36C26322Q0659_1.docx

36C26322Q0659

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. SIGNAT

URE OF OFFEROR/CONTRACTOR

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

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. NOV 2021)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL

PRODUCTS AND COMMERCIAL SERVICES

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

36C26322Q0659 Traci Johannes 320-654-7635 07-01-2022 16:30

CDT

Department of Veterans Affairs

NETWORK 23 CONTRACTING OFFICE

Contract Officer 4801 Veterans Drive St. Cloud MN 56303 X X 238210 $16.5 Million N/A X Department of Veterans Affairs VA Medical Center (RM-90C) 4801 Veterans Drive Saint Cloud MN 56303-2099 Same as Block 9: ISSUED BY

Department of Veterans Affairs Financial Service Center PO Box 149971 Austin TX 78714 512-460-5540 See CONTINUATION Page Testing and Inspection of Electrical Distribution System See attached Statement of Work See CONTINUATION Page X X Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

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

a. CONTRACTOR:

b. GOVERNMENT: Contracting Officer 36C263 Department of Veterans Affairs

NETWORK 23 CONTRACTING OFFICE

Contract Officer 4801 Veterans Drive St. Cloud MN 56303

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

3. INVOICES: Invoices shall be submitted in arrears:

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

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

STATEMENT OF WORK

Maintenance, Inspection, and Testing of the Electrical Distribution System at the Saint Cloud VA

1. Introduction:

A. This Statement of Work (SOW) describes the requirements for the maintenance, inspection, testing, and/or calibration of the Electrical Power Distribution System and all its components.

B. This SOW describes the requirements for the Qualified Electrical Contract Professionals – known as “Contractors” in this document, hereafter. Contractors who are contracted by VHA Medical Center to perform maintenance and testing of the Electrical Power Distribution System, and all its components shall meet all requirements stated in Section 2 of this SOW.

C. This SOW describes the minimum requirements to establish maintenance and testing reports.

2. Qualifications of Contractors:

A. Contractors shall be certified by the International Electrical Testing Association (NETA) as NETA Certified Technician.

Crew Leader shall hold a current Level III certification or higher in electrical testing and must be on site during contract operations.

Contractor shall also have an onsite crew leader that has completed the Occupational Safety & Health Administration (OSHA) approved 30-hour construction safety training. The OSHA 30 must be present whenever work is being performed on campus.

All subordinate employees shall have completed the 10-hour construction safety training course.

Proof of training must be provided before working on campus.

B. Contractors and employees assigned to this work shall have technical trainings, and track records of working experience in maintenance, inspection, and testing of the Electrical Power Distribution System and its components in healthcare, industrial, educational, and commercial facilities for a minimum of five (5) continuous years.

C. Contractors shall have safety trainings – either on-the-job or class-room type - in electrical safety outlined in the OSHA Standard 29 Code of Federal Regulations (CFR) 1910 Subpart S – Electrical, and the NFPA 70E – Standard for Electrical Safety in the Workplace. Training certifications shall be submitted to the VA Contracting Officer prior to work. If training certifications are not available, the contractor’s Employer shall certify that he/she has met this requirement in writing and submit it to the VA Contracting Officer prior to work.

D. Contractors shall have ready access to the latest versions of the following references:

1) NFPA 70, National Electrical Code.

2) NFPA 70B, Recommended Practice for Electrical Equipment Maintenance

3) NFPA 70C, (Section 250 for grounding electrode system)

4) NFPA 780, Annex D Inspection and Maintenance of Lightning Protection Systems.

5) NFPA 70E, Standard for Electrical Safety for the Workplace.

6) NFPA 110, Standard for Emergency and Standby Power System.

7) VHA Directive 1028, Electrical Power Distribution Systems.

8) OSHA Standard 29 CFR 1910, Subparts I & S.

9) International Electrical Testing Association, Inc. (NETA) – Maintenance and Testing Specifications.

10) Operating and Maintenance manuals with equipment specifications for all electrical equipment maintained and tested. These documents may be obtained from the VHA Medical Center, or the equipment manufacturers.

E. Contractors shall be equipped with all necessary tools, equipment, and Personal Protective Equipment (PPE) to perform the work safely, effectively, and timely. Tools, equipment, and PPE shall comply with the requirements of OSHA Standard 29 CFR 1910, Subpart I, and NFPA 70E. Working on live/energized hazardous voltage requires the prior approval from the Hospital Director.

