36C26324R0082.docx

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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

36C26324R0082 05-14-2024 Jeffrey Brown 651 293 3009 05-30-2024 17:00

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 Black Hills Health Care System Fort Meade and Hot Springs Sites

SD

Department of Veterans Affairs

NETWORK 23 CONTRACTING OFFICE

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

Y Department of Veterans Affairs Financial Services Center PO Box 149971 Austin TX 78714-9971 See CONTINUATION Page Provide Legionella testing sampling services to the VHA Black Hills Health Care System in accordance with the Statement of Work and Schedule.

Prior to submitting a quote, please review all documentation within.

Review and follow INSTRUCTIONS TO OFFERORS In Clause 52.212-1 Addendum.

This solicitation is set-aside for SDVOSB Contractors.

A filled out and signed copy of the VAAR Provision, 852.219-75 VA Notice of of Limitations on Subcontracting certificate must be included with your offer.

Contract Ordering Period with estimated periods of performance:

Base Portion of the Ordering Period: 06/08/2024-06/07/2025 Year One of the Ordering Period: 06/08/2025-06/07/2026 Year Two of the Ordering Period: 06/08/2026-06/07/2027 Year Three of the Ordering Period: 06/08/2027-06/07/2028 Year Four of the Ordering Period: 06/08/2028-06/07/2029 See CONTINUATION Page X X X Jeffrey Brown

VA-VHA-RPOC-2024-0033

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 Jeffrey Brown 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 PRICE/COST SCHEDULE

This Indefinite Quantity contract minimum guarantee is $10,000.00; the maximum spend (ceiling price) shall not exceed $2,000,000.00.

ITEM INFORMATION

Routine Legionella Samples Contract Period: Base POP Begin: 06-08-2024 POP End: 06-07-2025 PRINCIPAL NAICS CODE: 541380 - Testing Laboratories and Services PRODUCT/SERVICE CODE: H146 - Quality Control - Water Purification and Sewage Treatment Equipment LOCAL STOCK NUMBER: Base Year

Non-Routine Legionella Samples Contract Period: Base POP Begin: 06-08-2024 POP End: 06-07-2025 PRINCIPAL NAICS CODE: 541380 - Testing Laboratories and Services

Routine Legionella Samples Contract Period: Option 1 POP Begin: 06-08-2025 POP End: 06-07-2026 PRINCIPAL NAICS CODE: 541380 - Testing Laboratories and Services

Non-Routine Legionella Samples Contract Period: Option 1 POP Begin: 06-08-2025 POP End: 06-07-2026 PRINCIPAL NAICS CODE: 541380 - Testing Laboratories and Services

Routine Legionella Samples Contract Period: Option 2 POP Begin: 06-08-2026 POP End: 06-07-2027 PRINCIPAL NAICS CODE: 541380 - Testing Laboratories and Services

Non-Routine Legionella Samples Contract Period: Option 2 POP Begin: 06-08-2026 POP End: 06-07-2027 PRINCIPAL NAICS CODE: 541380 - Testing Laboratories and Services

Routine Legionella Samples Contract Period: Option 3 POP Begin: 06-08-2027 POP End: 06-06-2028 PRINCIPAL NAICS CODE: 541380 - Testing Laboratories and Services

Non-Routine Legionella Samples Contract Period: Option 3 POP Begin: 06-08-2027 POP End: 06-06-2028 PRINCIPAL NAICS CODE: 541380 - Testing Laboratories and Services

Routine Legionella Samples Contract Period: Option 4 POP Begin: 06-08-2028 POP End: 06-07-2029 PRINCIPAL NAICS CODE: 541380 - Testing Laboratories and Services

Non-Routine Legionella Samples Contract Period: Option 4 POP Begin: 06-08-2028 POP End: 06-07-2029 PRINCIPAL NAICS CODE: 541380 - Testing Laboratories and Services

B.3 STATEMENT OF WORK

Black Hills Veterans Administration Health Care System Legionella Sampling

OBJECTIVES:

The purpose of this contract is to procure services for collecting and analyzing water samples for Legionella in accordance with VHA Directive 1061(1) Prevention of Health Care-Associated Legionella Disease and Scald Injury from Water Systems, February 16, 2021 (Amended: September 26, 2022) located in the Black Hills VA Health Care System. Black Hills VA Health Care System is phasing in testing of living quarters by sections located at Fort Meade and Hot Springs campuses.

