S02_Solicitation_36C26319Q0202.pdf

PAGE 1 OF 1. REQUISITION NO.

2. CONTRACT NO. 3. AWARD/EFFECTIVE DATE 4. ORDER NO. 5. SOLICITATION NUMBER

a. NAME b. TELEPHONE NO. (No Collect Calls) 8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY CODE 10. THIS ACQUISITION IS UNRESTRICTED OR SET ASIDE: % FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ IFB RFP

15. DELIVER TO CODE 16. ADMINISTERED BY CODE

17a. CONTRACTOR/OFFEROR CODE FACILITY CODE 18a. PAYMENT WILL BE MADE BY CODE

TELEPHONE NO. DUNS: DUNS+4:

PHONE: FAX:

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN OFFER

18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK BELOW IS CHECKED

SEE ADDENDUM

19. 20. 21. 22. 23. 24.

ITEM NO. SCHEDULE OF SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA 26. TOTAL AWARD AMOUNT (For Govt. Use Only)

27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 AND 52.212-5 ARE ATTACHED. ADDENDA ARE ARE NOT ATTACHED.

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA ARE ARE NOT ATTACHED

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN _______________ 29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND DATED ________________________________. YOUR OFFER ON SOLICITATION

DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY (BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER)

30b. NAME AND TITLE OF SIGNER (TYPE OR PRINT) 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER (TYPE OR PRINT) 31c. DATE SIGNED

AUTHORIZED FOR LOCAL REPRODUCTION (REV. 2/2012)

PREVIOUS EDITION IS NOT USABLE Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

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

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS 61

Provided on Task Orders

Issued Against BPA

36C26319Q0202

6. SOLICITATION ISSUE DATE

1-02-2019

Doug Reed 605-336-3230 x 7844 01-31-2019

10:00am CST

Services Branch

Department of Veterans Affairs

NETWORK 23 CONTRACTING OFFICE

2501 W. 22nd St.

Sioux Falls SD 57105

X 100

X

562910

$27.5 Million

X

N/A

X

Department of Veterans Affairs

Sioux Falls VA Health Care System

2501 West 22nd Street

Sioux Falls SD 57105-1305

Department of Veterans Affairs

NETWORK 23 CONTRACTING OFFICE

2501 W. 22nd St.

Department of Veterans Affairs

Financial Services Center

Via The Tungsten Network

Refer to VAAR Clause 852.232-72

See CONTINUATION Page

Description of Service:

Asbestos Air Quality Monitoring and Sampling

VA Central Iowa Health Care System

Period of Performance: 02-15-2019 to 02-14-2024

This solicitation and resulting Blanket Purchase Agreement

(BPA) are in accordance with Federal Acquisition Regulation

(FAR) Part 13.

FAR Subpart 22.10, Service Contract Labor Standards, is applicable to the resulting BPA and subsequent task orders.

Please refer to FAR Provisions 52.212-1 and 52.212-2 for quote submittal requirements and evaluation factors.

Vendors shall be registered and active at System for Award

Management (SAM) at https://www.sam.gov at time of award.

SDVOSB shall be verified and active at https://www.vip.vetbiz.gov/ at time of offer.

$0.00

See CONTINUATION Page

Provided on task orders issued against BPA.

X X

X 1

Doug Reed

Contracting Officer

36C26319Q0202

Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

B.2 PRICE SCHEDULE

ITEM INFORMATION

B.3 STATEMENT OF WORK (SOW)……………………………………………………………7

B.4 OTHER BPA TERMS AND CONDITIONS………………………………………………..13

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS (JAN

2017)

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

C.3 52.216-18 ORDERING (OCT 1995)

C.4 52.216-19 ORDER LIMITATIONS (OCT 1995)

C.5 52.228-5 INSURANCE—WORK ON A GOVERNMENT INSTALLATION (JAN 1997) . 22

C.6 SUPPLEMENTAL INSURANCE REQUIREMENTS

C.7 VAAR 852.203-70 COMMERCIAL ADVERTISING (JAN 2008)

