36C26324Q0565_1.docx

36C26324Q0565

GENERAL INFORMATION

NETWORK 23 CONTRACTING OFFICE

316 Robert Street N. STE. 506 St. Paul MN 55101

POINT OF CONTACT*

Contract Specialist Bircan Karadeniz bircan.karadeniz@va.gov 210-694-6335

PLACE OF PERFORMANCE

4801 Veterans Drive

St.Cloud MN

COUNTRY

ADDITIONAL INFORMATION

AGENCY’S URL

URL DESCRIPTION

AGENCY CONTACT’S EMAIL ADDRESS

EMAIL DESCRIPTION

DESCRIPTION

Legionella & Dental Water Testing Services for VA Saint Cloud Health Care System This is a combined synopsis/solicitation for commercial items prepared in accordance with the format in FAR Subpart 12.6, as supplemented with additional information included in this notice.

This is a solicitation conducted using FAR Part 13 (Simplified Acquisition Procedures).

This announcement constitutes the only solicitation information are being requested.

Solicitation number 36C26324Q0565 is issued as a request for quotation (RFQ).

The solicitation document and incorporated provisions and clauses are those in effect through Federal Acquisition Circular (FAC) 2023-01.

This procurement is Full and Open Competition. Prospective offerors must be registered and current in the System for Award Management (SAM) database at time of offer to the Government (https://www.sam.gov).

Quotes will only be accepted from responsible contractors. The NAICS code for the solicitation is 541380 with a size standard of 19 million dollars.

The VA anticipates one firm fixed price contract award to provide Legionella & Dental Water Testing Services to VA Saint Cloud Health Care System, 4801 Veterans Drive, Saint Cloud, MN. 56303.

The Period of Performance start date is 06/15/2024- 06/14/2029 for the Legionella & Dental Water Testing Services.

FAR clauses 52.212-4 and 52.212-5 apply to this procurement and are included within the attached solicitation document.

Additional requirements are listed within the attached solicitation document.

The Defense Priorities and Allocations System (DPAS) does not apply to this acquisition.

Technical questions on this solicitation are due via e-mail only to Bircan Karadeniz, Contract Specialist, at bircan.karadeniz@va.gov no later than 10:00am Central Standard Time (CST), 04/16/2024.

Responses are due to the Contracting Office by 10:00am CST, 04/19/2024. Responses are required to be emailed to bircan.karadeniz@va.gov prior to the solicitation closing date and time. It is the responsibility of the offeror to ensure their quote is received in its entirety by the Contracting Officer before the solicitation closing.

Contact Steve Ashby, Contract Specialist, at bircan.karadeniz@va.gov for information regarding the solicitation.

Combined Synopsis/Solicitation Notice

Combined Synopsis/Solicitation Notice

PAGE 1 OF

1. REQUISITION NO.

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NO.

5. SOLICITATION NUMBER

6.

SOLICITATION ISSUE DATE

a. NAME

b. TELEPHONE NO. (No Collect Calls)

8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY

CODE

10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE:

% FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION

UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ

IFB

RFP

15. DELIVER TO

CODE

16.

ADMINISTERED BY

CODE

17a. CONTRACTOR/OFFEROR

CODE

FACILITY CODE

18a. PAYMENT WILL BE MADE BY

CODE

TELEPHONE NO.

UEI:

EFT:

PHONE:

FAX:

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN OFFER 18b.

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

SEE ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA

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

ARE

ARE NOT ATTACHED.

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

ARE

ARE NOT ATTACHED

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

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________

. YOUR OFFER ON SOLICITATION

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

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

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS

ACCEPTED AS TO ITEMS:

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

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. NOV 2021)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES

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

656-24-3-0616-0047 36C26324Q0565 04-05-2024 Bircan Karadeniz 210-694-6335 04-19-2024 10:00

CDT

36C263 Department of Veterans Affairs

NETWORK 23 CONTRACTING OFFICE

316 Robert Street N. STE. 506 St. Paul MN 55101 X X 541380 $19 Million N/A X Department of Veterans Affairs St. Cloud VA Health Care System 4801 Veterans Drive St. Cloud MN 56303 Department of Veterans Affairs

NETWORK 23

CONTRACTING OFFICE

316 Robert Street N. STE. 506 St. Paul MN 55101

Y Department of Veterans Affairs Tungsten Electronic Invoicing VA Tungsten Number is: AAA544240062 va.registration@tungsten-network.com Refer to VAAR Clause 852.232-72 1-877-489-6135 See CONTINUATION Page Legionella & Dental Water Testing for Saint Cloud Health Care System.