3. Summary of Work:

Work is to be performed at the St. Cloud VA Health Care System, located at 4801 Veterans Drive, St Cloud, MN 56303.

Normal business hours are from 8:00 am to 4:30 pm excluding Federal Holidays. Due to direct patient care and to keep buildings operational, vast majority of the work will need to be completed after normal business hours. Times and Hours of services may vary from building to building.

Service is to be completed by Oct 31, 2022. Items to be cleaned, inspected, and tested are listed below. Equipment to be serviced is located throughout the campus. Site plan can be provided.

Work items, definitions, and references shall comply with the latest edition of the NETA – Maintenance Testing Specifications. Work performed will follow the latest ANSI/NETA inspection and testing procedures. Contractor must also follow VHA Directive 1028, NFPA 70B, NFPA 70C, and NFPA 780 Annex D. In addition, NFPA 70B Annex H contains recommended forms for documenting inspections, testing, maintenance, and calibration of electrical equipment. Infra-red scanning does not need to be included in this requirement.

Preferred method for testing circuit breakers 250 Amps and larger is secondary injection through electronic test port as applicable. Oil sampling and testing for all medium voltage liquid filled transformers shall also be included as part of this service. Additionally, part of our substation maintenance requires battery replacement.

Contractors will be issued and are required to wear a contractor badge while on campus. Badging is issued in Building 3 and required for each employee. Badging required on the first day of work.

Below is a list of the various types of electrical equipment that shall be maintained and tested under the scope of this contract. Note that we have several different manufactures of circuit breakers that will require specific testing equipment for those makes and models. A full listing of items for inspection and testing is listed below.

A. Switchgear and Switchboard Assemblies.

B. 15-250 KVA Transformers, Dry Type, Air-Cooled, Low-voltage, Small.

C. 500 KVA Transformers, Dry Type, Air-Cooled, Low-voltage, Large.

D. Medium voltage Transformers, Liquid-Filled. (Oil analysis must meet the 2021 standards)

E. Metal–Enclosed Busways.

F. Switches, Air, Low-Voltage.

G. Switches, Air, Metal Enclosed, 13,800V (Sub-Station)

H. Switches, Air, Metal Enclosed, 34,500V (Sub-Station)

I. Switches, Air, Medium-Voltage, Metal-Enclosed.(601v-15kV) S&C Switches, Model #PME-9 Cat#65152R1-C3f2-S340.

J. Circuit Breakers, Air, Insulated-Case/ Molded-Case, 250 amps and larger.

K. Circuit Breakers, Air, Low-Voltage Power.

L. Circuit Breakers, Air, Medium-Voltage.

M. Circuit Breakers, Vacuum, Medium-Voltage

N. Protective Relays, Mechanical, and Solid State.

O. Protective Relays, Microprocessor Based.

P. Where installed, the lightening protection system must be inspected and tested for continuity to ground, ground resistance and certification in accordance with Underwriters Laboratory (UL) standard 96A and NFPA 70B, Recommended Practice for Electrical Equipment Maintenance.

Q. Ground resistance testing for the entire facility grounding system per ANSI/NETA, NFPA 780, Annex D and NFPA 70 (NEC), Section 250.60 and Section 250.106 is required.

R. Ground-fault Protection Systems.

S. Emergency Systems, Automatic Transfer Switches.

I: Buildings

Bldg. 1:

Breakers; 2500A, 1200A x4, 1000A, 800A, 600A x5, 400A x9, 300A x5 Switches; 1200A x2, 600A x2 Transfer Switches; 1200A x2, 600A x2 Dry Transformers; 500 KVA, 2-225 KVA (all outside)

Bldg. 1A:

Breakers; 1200A, 600A, 300A x2, 250A x2 Switches; N/A Transfer Switches; 100A x3

Bldg. 2:

Breakers; 400A x2 Switches; 400A x2, 200A x2, 100Ax4 Transfer Switches; 400A, 200A, 100A Dry Transformers; 2-30 KVA

Bldg. 3:

Breakers; 1200A, 600Ax2, 400Ax2, 300Ax2 Switches; 600A, 400A, 200A x2 Transfer Switches; 600A, 100A Dry Transformers; 150 KVA

Bldg. 4:

Breakers; 2500A x2, 1200A x3, 400A x4, 250A x6 Switches; 1200A x2, 100A Transfer Switches; 1200A x2, 150A x2

Bldg. 4E:

Breakers; 1000A, 400A x5 Switches; 400A x2 Transfer Switches; 400A x2 Dry Transformers; 1-75 KVA, 1-30 KVA, 1-15 KVA

