POUND VACUUM- SEALED PLASTIC BAG. LABELED WITH A 5-DAY EXPIRATION DATE. LEVEL-C PACKAGING. eCMS Item Line ID 38963003

POP Begin: 01-01-2026 POP End: 12-31-2026

PEAR, BARTLETT, GREEN, FRESH, U.S. NO.1, MATURE, FIRM, RIPE, WELL-FORMED, FREE FROM DECAY AND DAMAGE, CLEAN. 135-COUNT/CASE. eCMS Item Line ID 38963004

POP Begin: 01-01-2026 POP End: 12-31-2026

PEPPER, GREEN, FRESH, DICED ?-INCH, U.S. NO.1 GRADE, PACKED IN 5-POUND VACUUM-SEALED PLASTIC BAG. LABELED WITH A 5-DAY EXPIRATION DATE. eCMS Item Line ID 38963005

POP Begin: 01-01-2026 POP End: 12-31-2026

POTATO, FRESH, PEELED, DICED ?-INCH, U.S. NO.1 GRADE, RUSSET WHITE. PACKED 10-POUND VACUUM-SEALED PLASTIC BAG. LABELED WITH A 5-DAY EXPIRATION DATE. eCMS Item Line ID 38963007

POP Begin: 01-01-2026 POP End: 12-31-2026

POTATO, RUSSET, FRESH, 120-COUNT CASE. eCMS Item Line ID 38963008

POP Begin: 01-01-2026 POP End: 12-31-2026

POTATOES, RED, U.S. NO.1,QUARTERED 1/2" X 2", SKIN-ON, 10-POUND BAG PACK IN VACUUM-SEALED BAG AND LABELED WITH A 5-DAY EXPIRATION DATE. eCMS Item Line ID 38963009

POP Begin: 01-01-2026 POP End: 12-31-2026

SPINACH, FRESH, LEAF, WASHED, CLEANED, U.S. NO.1 GRADE, PACKED 4 /2.5-POUND PLASTIC BAG/CASE. ALL BAGS TO BE LABELED WITH A 5-DAY EXPIRATION DATE. eCMS Item Line ID 38963010

POP Begin: 01-01-2026 POP End: 12-31-2026

TOMATO, FRESH, SLICED, 1/4-INCH CUT THICK, U.S. NO.1 GRADE, 2 1/2-INCHES MINIMUM DIAMETER, LIGHT RED TO RED, 90-COUNT PER TRAY. PACK IN CONTAINER ACCORDING TO APPROVED INDUSTRY STANDARDS TO DRAIN EXCESS LIQUID AWAY FROM PRODUCT. LABELED WITH A 5-DAY EXPIRATION DATE. eCMS Item Line ID 38963011

POP Begin: 01-01-2026 POP End: 12-31-2026

B.3 DELIVERY SCHEDULE

11301 Wilshire Boulevard Los Angeles, CA 90073-1003

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 52.217-6 OPTION FOR INCREASED QUANTITY (MAR 1989)

The Government may increase the quantity of supplies called for in the Schedule at the unit price specified. The Contracting Officer may exercise the option by written notice to the Contractor within 30 days. Delivery of the added items shall continue at the same rate as the like items called for under the contract, unless the parties otherwise agree.

(End of Clause)

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

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

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

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed one (1) year.

(End of Clause)

C.4 VAAR 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV 2018)

(a) Definitions. As used in this clause—

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

(2) Designated agency office means the office designated by the purchase order, agreement, or contract to first receive and review invoices. This office can be contractually designated as the receiving entity. This office may be different from the office issuing the payment;

(3) Electronic form means an automated system transmitting information electronically according to the accepted electronic data transmission methods and formats identified in paragraph (c) of this clause. Facsimile, email, and scanned documents are not acceptable electronic forms for submission of payment requests;

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

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

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

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

(1) VA’s Electronic Invoice Presentment and Payment System at the current website address provided in the contract.

(2) Any system that conforms to the X12 electronic data interchange (EDI) formats established by the Accredited Standards Center (ASC) and chartered by the American National Standards Institute (ANSI).

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

(e) Exceptions. If, based on one of the circumstances in this paragraph (e), the Contracting Officer directs that payment requests be made by mail, the Contractor shall submit payment requests by mail through the United States Postal Service to the designated agency office. Submission of payment requests by mail may be required for—

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

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

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

(4) Solicitations or contracts in which the designated agency office is a VA entity other than the VA Financial Services Center in Austin, Texas; or

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

(End of Clause)

C.5 VAAR 852.242-71 ADMINISTRATIVE CONTRACTING OFFICER (OCT 2020)

The Contracting Officer reserves the right to designate an Administrative Contracting Officer (ACO) for the purpose of performing certain tasks/duties in the administration of the contract. Such designation will be in writing through an ACO Letter of Delegation and will identify the responsibilities and limitations of the ACO. A copy of the ACO Letter of Delegation will be furnished to the Contractor.