Period of Performance 06/15/2024 - 06/14/2025 Option Year 1 06/15/2025 - 06/14/2026 Option Year 2 06/15/2026 - 06/14/2027 Option Year 3 06/15/2027 - 06/14/2028 Option Year 4 06/15/2028 - 06/14/2029 Contractors are responsible for the correct SCA Wage and Determination classification of workers and compliance with all wage and hour laws.

Prospective offerors must be verified as a SDVOSB in the SBA system and have an active SAM system registration prior to submission o f their offer.

See CONTINUATION Page 656-3640162-0616-850300-2580-010050176 656-24-3-0616-0047 X X X

ONE

Steve Ashby

VA-VHA-RPOC-2024-0043

Page 1 of 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

316 Robert Street N. STE. 506 St. Paul MN 55101

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

3. INVOICES: Invoices shall be submitted in arrears:

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

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

B.2 STATEMENT OF WORK

TITLE: Legionella Sampling and Dental Waterline Legionella

OVERVIEW:

Contractor shall provide on-site quarterly, and as needed, collecting and analyzing water samples.

PLACE OF PERFORMANCE:

St. Cloud VA Health Care System 4801 Veterans Drive St. Cloud, MN 56303

PERIOD OF PERFORMANCE:

This contract will be a Single Award, Firm Fixed Price Service Contract for one (1) Base Year with four (4) Option Years.

REQUIRED CERTIFICATIONS:

The testing laboratory processing the water samples for Legionella must be certified by the Centers for Disease Control and Prevention (CDC) Environmental Legionella Isolation Techniques Evaluation (ELITE) program as proficient at performing the culture of Legionella from environmental samples.

Information about ELITE certified laboratories can be found at https://wwwn.cdc.gov/elite/Public/MemberList.aspx.

The laboratory must have environmental microbiology accreditation by a nationally recognized accrediting body, such as EMLAP, NELAP, etc.

The laboratory that processes the water samples for Dental will be certified by the Environmental Protection Agency (EPA) and/or Minnesota Pollution Control Agency (MPCA) to perform environmental sampling.

The testing laboratory shall have qualified technical support staff for consultation relative to water sample collection, testing, and interpretation of results.

Proof of certifications must be provided before acceptance of contract.

REGULATIONS:

VHA Directive 1061 “Prevention of Healthcare Associated Legionella Disease and Scald Injury from Portable Water Distribution Systems, 26 September 2022

Compliance with Infection Control Standards for VA Dental Clinics, 21 October 2013

EPA Safe Drinking Water Act standard for potable water

QUALIFIED PERSONNEL:

Personnel must be properly trained as Water Collector/ Water Sampling Technician for this type of testing in a medical setting and be familiar with VA regulations.

SCOPE OF WORK:

Contractor shall furnish all transportation, labor, materials, equipment, supplies, certifications, resources, and qualified personnel to provide on-site Legionella and environmental water testing services in accordance with the terms and conditions stated herein.

The contractor must furnish all sample collection equipment. Containers must be sterile, appropriate for the analysis, properly preserved, and promptly transported to the laboratory under strict chain of custody procedures.

WORK SCHEDULE:

The work shall be performed during normal business hours of 8:00 am to 4:00 pm, Monday through Friday excluding Federal Holidays, unless otherwise coordinated with the COR/VA POC.

Water sampling dates and times will be mutually agreed upon and established by both parties.

Change of times or dates of water sampling must be coordinated with the COR/VA POC at least five (5) business days in advance.

A list of federal holidays is available at: https://www.opm.gov/policy-data-oversight/pay-leave/federal-holidays/#url=2024

Any other day specifically declared by the President of the United States to be a Federal Holiday.

If the holiday falls on a Saturday, the previous Friday will be observed and if the holiday falls on a Sunday, the following Monday will be observed.

LEGIONELLA SAMPLING REQUIREMENTS:

The contractor shall collect and analyze water samples from distal points (sinks and showers) and ice or water from ice machines on the St. Cloud VA campus.

Specific distal point locations for sampling will be determined by the COR/VA POC.

One Hundred Twenty (120) samples will be taken during the quarterly sampling.

Total of 480 samplings per year.

Testing of the building’s hot and cold-water distribution system(s) for Legionella pneumophila must be performed quarterly (once per Federal Fiscal Year quarter, plus or minus 10 calendar days from the date of the last performance of regular quarterly service).

Extensions may be granted for unforeseen conditions and for other factors outside of the contractor’s control.

Water samples must be taken from outlets on the hot water distribution system and outlets on the cold-water distribution system from each building for each quarterly testing cycle.

NOTE: “Outlets” are the points in the water distribution system where the end user comes in contact with the water (e.g., faucet, showers, and ice machines).