Bldg. 5:

Breakers; 600A, 400AX2 Switches; 200AX2, 100A x2 Transfer Switches; 600A, 225A Dry Transformers; 150 KVA

Bldg. 7: (under contract warranty) Lighting protection System

Bldg. 8:

Breakers; 400A Switches; N/A Transfer Switches; N/A

Bldg. 9:

Breakers; transformer 800A Switches; 400A, 200A x3, 100A x6 Transfer Switches; 200A, 100A

Bldg. 28:

Breakers; 2000A, 1600A, 600A x2, 400A x2, 250A x8 Switches; 800A, 400A x5(1 in the attic), 200A, 100A x2 Transfer Switches; 400A, 100A

Bldg. 29:

Breakers; 1600A, 600A, 400A x6, 250A x4 Switches; 400A x2, 100A Transfer Switches; 400A x2, 100A

Bldg. 48:

Breakers; transformer 2000A, 1200A x2, 800A, 400A x3 (1 in attic), 250A x2 Switches; 400A x7, 100A x5 Transfer Switches; 400A, 100A

Bldg. 49:

Breakers; 2000A, 1200A x3, 1000A, 800A, 600A, 400A x7, 250A x5 Switches; 400A x2, 100A x6 Transfer Switches; 1200A, 400A, 100A Dry Transformers; 225 KVA, 75 KVA

Bldg. 50:

Breakers; 1000A, 800A x2, 600A, 400A x2, 300A, 250A Switches; 1200A, 800A, 600A, 400A x2, 200A, 100A Transfer Switches; 800A, 600A, 100A

Bldg. 51:

Breakers; 1200A x2, 400A, 300A, 250A Switches; 1600A, 400A, 200A(attic), 100A Transfer Switches; 400A, 100A

Bldg. 57:

Breakers; 300A Switches; N/A Transfer Switches; N/A

Bldg. 59:

Breakers; 800A, 400A x3, 250A Switches; 800Ax2, 100Ax3 Transfer Switches; 800A Dry Transformers; 112.5 KVA

Bldg. 95:

Breakers; 1600A, 600A, 400A x2 Switches; 200A, 150A Transfer Switches; A, 100A

Bldg. 111: (under contract warranty) Lighting protection System

Bldg. 115:

Breakers; 800A, 400A x4, 250A Switches; 400A, 100A x2 Transfer Switches; 400A, 100A, 30A Dry Transformers; 2-75 KVA, 45 KVA, 30 KVA Lighting protection System

Bldg. 116:

Breakers; 1600A, 1200A x2, 250A x2 Switches; 800A, 400A, 200Ax2, 100A Transfer Switches; 800A, 400A, 100A Dry Transformers; 75 KVA, 2-30 KVA, 15 KVA

Bldg. 118:

Breakers; 1600A, 1200A x2, 1000A, 800A x3, 250A x11 Switches; 1200A, 100A Transfer Switches; 1200A, 100A Dry Transformers; 500KVA, 75 KVA

Bldg. T 101:

Breakers; 400A Switches. NA Transfer Switches. 600A Dry Transformers; 150 KVA

II: Substation. (S&C Switchgear Cat# CDA-807392 X2) Breakers; 15KV-1200A Vacuum Breakers x6 Capacitor Bank; 15KV 3 stage Capacitor Bank and controls x2 Relays; Sel-351 Schweitzer Relays x6 Medium Voltage air switches; metal enclosed x8, (4@ 34,500V and 4@ 13,800V) Source Transfer Switch; 3 section 15KV-1200A transfer Switch & associated components x2 Batteries to be changed in switchgear under this contract; Cyclone BC Cell 2-volt 25AH x48 each and WKHR12-55C/FR-EP standby x20 each

III: Generator Shacks/Buildings.

Bldg. 112E:

Breaker; 2500A x2, 2000A, 1200A x3, 800A x3, 400A x4 Dry Transformer; 500KVA Transfer Switch; 200A

Bldg. 112W:

Breaker; 2500A x2, 3000A, 1600A, 1200A x2, 800A x2, 400A x5, 250A Dry Transformer; 500KVA Transfer Switch; 260A

Bldg. 113:

Breaker; 3000A, 2500A x2, 1600A, 1200A, 800A x2, 600A, 400A x2, 250A Dry Transformer; 500KVA Switches, 100A Transfer Switch; 260A

Bldg. 114:

Breakers; 1200A x4 (2 in docking station), 800A, 250A x6 Switches; N/A Transfer Switches; 1200A

IV: Switches and Transformers.