C.8 VAAR 852.219-10 VA NOTICE OF TOTAL SERVICE-DISABLED VETERAN-OWNED

SMALL BUSINESS SET-ASIDE (JUL 2016)(DEVIATION)

C.9 VAAR 852.219-74 LIMITATIONS ON SUBCONTRACTING—MONITORING AND

COMPLIANCE (JUL 2018)

C.10 VAAR 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV

2012)

C.11 VAAR 852.237-70 CONTRACTOR RESPONSIBILITIES (APR 1984)

C.12 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT

STATUTES OR EXECUTIVE ORDERS—COMMERCIAL ITEMS (NOV 2017) ALTERNATE

II (NOV 2017)

SECTION D - CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS

SECTION E - SOLICITATION PROVISIONS

E.1 52.212-1 INSTRUCTIONS TO OFFERORS—COMMERCIAL ITEMS (JAN 2017)

E.2 52.233-2 SERVICE OF PROTEST (SEP 2006)

E.3 VAAR 852.233-70 PROTEST CONTENT/ALTERNATIVE DISPUTE RESOLUTION

(JAN 2008)

E.4 VAAR 852.270-1 REPRESENTATIVES OF CONTRACTING OFFICERS (JAN 2008) .. 42

E.5 52.212-2 EVALUATION—COMMERCIAL ITEMS (OCT 2014) [TAILORED]

E.6 52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS—COMMERCIAL

ITEMS (NOV 2017)

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

(continuation from Standard Form 1449, block 18A.)

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

a. CONTRACTOR: TBD

b. GOVERNMENT: Contracting Officer 36C263 Doug Reed, douglas.reed3@va.gov

Services Branch

Department of Veterans Affairs

NETWORK 23 CONTRACTING OFFICE

2501 W. 22nd St.

Sioux Falls SD 57105

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

[X] 52.232-33, Payment by Electronic Funds Transfer—System For Award Management, or

[] 52.232-36, Payment by Third Party

3. INVOICES: Invoices shall be submitted in arrears:

a. Quarterly []

b. Semi-Annually []

c. Other [X] Monthly in arrears for previous 30 day performance period.

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

Department of Veterans Affairs

Financial Services Center

Via The Tungsten Network

Refer to VAAR Clause 852.232-72

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

AMENDMENT NO DATE

B.2 PRICE SCHEDULE

ITEM INFORMATION

ITEM

NUMBER

DESCRIPTION OF

SUPPLIES/SERVICES

ESTIMATED

QUANTITY UNIT UNIT PRICE

ESTIMATED

AMOUNT

0001 48.00 DY __________________ __________________

Certified Industrial Hygienist (CIH) to perform asbestos consulting services and perform the duties of the VA Professional Industrial Hygienist (VPIH) during the asbestos air quality monitoring and sampling.

Ordering Period 1: 02-15-2019 to 02-14-2020

0002 15.00 EA __________________ __________________

As the VPIH, contractor shall provide a final report, at the end of each monitoring and sampling of each abatement project, in accordance with Statement of Work

Ordering Period 1: 02-15-2019 to 02-14-2020

1001 48.00 DY __________________ __________________

Certified Industrial Hygienist (CIH) to perform asbestos consulting services and perform the duties of the VA Professional Industrial Hygienist (VPIH) during the

Ordering Period 2: 02-15-2020 to 02-14-2021

1002 15.00 EA __________________ __________________

Ordering Period 2: 02-15-2020 to 02-14-2021

2001 48.00 DY __________________ __________________

perform the duties of the VA Professional Industrial Hygienist (VPIH) during the

Ordering Period 3: 02-15-2021 to 02-14-2022

2002 15.00 EA __________________ __________________

Ordering Period 3: 02-15-2021 to 02-14-2022

3001 48.00 DY __________________ __________________

perform the duties of the VA Professional Industrial Hygienist (VPIH) during the

Ordering Period 4: 02-15-2022 to 02-14-2023

3002 15.00 EA __________________ __________________

As the VPIH, contractor shall provide a final report, at the end of each monitoring