Water samples will be taken at first “draw” to catch the water that comes out immediately from the outlet and will be at least 250 ml.

At the time each water sample is taken, test (measure) and document the following for each sample:

· water temperature after it reaches a stable temperature

· level of residual biocide (performing the proper testing for the site based on type of biocide)

· pH This documentation needs to be provided with the analysis results.

NON-ROUTINE SAMPLING ALLOWED UP TO 10%:

Non-routine sampling outside of the quarterly sampling may be conducted as needed. The St. Cloud VA is allowed non-routine samples numbering up to 10% of the total samples taken.

· Legionella 12 per quarter or 48 per year

· Dental approximately 7 per quarter or 30 per year

For non-routine sampling, the contractor must be able to sample within 24 hours of being notified of the need to sample.

Samples of at least 1000 ml may be required.

Water samples will be taken at first “draw” to catch the water that comes out immediately from the outlet.

Swab sampling may be conducted along with the water sampling for non-routine sampling.

Swab sampling will be done in accordance with VHA direction and in accordance with direction from the laboratory where the samples will be analyzed.

The specific sampling location and type of sample (e.g. hot water or cold water) will be specified by COR/VA POC.

Specific distal points sampled will vary per quarter, so communication with the COR/VA POC will be required before the round of sampling each quarter or before non-routine sampling to ensure that the contractor knows the locations of sampling.

SPECIAL NOTE: Additional Sampling Collection of water samples beyond the 10% non-routine for positive findings of Legionella or for other reasons requested by the COR/VA POC.

The Contractor shall provide the VA a written, detailed line-item cost estimate.

Once it has been determined and agreed upon both by the VA and the Contractor that the additional samplings are needed, monetary funds will need to be requested and approval to proceed will occur by means of a Government Purchase Card Purchase Order if total sampling expenses are less than $2500.00 or through means of a contract modification if total sampling expenses are greater than $2500.00.

SAMPLE COLLECTION, STORAGE, and TRANSFERING of ANALYSIS:

Samples will be collected, stored, and transferred as directed by the COR/VA POC or by the laboratory.

For routine sampling, water samples need to be at 250 ml.

For non-routine sampling, water samples of at least 1000 ml may be required.

Water samples will be taken at first “draw” to catch the water that comes out immediately from the outlet.

Each water sample will be collected in a sterile, unused, HDPE or HDPP plastic leak-proof container provided by the testing laboratory.

The following parameters will be measured and logged with each water sample is collected:

· water temperature upon reaching a stable temperature

· level of residual biocide

· pH

Samples will be stored and transferred for analysis in a manner that will maintain the integrity of the samples.

Samples will be secured to prevent cross-contamination.

Samples need to arrive at the testing laboratory within the time frame defined by the ELITE laboratory.

SAMPLE ANALYSIS and REPORTING:

The limit of detection must be < = 1 CFU/ml.

The full 250 ml volume of potable water must be concentrated for routine quarterly testing.

The full 1000 ml volume of potable water must be concentrated for non-routine testing.

The testing laboratory must retain samples that test positive for Legionella for 30 calendar days and must release them to the COR/VA POC if requested.

The testing laboratory must be able to determine if the Legionella detected in environmental samples is the species Legionella pneumophila and whether it is serogroup 1.

Quantify Legionella pneumophila and identify the presence or absence of other Legionella species.

NOTE: Rapid testing method, such as polymerase chain reaction (PCR) and direct fluorescent antibody (DFA) are not permitted.

Contractor will provide all sample analysis reports via e-mail to COR/VA POC.

Notification of any positive sampling results will be made within two (2) working days of making this determination.

Analytical reports shall include a signed copy of the chain of custody, identification of sampling locations and conditions, including the specific outlet temperature of water at the time the sample was collected, pH, biocide residual levels, method detection limits, and a description of test methodology.

The final report submitted to the COR/VA POC shall be in Excel Spreadsheet format and include:

Sample analysis reports must be provided within 15 calendar days of the lab receiving the samples. If the 15th day falls on a weekend or federally observed holiday, the reports shall be provided no later than the next normal business day.

The testing laboratory shall have qualified technical support staff for consultation relative to water sample collection, testing, and interpretation of results.

PROCEDURES FOR SAMPLING FOR SAFE DRINKING WATER COMPLIANCE FOR DENTAL WATERLINES:

Sampling equipment and lab analysis will be provided to the Dental Clinic for testing their waterlines for compliance.

Sampling analysis will be for total colony forming units (cfu) of heterotrophic water bacteria per milliliter of water.