4. Summary of Work:

A. Provide complete written report of the work. Information shown in the report shall be as follows:

1) Company’s name, address, telephone & FAX numbers.

2) Name and signature of contractors who perform the maintenance and testing.

3) VA Work Contract Number, name, and number of VA Contracting Officer.

4) Date and Time of work.

5) Copies of contractors’ valid licenses, professional and training certificates.

6) Descriptions and model number of specialized tools and equipment used, such as torque wrench.

7) Location, Type, Name, and nameplate information of electrical equipment to be maintained and tested.

8) Descriptions of work items.

9) Testing data for any/all electrical equipment listed above.

10) Reference materials such as equipment manufacturer’s specifications, coordination study, etc.

11) Remarks on conditions of electrical equipment. List all deficiencies, if any.

12) Recommended corrective actions, if any.

B. Submit one (1) hard copy of the complete written report to VA Contracting Officer within ten (10) working days of visit.

C. Submit one (1) hard copy of the complete written report, and one (1) electronic version of the report in Microsoft Word or PDF format to the Chief of Engineering Service within ten (10) calendar days of visit. All reference materials shall be included in the electronic version of the report, either through scanning or other means of electronic text import methods.

D. Contractors shall report deficiencies that are deemed critical or catastrophic immediately to the Contracting Officer, and Chief of Engineering Service for immediate actions.

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

SERVICE: VENDOR TO PROVIDE ALL MATERIALS, EQUIPMENT, AND LABOR NEEDED TO PERFORM MAINTENANCE, INSPECTION, AND TESTING OF THE ELECTRICAL DISTRIBUTION SYSTEM AT VA HEALTH CARE SYSTEM, 4801 VETERANS DRIVE, ST. CLOUD, MN. ALL WORK TO BE PERFORMED IN ACCORDANCE WITH STATEMENT OF WORK. MAJORITY OF WORK WILL NEED TO BE COMPLETED OUTSIDE OF NORMAL BUSINESS HOURS OF 8AM TO 4:30PM. ITEMS TO BE CLEANED, INSPECTED AND TESTED ARE LISTED ON WORD DOCUMENT. EQUIPMENT TO BE SERVICED IS LOCATED THROUGHOUT THE CAMPUS. SERVICE MUST BE COMPLETED PRIOR TO OCTOBER 31, 2022. PAYMENT WILL NOT BE MADE UNTIL VA HAS RECEIVED PROPER WRITTEN REPORT OF WORK AND ELECTRONIC COPY. SERVICE TO BE COORDINATED THROUGH MICHAEL GRABINSKI, ELECTRIC SHOP LEAD, AT 320-255-6451.

B.3 DELIVERY SCHEDULE

4801 Veterans Dr Saint Cloud, MN 56303

USA

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 2021)

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

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

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

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

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

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

(End of Clause)

C.3 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.

(End of Clause) C.4 VAAR 852.212-70 PROVISIONS AND CLAUSES APPLICABLE TO VA ACQUISITION OF COMMERCIAL ITEMS (APR 2020)

(a) The Contractor agrees to comply with any provision or clause that is incorporated herein by reference to implement agency policy applicable to acquisition of commercial items or components. The following provisions and clauses that have been checked by the Contracting Officer are incorporated by reference.

[X] 852.203–70, Commercial Advertising.

[] 852.209–70, Organizational Conflicts of Interest.

[] 852.211–70, Equipment Operation and Maintenance Manuals.

[] 852.214–71, Restrictions on Alternate Item(s).

[] 852.214–72, Alternate Item(s). [Note: this is a fillable clause.] [] 852.214–73, Alternate Packaging and Packing.

[] 852.214–74, Marking of Bid Samples.

[] 852.215–70, Service-Disabled Veteran-Owned and Veteran-Owned Small Business Evaluation Factors.

[] 852.215–71, Evaluation Factor Commitments.

[] 852.216–71, Economic Price Adjustment of Contract Price(s) Based on a Price Index.

[] 852.216–72, Proportional Economic Price Adjustment of Contract Price(s) Based on a Price Index.

[] 852.216–73, Economic Price Adjustment—State Nursing Home Care for Veterans.

[] 852.216–74, Economic Price Adjustment—Medicaid Labor Rates.

[] 852.216–75, Economic Price Adjustment—Fuel Surcharge.

[] 852.219–9, VA Small Business Subcontracting Plan Minimum Requirements.