Ordering Period 4: 02-15-2022 to 02-14-2023

4001 48.00 DY __________________ __________________

perform the duties of the VA Professional Industrial Hygienist (VPIH) during the

Ordering Period 4: 02-15-2023 to 02-14-2024

4002 15.00 EA __________________ __________________

Ordering Period 5: 02-15-2023 to 02-14-2024

ESTIMATED

GRAND TOTAL

(CLINS 0001 to 4002)

B.3 STATEMENT OF WORK (SOW)

NAICS Code

562910 (Remediation Services)

Product Service Code (PSC)

B510 (Special Studies/Analysis – Environmental Assessments)

Place of Performance

VA Central Iowa Health Care System (CI)

Des Moines VA Medical Center

3600 30th Street

Des Moines, Iowa 50310

Description of Service

Asbestos Air Quality Monitoring and Sampling – VA Central Iowa Health Care System.

Contractor shall serve as VA Professional Industrial Hygienist (VPIH) shall furnish all labor, materials, licenses, equipment, services, employee training and testing, notifications, variances, permits and agreements necessary to perform the work required for asbestos air quality monitoring and sampling in accordance with Department of Veterans Affairs (VA) specifications cited in this section, the latest regulations from the U.S. Environmental Protection Agency (EPA), the U.S.

Occupational Safety and Health Administration (OSHA), the State of Iowa Department of Natural

Resources (DNR), and the recommendations of the National Institute of Occupational Safety and

Health (NIOSH), Standard 241 of the National Fire Protection Association (NFPA), VA Hospital asbestos abatement requirements and any other applicable federal, state, and local government regulations. Whenever there is a conflict or overlap of the above references, the most stringent provision shall apply.

Certification:

Contractor shall provide a Certified Industrial Hygienist (CIH), as certified through the American

Board of Industrial Hygiene (ABIH) at http://www.abih.org.

Contractor can have non-certified industrial hygienists (IH) conducting work, but any such IH needs to be working under direction of CIH, who will be the responsible party signing final reports. The

CIH has the discretion to be on-site.

Definitions:

The following definitions are provided to clarify acronyms used in this Statement of Work

(SOW):

Asbestos Containing Material (ACM)

Any material determined to contain more than one percent asbestos by weight.

http://www.abih.org/

Asbestos Hazards Emergency Response Act (AHERA)

Environmental Protection Agency (EPA) regulation passed in 1986 and enacted in 1987. AHERA was passed to establish rules and regulations addressing asbestos-containing materials in schools.

Specifically, AHERA was designed to address the issues of identifying; evaluating; and controlling

ACM in schools. AHERA also established training requirements for asbestos workers such as

Inspectors, Project Designers, Management Planners as well as Workers and Supervisors. This was done by creating the EPA Model Accreditation Plan (MAP) which covered training requirements for all disciplines under AHERA.

Asbestos

Materials such as: chrysotile, amosite, crocidolite, tremolite asbestos, anthophyllite asbestos, actinolite asbestos, and any of these minerals that have been chemically treated or altered. Asbestos also includes

PACM, as defined below.

Asbestos Control Area

Also known as the Regulated Area - An OSHA term defined in 29 CFR 1926.1101 meaning an area established by the Contractor to demarcate areas where Class I, II, III asbestos work is conducted; also any adjoining area were debris and waste from such asbestos work accumulates; and an area within which airborne concentrations of asbestos exceed, or there is a reasonable possibility they may exceed the permissible exposure limit.

Certified Industrial Hygienist (CIH)

The asbestos abatement industrial hygienist shall meet the qualification requirements and be a certified industrial hygienist (CIH).