The Contractor will furnish sterile bottles appropriate for the analysis, properly preserved, and promptly transported.

The Contractor will furnish appropriate shipping containers for the transportation of samples to the laboratory.

The bottles shall have a unique identifying number for the sample.

Comprehensive instructions on how samples will be collected, preserved, and transported to the laboratory for analysis will be provided to the facility.

The laboratory will follow strict chain of custody procedures upon the receipt of the samples from the facilities.

Sampling is required on a quarterly basis for each waterline in the St. Cloud VA Dental Clinic.

Seventy-five (75) samples will be taken during quarterly sampling in Building 3. Total of 300 samples per year.

Non-routine sampling (outside of the quarterly sampling) may be conducted as needed.

For non-routine testing, sampling bottles and supplies must be received the requesting Dental Clinic within 2 business days of being notified of the need to sample.

The laboratory will utilize the Standard Spread Plate Method 9215C using R2A agar.

Sampling results will report the number of colony forming units of heterotrophic water bacteria per milliliter of water (cfu/ml), readings of less than 10 or greater than 500 may be recorded as <10 cfu/ml or > 500 cfu/ml.

Provide all sample analysis reports via e-mail to the COR/VA POC within 10 calendar days of receiving the sample.

If the 10th day falls on a weekend or federally observed holiday, the reports shall be provided no later than the next normal business day.

Notification of any positive sampling results will be made within two working days of making this determination Analytical reports shall include a signed copy of the chain of custody, identification of sampling locations, method detection limits, and a description of test methodology.

SPECIAL NOTE: Additional Supply of Dental water sampling containers beyond the 10% non-routine for sampling as a result of a report of over 200 colony forming units of heterotrophic water bacteria per milliliter of water count or for other reasons requested by the COR/VA POC.

The Contractor shall provide the VA a written, detailed line-item cost estimate.

Once it has been determined and agreed upon both by the VA and the Contractor that the additional samplings are needed, monetary funds will need to be requested and approval to proceed will occur by means of a Government Purchase Card Purchase Order if total sampling expenses are less than $2500.00 or through means of a contract modification if total sampling expenses are greater than $2500.00.

SECURITY REQUIREMENTS:

The Contractor will be responsible for ensuring compliance by its employees with all VA procedures governing building access and security.

Contractor personnel will be escorted by VA staff for all samplings.

SUBCONTRACTS

No portion of the work shall be subcontracted without prior written consent of the Contracting Officer.

If the contractor desires to subcontract some part of the work specified herein, the contractor shall furnish the Contracting Officer with the names, qualifications, and experience of their proposed subcontractor(s).

The Contractor shall, however, remain fully liable and responsible for the work to be done by his subcontractor(s) and shall assure compliance with all requirements of the contract.

PRIVACY ACT:

Disclosed Information: Though there is no anticipation of information protected by the provisions of the Privacy Act of 1974 to be disclosed during the performance of this task, all personnel assigned to this Contract are required to take proper precautions to protect privacy information from disclosure in the case that such disclosures are made.

Commitment to Protect Sensitive Information: The Contractor shall not release, publish, or disclose sensitive information to unauthorized personnel, and shall protect such information in accordance with provisions of the following laws and any other pertinent laws and regulations governing the confidentiality of sensitive information: 18 U.S.C. 641 (Criminal Code: Public Money, Property or Records)

VA Point of Contacts:

Safety and Occupational Health Specialist: 320-255-6480 Ext. 6511 Industrial Hygienist: 320-255-6480 Ext. 6184 Dental Clinic: 320-255-6480 ext. 6373

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

WATER TESTING FOR LEGIONELLA AND OTHER TOTAL BACTERIA COUNTS - Option Year 1 Contract Period: Base POP Begin: 06-15-2024 POP End: 06-14-2025 PRINCIPAL NAICS CODE: 541380 - Testing Laboratories and Services PRODUCT/SERVICE CODE: Q301 - Medical - Laboratory Testing

WATER TESTING FOR LEGIONELLA AND OTHER TOTAL BACTERIA COUNTS - Option Year 1 Contract Period: Option 1 POP Begin: 06-15-2025 POP End: 06-14-2026

WATER TESTING FOR LEGIONELLA AND OTHER TOTAL BACTERIA COUNTS - Option Year 2 Contract Period: Option 2 POP Begin: 06-15-2026 POP End: 06-14-2027

WATER TESTING FOR LEGIONELLA AND OTHER TOTAL BACTERIA COUNTS - Option Year 3 Contract Period: Option 3 POP Begin: 06-15-2027 POP End: 06-14-2028

WATER TESTING FOR LEGIONELLA AND OTHER TOTAL BACTERIA COUNTS - Option Year 4 Contract Period: Option 4 POP Begin: 06-15-2028 POP End: 06-14-2029

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SECTION C - CONTRACT CLAUSES

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

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

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

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

(End of Addendum to 52.212-4)

C.2 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (DEC 2023) (DEVIATION) (JAN 2024)

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

[] (12) 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).