[] 852.219–10, VA Notice of Total Service-Disabled Veteran-Owned Small Business Set-Aside.

[] 852.219–11, VA Notice of Total Veteran-Owned Small Business Set-Aside.

[] 852.222–70, Contract Work Hours and Safety Standards—Nursing Home Care for Veterans.

[] 852.228–70, Bond Premium Adjustment.

[] 852.228–71, Indemnification and Insurance.

[] 852.228–72, Assisting Service-Disabled Veteran-Owned and Veteran-Owned Small Businesses in Obtaining Bonds.

[X] 852.232–72, Electronic Submission of Payment Requests.

[X] 852.233–70, Protest Content/Alternative Dispute Resolution.

[X] 852.233–71, Alternate Protest Procedure.

[] 852.237–70, Indemnification and Medical Liability Insurance.

[] 852.246–71, Rejected Goods.

[] 852.246–72, Frozen Processed Foods.

[] 852.246–73, Noncompliance with Packaging, Packing, and/or Marking Requirements.

[] 852.270–1, Representatives of Contracting Officers.

[] 852.271–72, Time Spent by Counselee in Counseling Process.

[] 852.271–73, Use and Publication of Counseling Results.

[] 852.271–74, Inspection.

[] 852.271–75, Extension of Contract Period.

[] 852.273–70, Late Offers.

[] 852.273–71, Alternative Negotiation Techniques.

[] 852.273–72, Alternative Evaluation.

[] 852.273–73, Evaluation—Health-Care Resources.

[] 852.273–74, Award without Exchanges.

(b) All requests for quotations, solicitations, and contracts for commercial item services to be provided to beneficiaries must include the following clause:

[] 852.237–74, Nondiscrimination in Service Delivery.

(End of Clause) C.5 VAAR 852.219-74 LIMITATIONS ON SUBCONTRACTING—MONITORING AND COMPLIANCE (JUL 2018)

(a) This solicitation includes services at a Government facility..

(b) Accordingly, any contract resulting from this solicitation is subject to the limitation on subcontracting requirements in 13 CFR 125.6, or the limitations on subcontracting requirements in the FAR clause, as applicable. The Contractor is advised that in performing contract administration functions, the Contracting Officer may use the services of a support contractor(s) retained by VA to assist in assessing the Contractor's compliance with the limitations on subcontracting or percentage of work performance requirements specified in the clause. To that end, the support contractor(s) may require access to Contractor's offices where the Contractor's business records or other proprietary data are retained and to review such business records regarding the Contractor's compliance with this requirement.

(c) All support contractors conducting this review on behalf of VA will be required to sign an “Information Protection and Non-Disclosure and Disclosure of Conflicts of Interest Agreement” to ensure the Contractor's business records or other proprietary data reviewed or obtained in the course of assisting the Contracting Officer in assessing the Contractor for compliance are protected to ensure information or data is not improperly disclosed or other impropriety occurs.

(d) Furthermore, if VA determines any services the support contractor(s) will perform in assessing compliance are advisory and assistance services as defined in FAR 2.101, Definitions, the support contractor(s) must also enter into an agreement with the Contractor to protect proprietary information as required by FAR 9.505-4, Obtaining access to proprietary information, paragraph (b). The Contractor is required to cooperate fully and make available any records as may be required to enable the Contracting Officer to assess the Contractor's compliance with the limitations on subcontracting or percentage of work performance requirement.

(End of Clause) C.6 VAAR 852.219-75 SUBCONTRACTING COMMITMENTS MONITORING AND COMPLIANCE (JUL 2018)

(a) This solicitation includes the clause: 852.215-70 Service-disabled veteran-owned and veteran-owned small business evaluation factors. Accordingly, any contract resulting from this solicitation will include the clause 852.215-71 Evaluation factor commitments.

(b) The Contractor is advised that in performing contract administration functions, the Contracting Officer may use the services of a support contractor(s) to assist in assessing Contractor compliance with the subcontracting commitments incorporated into the contract. To that end, the support contractor(s) may require access to the Contractor's business records or other proprietary data to review such business records regarding contract compliance with this requirement.

(c) All support contractors conducting this review on behalf of VA will be required to sign an “Information Protection and Non-Disclosure and Disclosure of Conflicts of Interest Agreement” to ensure the Contractor's business records or other proprietary data reviewed or obtained in the course of assisting the Contracting Officer in assessing the Contractor for compliance are protected to ensure information or data is not improperly disclosed or other impropriety occurs.