Contractor

Individual, who supervises asbestos abatement work, has EPA MAP Contractor/Supervisor training, and has an EPA/State certification as a Contractor/Supervisor.

Competent Person

In addition to the definition in 29 CFR 1926.32(f), one who is capable of identifying existing asbestos hazards in the workplace and selecting the appropriate control strategy for asbestos exposure, who has the authority to take prompt corrective measures to eliminate them, as specified in 29 CFR 1926.32(f);

in addition, for Class I and II work who is specially trained in a training course which meets the criteria of Has EPA MAP, as stated in AHERA/ASHARA, Contractor/Supervisor training and EPA/state certification as a Contractor/Supervisor.

NESHAP

EPA rule designated to control emissions of hazardous air pollutants into the environment. Asbestos defined in NESHAP as a hazardous air pollutant.

National Institute for Occupational Safety & Health

(NIOSH) – author of Test Method 7400

Personal Sampling

Representative air samples obtained in the breathing zone of the person using a cassette and battery operated pump to determine asbestos exposure.

Phase Contrast Microscopy (PCM)

Analytical method used for the analysis of asbestos air samples. PCM is defined under the National

Institute of Occupational Safety and Health (NIOSH) 7400 Method. PCM is typically performed on-site by the Industrial Hygienist (IH). The PCM method is a fiber counting method and is not definitive for asbestos content.

Polarized Light Microscopy (PLM)

Light microscopy using dispersion staining techniques and refractive indices to identify and quantify the type(s) of asbestos present in a bulk sample.

Presumed ACM (PACM)

Any, thermal system insulation, surfacing, and flooring material installed in buildings prior to 1981; if the building owner has actual or implied knowledge through due diligence of other materials being or containing ACM, they to shall be treated as PACM. The designation of PACM may be rebutted pursuant to 29 CFR 1926.1101 (b).

Qualified Person

A person who is capable of: identifying existing asbestos hazards as defined in OSHA 29 CFR

1926.1101; selecting the appropriate control strategy; and has the authority to take prompt corrective measures to eliminate them. Has EPA MAP, as stated in AHERA/ASHARA, Contractor/Supervisor training and EPA/state certification as a Contractor/Supervisor.

Removal

Any operations, where ACM, PACM, and/or RACM are taken out or stripped from structures or substrates, including demolition operations are considered to be “removal”.

Transmission Electron Microscopy (TEM)

A microscopy method used to identify and count asbestos fibers.

VA Professional Industrial Hygienist (VPIH/CIH)

The Department of Veterans Affairs Professional Industrial Hygienist shall meet the qualifications of a Certified Industrial Hygienist (CIH).

Period of Performance

The VA intends to award a single Blanket Purchase Agreement (BPA) for a Contractor to provide asbestos air quality monitoring and sampling services. Services will be ordered and funds will be obligated via issuance of task orders against BPA. This will be a BPA for a five (5) year period of performance from 02-15-2019 to 02-14-2024:

Ordering Period Begins Ends

1 02-15-2019 02-14-2020

2 02-15-2020 02-14-2021

3 02-15-2021 02-14-2022

4 02-15-2022 02-14-2023

5 02-15-2023 02-14-2024

Scope of Work

Contractor shall provide CIH and necessary support to conduct the work associated with this scope of work.

A summary of pre-abatement and post-abatement activities report shall be filed with the Contracting

Officer Representative (COR) upon conclusion of each abatement monitoring and sampling activity.

The following asbestos-containing materials (ACM) have been confirmed at CI: mold and lead paint, pipe insulation and associated fittings; floor tile; mastic; and terrazzo (which may have carpet or floor fill over the top).

Contractor shall perform abatement monitoring and sampling services to facilitate the VA projects at

CI Campus. Contractor will not be performing the actual abatement of such materials. The COR or

COR designee, when notifying the VPIH, will describe type of abatement monitoring (ACM, lead based paint, or mold) to be done. Types of testing are detailed in Attachment 2 (VA Specifications).