(End of Clause)

C.6 VAAR 852.247-71 DELIVERY LOCATION (OCT 2018)

Shipment of deliverable items, other than reports, shall be to:

VA West Los Angeles Healthcare System

11301 Wilshire Blvd.

Los Angeles CA 90073 (End of Clause)

C.7 VAAR 852.247-73 PACKING FOR DOMESTIC SHIPMENT (OCT 2018)

Material shall be packed for shipment in such a manner that will insure acceptance by common carriers and safe delivery at destination. Containers and closures shall comply with regulations of carriers as applicable to the mode of transportation.

(End of Clause)

C.8 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)

(End of Addendum to 52.212-4)

C.9 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (OCT 2025) (DEVIATION FEB 2025)

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

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

(2) 52.204–23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab Covered Entities (DEC 2023) (Section 1634 of Pub. L. 115–91).

(3) 52.204–25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (NOV 2021) (Section 889(a)(1)(A) of Pub. L. 115–232).

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

(5) 52.232–40, Providing Accelerated Payments to Small Business Subcontractors (MAR 2023) (31 U.S.C. 3903 and 10 U.S.C. 3801).

(6) 52.233-3, Protest After Award (AUG 1996) (31 U.S.C. 3553).

(7) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) (Public Laws 108-77 and 108-78 (19 U.S.C. 3805 note)).

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

[] (1) 52.203–6, Restrictions on Subcontractor Sales to the Government (JUN 2020), with Alternate I (NOV 2021) (41 U.S.C. 4704 and 10 U.S.C. 4655).

[] (2) 52.203–13, Contractor Code of Business Ethics and Conduct (NOV 2021) (41 U.S.C. 3509).

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

[] (4) 52.203–17, Contractor Employee Whistleblower Rights (NOV 2023) (41 U.S.C. 4712); this clause does not apply to contracts of DoD, NASA, the Coast Guard, or applicable elements of the intelligence community—see FAR 3.900(a).

[X] (5) 52.204–10, Reporting Executive Compensation and First-Tier Subcontract Awards (JUN 2020) (Pub. L. 109–282) (31 U.S.C. 6101 note).

[] (6) [Reserved] [] (7) 52.204–14, Service Contract Reporting Requirements (OCT 2016) (Pub. L. 111–117, section 743 of Div. C).

[] (8) 52.204–15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (OCT 2016) (Pub. L. 111–117, section 743 of Div. C).

[X] (9) 52.204–27, Prohibition on a ByteDance Covered Application (JUN 2023) (Section 102 of Division R of Pub. L. 117–328).

[] (10) 52.204–28, Federal Acquisition Supply Chain Security Act Orders—Federal Supply Schedules, Governmentwide Acquisition Contracts, and Multi-Agency Contracts. (DEC 2023) (Pub. L. 115–390, title II).

[X] (11)(i) 52.204–30, Federal Acquisition Supply Chain Security Act Orders— Prohibition. (DEC 2023) (Pub. L. 115–390, title II).

[] (ii) Alternate I (DEC 2023) of 52.204–30.

[X] (12) 52.209–6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, Proposed for Debarment, or Voluntarily Excluded. (JAN 2025) (31 U.S.C. 6101 note).

[] (13) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (OCT 2018) (41 U.S.C. 2313).

[] (14) [Reserved] [] (15) 52.219–3, Notice of HUBZone Set-Aside or Sole-Source Award (OCT 2022) (15 U.S.C. 657a).

[] (16) 52.219–4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (OCT 2022) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

[] (17) [Reserved] [X] (18)(i) 52.219-6, Notice of Total Small Business Set-Aside (NOV 2020) (15 U.S.C. 644).

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

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

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

[] (20) 52.219-8, Utilization of Small Business Concerns (JAN 2025) (15 U.S.C. 637(d)(2) and (3)).

[] (21)(i) 52.219–9, Small Business Subcontracting Plan (JAN 2025) (15 U.S.C. 637(d)(4)).

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

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

[] (iv) Alternate III (JAN 2025) of 52.219–9.

[] (v) Alternate IV (JAN 2025) of 52.219–9.

[] (22)(i) 52.219-13, Notice of Set-Aside of…