(d) Furthermore, if VA determines any services the support contractor(s) will perform in assessing compliance are advisory and assistance services as defined in FAR 2.101, Definitions, the support contractor(s) must also enter into an agreement with the Contractor to protect proprietary information as required by FAR 9.505-4, Obtaining access to proprietary information, paragraph (b). The Contractor is required to cooperate fully and make available any records as may be required to enable the Contracting Officer to assess the Contractor compliance with the subcontracting commitments.

(End of Clause)

C.7 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) (End of Addendum to 52.212-4)

C.8 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (JAN 2022) (JUL 2020) (DEVIATION)

(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 and Other Covered Entities (NOV 2021) (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) 52.233-3, Protest After Award (Aug 1996) (31 U.S.C. 3553).

(6) 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:

[X] (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. 2402).

[] (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.)

[X] (4) 52.204–10, Reporting Executive Compensation and First-Tier Subcontract Awards (JUN 2020) (Pub. L. 109–282) (31 U.S.C. 6101 note).

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

[] (7) 52.204–15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (OCT 2016) (Pub. L. 111–117, section 743 of Div. C).

[X] (8) 52.209–6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (NOV 2021) (31 U.S.C. 6101 note).

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

[] (10) [Reserved] [] (11) 52.219–3, Notice of HUBZone Set-Aside or Sole-Source Award (SEP 2021) (15 U.S.C. 657a).

[] (12) 52.219–4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (SEP 2021) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

[] (13) [Reserved] [X] (14)(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.

[] (15)(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.

[X] (16) 52.219-8, Utilization of Small Business Concerns (Oct 2018) (15 U.S.C. 637(d)(2) and (3)).

[] (17)(i) 52.219–9, Small Business Subcontracting Plan (NOV 2021) (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 (JUN 2020) of 52.219–9.

[] (v) Alternate IV (SEP 2021) of 52.219–9.

[] (18)(i) 52.219-13, Notice of Set-Aside of Orders (MAR 2020) (15 U.S.C. 644(r)).

[] (ii) Alternate I (MAR 2020) of 52.219-13.

[X] (19) 52.219–14, Limitations on Subcontracting (SEP 2021) (15 U.S.C. 657s).

[] (20) 52.219-16, Liquidated Damages—Subcontracting Plan (SEP 2021) (15 U.S.C. 637(d)(4)(F)(i)).

[] (21) 52.219–27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (SEP 2021) (15 U.S.C. 657f).

[X] (22) (i) 52.219–28, Post-Award Small Business Program Rerepresentation (SEP 2021) (15 U.S.C. 632(a)(2)).

[] (ii) Alternate I (MAR 2020) of 52.219–28.

[] (23) 52.219–29, Notice of Set-Aside for, or Sole-Source Award to, Economically Disadvantaged Women-Owned Small Business Concerns (SEP 2021) (15 U.S.C. 637(m)).

[] (24) 52.219–30, Notice of Set-Aside for, or Sole-Source Award to, Women-Owned Small Business Concerns Eligible Under the Women-Owned Small Business Program (SEP 2021) (15 U.S.C. 637(m)).

[] (25) 52.219-32, Orders Issued Directly Under Small Business Reserves (MAR 2020) (15 U.S.C. 644(r)).

[] (26) l(26) 52.219–33, Nonmanufacturer Rule (SEP 2021) (15 U.S.C. 657s).

[X] (27) 52.222-3, Convict Labor (June 2003) (E.O. 11755).

[] (28) 52.222–19, Child Labor—Cooperation with Authorities and Remedies (JUL 2020) (DEVIATION) (E.O. 13126).

[X] (29) 52.222-21, Prohibition of Segregated Facilities (APR 2015).

[X] (30)(i) 52.222–26, Equal Opportunity (SEP 2016) (E.O. 11246).

[] (ii) Alternate I (FEB 1999) of 52.222-26.

[X] (31)(i) 52.222–35, Equal Opportunity for Veterans (JUN 2020) (38 U.S.C. 4212).

[] (ii) Alternate I (JULY 2014) of 52.222-35.

[X] (32)(i) 52.222–36, Equal Opportunity for Workers with Disabilities (JUN 2020) (29 U.S.C. 793).

[] (ii) Alternate I (JULY 2014) of 52.222-36.

[X] (33) 52.222–37, Employment Reports on Veterans (JUN 2020) (38 U.S.C. 4212).

[X] (34) 52.222-40, Notification of Employee Rights Under the National Labor…