Duration of abatement monitoring and sampling services is dependent upon project schedule as established by abatement contractor at time of project. Minimum duration of project is one (1) calendar day.

Contractor, as VPIH, will be act as VPIH responsible for collection of all perimeter air sampling and ensuring that abatement contractors on-site at CI are in compliance with VA specifications (see

Attachment 2_VA Specifications) and all regulatory requirements. The CIH shall also collect final

TEM clearance.

Contractor, as VPIH, at technical direction of COR, shall also perform monitoring and sampling services to see if abatement is required prior to construction or remodel of CI locations and rooms.

Contractor will be given 14 days notice by COR.

Contractor shall also be required to field-verify all site conditions and material quantities as needed to ensure that all specified materials are accounted for and removed. This includes pre-sampling activities of suspected areas as defined by the Contracting Officer Representative (COR). Contractor shall notify COR if suspect ACM other than those noted in the task orders issued against BPA are observed.

Contractor will provide CIH to perform air monitoring for each activity, upon 14 days notice by COR to mobilize to site to perform services. All Industrial Hygienists (IH) shall work under direction of a CIH.

Normal hours of operation for each abatement activity are estimated to be 7:30am to 5:00pm Central

Standard Time (CST).

CIH shall continuously inspect and monitor conditions inside the work areas to ensure compliance. The

CIH shall collect all required area samples and analyze all air samples within 24 hours of collection. The

CIH shall continuously inspect work areas for any breaches in containment. CIH shall maintain a daily log of all air monitoring samples and daily activity log. Containment must stay in place until the clearance samples come back clear.

CIH shall be responsible for conducting all final clearance visual inspections. If visual inspection is acceptable, the CHI will proceed with clearance air samples, using aggressive method. Samples shall be analyzed using the PCM method. All PCM samples shall be analyzed using the NIOSH 7400 method.

Onsite testing is preferred.

Final clearance samples shall be conducted in accordance with TEM NIOSH 7402 method. TEM

NIOSH samples shall be collected for areas greater than 160 square feet only. TEM for clearance samples is estimated 12 samples per clearance estimated.

Contractor shall ensure that NESHAP testing is performed for all renovation and demolition work by asbestos contractors. It includes destructive sampling that AHERA does not cover. AHERA survey is more for a facility wide survey to quantify all accessible asbestos containing materials. If a material is not accessible, i.e. under multiple layers of flooring, an AHERA survey will not detect it. A

NESHAP survey will require them to dig through all layers of flooring to find any and all asbestos containing materials. NESHAP testing is destructive.

Typically, Polarized Light Microscopy (PLM) is used to analyze bulk samples, but if PLM is inconclusive, the COR or COR designee may recommend usage of TEM method. Contractor shall e-mail results to COR for review before determination on TEM is made by Contractor and COR. Lead paint samples would typically be tested using paint chips or X-Ray Fluoresence (XRF) gun. Lead paint surveys in rooms/locations should follow U.S. Environmental Protection Agency (EPA) guidelines for lead paint sampling.

Daily samples should be analyzed that day and should be included in the cost of the CIH daily rate as the sample number can vary with the duration in hours of the job. Turnaround time for clearance samples will vary depending on the need of the VA to turn the room over. Standard turn around time is 5 business days and rush is 24 hours. Keep in mind that the containment must stay in place until the clearance samples come back clear. The VA typically chooses 24 hrs in sensitive areas like adjacent to patient care areas.

Deliverable (Report)

Contractor shall generate one report, to be e-mailed to COR, after abatement activity is completed, detailing materials identified and removed during abatement activity, and any associated testing results.

Removal of Government Property

Government Property located in the locations/rooms will be moved/removed as needed by VA staff per direction of the COR. Use of Government Facilities will be per the COR’s technical direction and defined by rooms/locations on task order.