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

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

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

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

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

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

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

[] (20) 52.219-8, Utilization of Small Business Concerns (SEP 2023) (15 U.S.C. 637(d)(2) and (3)).

[] (21)(i) 52.219–9, Small Business Subcontracting Plan (SEP 2023) (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 2023) of 52.219–9.

[] (22)(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.

[] (23) 52.219–14, Limitations on Subcontracting (OCT 2022) (15 U.S.C. 657s).

[] (24) 52.219-16, Liquidated Damages—Subcontracting Plan (SEP 2021) (15 U.S.C. 637(d)(4)(F)(i)).

[X] (25) 52.219–27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (OCT 2022) (15 U.S.C. 657f).

[X] (26) (i) 52.219–28, Post-Award Small Business Program Rerepresentation (SEP 2023) (15 U.S.C. 632(a)(2)).

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

[] (27) 52.219–29, Notice of Set-Aside for, or Sole-Source Award to, Economically Disadvantaged Women-Owned Small Business Concerns (OCT 2022) (15 U.S.C. 637(m)).

[] (28) 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 (OCT 2022) (15 U.S.C. 637(m)).

[] (29) 52.219-32, Orders Issued Directly Under Small Business Reserves (MAR 2020) (15 U.S.C. 644(r)).

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

[X] (31) 52.222-3, Convict Labor (JUN 2003) (E.O. 11755).

[] (32) 52.222–19, Child Labor—Cooperation with Authorities and Remedies (NOV 2023) (DEVIATION) (JAN 2024) (E.O. 13126).

[X] (33) 52.222-21, Prohibition of Segregated Facilities (APR 2015).

[X] (34)(i) 52.222–26, Equal Opportunity (SEP 2016) (E.O. 11246).

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

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

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

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

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

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

[] (38) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (DEC 2010) (E.O. 13496).

[X] (39)(i) 52.222-50, Combating Trafficking in Persons (NOV 2021) (22 U.S.C. chapter 78 and E.O. 13627).

[] (ii) Alternate I (MAR 2015) of 52.222-50 (22 U.S.C. chapter 78 and E.O. 13627).

[] (40) 52.222-54, Employment Eligibility Verification (MAY 2022). (E. O. 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial products or commercial services as prescribed in FAR 22.1803.)

[] (41)(i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA-Designated Items (MAY 2008) (42 U.S.C.6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

[] (ii) Alternate I (MAY 2008) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

[] (42) 52.223-11, Ozone-Depleting Substances and High Global Warming Potential Hydrofluorocarbons (JUN 2016) (E.O. 13693).

[] (43) 52.223-12, Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners (JUN 2016) (E.O. 13693).

[] (44)(i) 52.223-13, Acquisition of EPEAT®-Registered Imaging Equipment (JUN 2014) (E.O.s 13423 and 13514).

[] (ii) Alternate I (OCT 2015) of 52.223-13.

[] (45)(i) 52.223-14, Acquisition of EPEAT®-Registered Televisions (JUN 2014) (E.O.s 13423 and 13514).

[] (ii) Alternate I (JUN 2014) of 52.223-14.

[] (46) 52.223-15, Energy Efficiency in Energy-Consuming Products (MAY 2020) (42 U.S.C. 8259b).

[] (47)(i) 52.223-16, Acquisition of EPEAT®-Registered Personal Computer Products (OCT 2015) (E.O.s 13423 and 13514).

[] (ii) Alternate I (JUN 2014) of 52.223-16.

[X] (48) 52.223–18, Encouraging Contractor Policies to Ban Text Messaging While Driving (JUN 2020) (E.O. 13513).

[] (49) 52.223-20, Aerosols (JUN 2016) (E.O. 13693).

[] (50) 52.223-21, Foams (JUN 2016) (E.O. 13693).

[] (51)(i) 52.224-3, Privacy Training (JAN 2017) (5 U.S.C. 552a).

[] (ii) Alternate I (JAN 2017) of 52.224-3.

[] (52)(i) 52.225-1, Buy American—Supplies (OCT 2022) (41 U.S.C. chapter 83).

[] (ii) Alternate I (OCT 2022) of 52.225–1.

[] (53)(i) 52.225-3, Buy American—Free Trade Agreements—Israeli Trade Act (NOV 2023) (19 U.S.C.