Estimated Quantities

Quantities listed below are estimated quantities based VA CI campus historical data; actual quantities on issued task orders could be equal to, greater than, or less than estimated quantities cited below:

Service

Estimated Quantity

Over Five (5) Years

Asbestos Air Quality Monitoring and Sampling 75 Rooms/Locations

CIH 192 Days

Typical square footage of room sampled is up to 250 sf.

Service Contract Labor Standards

Contractor shall provide hourly wages in accordance with U.S. Department of Labor Wage Determinations and FAR Subpart 22.10 (Service Contract Labor Standards); see Solicitation Attachment 1 (USDOL Wage

Determinations).

The following position is applicable:

29090 – Environmental Technician

Certificate of Insurance

Contractor Certificate of Insurance shall be provided by Contractor within five (5) business days after award. Please refer to FAR 52.228-5 (Insurance – Work on A Government Installation) and CL-120

(Supplemental Insurance Requirements) in Section C of solicitation/award for further detail.

SECTION B.4 OTHER BPA TERMS AND CONDITIONS

Authorized Limits

Minimum and maximum orders allowable are set forth in FAR Clause 52.216 (Order Limitations) of

BPA and are also listed here:

Minimum Order: $3,000 per BPA task order

Maximum Order: $170,000 per BPA task order

Obligation of Funds

The BPA does not obligate any funds. The Government is obligated only to the extent of authorized

BPA task order actually issued and awarded under the BPA by the Contracting Officer. Task orders against BPA become a binding contract upon acceptance by the Contractor and award of task order by the CO.

Placement of task orders against the BPA is not guaranteed and is at the Government’s discretion.

Precedence

The terms and conditions included in this BPA apply to all purchases made pursuant to it. In the event of an inconsistency between the provisions of this BPA and the Contractor’s invoice, the provisions of this BPA will take precedence. The Contractor's unconditional acceptance of this BPA, including all terms and conditions herein shall be considered binding upon the delivery of the first

BPA task order placed hereunder by a Contracting Officer. Failure of the Contractor to comply with any of the terms and conditions of the BPA and/or any BPA task orders placed hereunder may be cause for the cancellation of this BPA.

Cancellation of BPA

The Government may cancel the BPA at any time by notifying the Contractor at least 30 days in advance. BPA cancellation does not release the Contractor from their duty to continue task order performance.

Ordering Authority

Only warranted Contracting Officers from Network Contracting Office (NCO) 23, Department of

Veterans Affairs can issue task orders against this single award BPA.

Decline of Task Order Request

The Contractor shall notify by e-mail the Contracting Officer within one (1) business day of receiving task order for review/signature if Contractor is not able to provide services for period of performance specified in task order and thus, task order request is declined.

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL

ITEMS (JAN 2017)

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

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

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

(b) Assignment. The Contractor or its assignee may assign its rights to receive payment due as a result of performance of this contract to a bank, trust company, or other financing institution, including any

Federal lending agency in accordance with the Assignment of Claims Act (31 U.S.C. 3727). However, when a third party makes payment (e.g., use of the Governmentwide commercial purchase card), the

Contractor may not assign its rights to receive payment under this contract.

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

(d) Disputes. This contract is subject to 41 U.S.C. chapter 71, Contract Disputes. Failure of the parties to this contract to reach agreement on any request for equitable adjustment, claim, appeal or action arising under or relating to this contract shall be a dispute to be resolved in accordance with the clause at FAR

52.233-1, Disputes, which is incorporated herein by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

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

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

Contracting Officer of the cessation of such occurrence.

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

(B) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision, contract clause (e.g., 52.232-33, Payment by Electronic Funds

Transfer—System for Award Management, or 52.232-34, Payment by Electronic Funds Transfer—Other

Than System for Award Management), or applicable agency procedures.

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

EFT.

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

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

(i) Payment.—

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

(2) Prompt payment. The Government will make payment in accordance with the Prompt Payment Act

(31 U.S.C. 3903) and prompt payment regulations at 5 CFR part 1315.

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

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

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

Contractor shall—

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

Contractor has requested an installment payment agreement; or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the

Contracting Officer (see 32.607-2).

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

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

(A) The date fixed under this contract.

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

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

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

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

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

(vii) The interest charge made under this clause may be reduced under the procedures prescribed in

32.608-2 of the Federal Acquisition Regulation in effect on the date of this contract.

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

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

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

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

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

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

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

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

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

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

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31

U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts;

18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety

Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) System for Award Management (SAM).

(1) Unless exempted by an addendum to this contract, the Contractor is responsible during performance and through final payment of any contract for the accuracy and completeness of the data within the SAM database, and for any liability resulting from the Government's reliance on inaccurate or incomplete data.

To remain registered in the SAM database after the initial registration, the Contractor is required to review and update on an annual basis from the date of initial registration or subsequent updates its information in the SAM database to ensure it is current, accurate and complete. Updating information in the SAM does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document.

(2)(i) If a Contractor has legally changed its business name, "doing business as" name, or division name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in

FAR subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day's written notification of its intention to (A) change the name in the SAM database; (B) comply with the requirements of subpart 42.12; and (C) agree in writing to the timeline and procedures specified by the responsible Contracting Officer. The Contractor must provide with the notification sufficient documentation to support the legally changed name.

(ii) If the Contractor fails to comply with the requirements of paragraph (t)(2)(i) of this clause, or fails to perform the agreement at paragraph (t)(2)(i)(C) of this clause, and, in the absence of a properly executed novation or change-of-name agreement, the SAM information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the meaning of the "Suspension of Payment" paragraph of the electronic funds transfer (EFT) clause of this contract.

(3) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in the SAM record to reflect an assignee for the purpose of assignment of claims (see Subpart

32.8, Assignment of Claims). Assignees shall be separately registered in the SAM database. Information provided to the Contractor's SAM record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the "Suspension of payment" paragraph of the EFT clause of this contract.

(4) Offerors and Contractors may obtain information on registration and annual confirmation requirements via SAM accessed through https://www.acquisition.gov.

(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.

https://www.acquisition.gov/

(ii) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the EULA, TOS, or similar legal instrument or agreement. If the

EULA, TOS, or similar legal instrument or agreement is invoked through an “I agree” click box or other comparable mechanism (e.g., “click-wrap” or “browse-wrap” agreements), execution does not bind the

Government or any Government authorized end user to such clause.

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

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

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

(End of Clause)

ADDENDUM to FAR 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS

Clauses that are incorporated by reference (by Citation Number, Title, and Date), have the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available.

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

C.2 52.252-2 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):

(End of Clause)

FAR

Number

Title Date

52.217-8 OPTION TO EXTEND SERVICES NOV 1999

52.232-40 PROVIDING ACCELERATED PAYMENTS TO SMALL

BUSINESS SUBCONTRACTORS

DEC 2013

52.237-3 CONTINUITY OF SERVICES JAN 1991

C.3 52.216-18 ORDERING (OCT 1995)

(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule. Such orders may be issued from 02-15-2019 through 02-14-2024.

(b) All delivery orders or task orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c) If mailed, a delivery order or task order is considered "issued" when the Government deposits the order in the mail. Orders may be issued orally, by facsimile, or by electronic commerce methods only if authorized in the Schedule.

(End of Clause)

C.4 52.216-19 ORDER LIMITATIONS (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than $3,000, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor—

(1) Any order for a single item in excess of $170,000;

(2) Any order for a combination of items in excess of $170,000; or

(3) A series of orders from the same ordering office within 2 business days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) of this section.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph

(b) of this section.

(d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within 2 business days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

C.5 52.228-5 INSURANCE—WORK ON A GOVERNMENT INSTALLATION

(JAN 1997)

(a) The Contractor shall, at its own expense, provide and maintain during the entire performance of this contract, at least the kinds and minimum amounts of insurance required in the Schedule or elsewhere in the contract.

(b) Before commencing work under this contract, the Contractor shall notify the Contracting Officer in writing that the required insurance has been obtained. The policies evidencing required insurance shall contain an endorsement to the effect that any cancellation or any material change adversely affecting the

Government's interest shall not be effective—

(1) For such period as the laws of the State in which this contract is to be performed prescribe; or

(2) Until 30 days after the insurer or the Contractor gives written notice to the Contracting Officer, whichever period is longer.

(c) The Contractor shall insert the substance of this clause, including this paragraph (c), in subcontracts under this contract that require work on a Government installation and shall require subcontractors to provide and maintain the insurance required in the Schedule or elsewhere in the contract. The Contractor shall maintain a copy of all subcontractors' proofs of required insurance, and shall make copies available to the Contracting Officer upon request.

(End of Clause)

C.6 SUPPLEMENTAL INSURANCE REQUIREMENTS

In accordance with FAR 28.307-2 and FAR 52.228-5, the following minimum coverage shall apply to this contract:

(a) Workers' compensation and employers liability: Contractors are required to comply with applicable

Federal and State workers' compensation and occupational disease statutes. If occupational diseases are not compensable under those statutes, they shall be covered under the employer's liability section of the insurance policy, except when contract operations are so commingled with a Contractor's commercial operations that it would not be practical to require this coverage. Employer's liability coverage of at least

$100,000 is required, except in States with exclusive or monopolistic funds that do not permit workers' compensation to be written by private carriers.

(b) General Liability: $500,000.00 per occurrences.

(c) Automobile liability: $200,000.00 per person; $500,000.00 per occurrence and $20,000.00 property damage.

(d) The successful bidder must present to the Contracting Officer, prior to award, evidence of general liability insurance without any exclusionary clauses for asbestos that would void the general liability coverage.

C.7 VAAR 852.203-70 COMMERCIAL ADVERTISING (JAN 2008)

The bidder or offeror agrees that if a contract is awarded to him/her, as a result of this solicitation, he/she will not advertise the award of the contract in his/her commercial advertising in such a manner as to state or imply that the Department of Veterans Affairs endorses a product, project or commercial line of endeavor.

(End of Clause)

C.8 VAAR 852.219-10 VA NOTICE OF TOTAL SERVICE-DISABLED

VETERAN-OWNED SMALL BUSINESS SET-ASIDE (JUL 2016)(DEVIATION)

(a) Definition. For the Department of Veterans Affairs, “Service-disabled veteran-owned small business concern or SDVSOB”:

(1) Means a small business concern:

(i) Not less than 51 percent of which is owned by one or more service-disabled veterans or, in the case of any publicly owned business, not less than 51 percent of the stock of which is owned by one or more service-disabled veterans or eligible surviving spouses (see VAAR 802.201 Surviving Spouse definition);

(ii) The management and daily business operations of which are controlled by one or more service-disabled veterans (or eligible surviving spouses) or, in the case of a service-disabled veteran with permanent and severe disability, the spouse or permanent caregiver of such veteran;

(iii) The business meets Federal small business size standards for the applicable North American

Industry Classification System (NAICS) code identified in the solicitation document;

(iv) The business has been verified for ownership and control pursuant to 38 CFR 74 and is so listed in the Vendor Information Pages database, (https://www.vip.vetbiz.gov); and

(v) The business will comply with subcontracting limitations in 13 CFR 125.6, as applicable

(2) “Service-disabled veteran” means a veteran, as defined in 38 U.S.C. 101(2), with a disability that is service-connected, as defined in 38 U.S.C. 101(16).

(b) General.

(1) Offers are solicited only from verified service-disabled veteran-owned small business concerns.

Offers received from concerns that are not verified service-disabled veteran-owned small business concerns shall not be considered.

(2) Any award resulting from this solicitation shall be made to a verified service-disabled veteran-owned small business concern.

(c) Agreement. A service-disabled veteran-owned small business concern agrees that in the performance of the contract, the concern will comply with the…