1. Legionella Sampling Requirements:

a. General Procedures for Legionella Sampling:

The contractor shall furnish all personnel, supervision, equipment, supplies, facilities, certifications, transportation, and resources necessary to perform Legionella water testing. 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.

The contractor shall collect and analyze water samples from distal points (sinks and showers) and ice or water from ice machines on Black Hills VA Health Care System campuses included in the contract. Specific distal point locations for sampling will be determined by the Contracting Officer Representative (COR) and/or the Health Care System Point of Contact (HCS POC).

Testing of the building’s hot and cold water distribution system(s) for L. 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 (based on type of biocide), and pH. This documentation needs to be provided with the analysis results.

Non-routine sampling (outside of the quarterly sampling) may be conducted as needed. The Black Hills VA Health Care System is allowed non-routine samples numbering up to 200 samples annually for post remediation retesting or other special distal points. Additional sampling beyond the limit of 200 samples will be conducted upon approval by the Contracting Officer.

For non-routine or post remediation sampling, the contractor will provide the COR with up to 50 sample containers for an on-hand quantity and must be able to provide additional sample containers within 72 hours of being notified for needed sampling. 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 and/or HCS POC. Specific distal points sampled will vary per quarter, so communication with the HCS POC will be required before the round of sampling each quarter or before non-routine sampling in order to ensure that the contractor knows the locations of sampling.

b. Sample Collection, Storage, and Transferring of Analysis:

Samples will be collected, stored, and transferred as directed by the COR or by the laboratory. For routine sampling, water samples need to be at 250 ml. For non-routine sampling, water samples are typically 250 ml however 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, and 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.

c. Sample Analysis and Reporting:

The testing laboratory processing the water samples for Legionella must be certified by the Centers for Disease Control (CDC) ELITE program as proficient at performing the culture of Legionella from environmental samples. 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 healthcare system if requested. Information about ELITE certified laboratories can be found at https://wwwn.cdc.gov/elite/Public/MemberList.aspx. The testing laboratory must also be able to determine if the Legionella detected in environmental samples is the species Legionella pneumophila and whether it is serogroup 1. The testing laboratory must also be able quantify L. pneumophila and identify the presence or absence of other Legionella species. NOTE: rapid testing methods, such as polymerase chain reaction (PCR) and direct fluorescent antibody (DFA) are not permitted.

In addition to the CDC ELITE certification, the laboratory must have environmental microbiology accreditation by a nationally recognized accrediting body: either the Environmental Microbiology Laboratory Accreditation Program (EMLAP) or the National Environmental Laboratory Accreditation Program (NELAP).

Provide all sample analysis reports via e-mail to COR and HCS POC. 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 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. Sample reports need to be provided in a format that can be copied into the VHA Legionella Sampling Results Report form (excel) suitable for entry into the VHA Water Safety Database. 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.

HOURS OF OPERATION:

The Contractor will conduct work on-site during normal business hours (8:00 AM – 5:00 PM). The Contractor shall coordinate with the COR and/or the VHA POC to determine when work can be performed.

The contractor will not perform services on-site on the following federal holidays:

1. New Year’s Day

2. Labor Day

3. Martin Luther King Jr.’s Birthday

4. Columbus Day

5. President’s Day

6. Veteran’s Day

7. Memorial Day

8. Juneteenth National Independence Day

9. Thanksgiving Day

10. Independence Day

11. Christmas Day

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 VHA BHHCS personnel at all times. The COR will assist Contractor personnel in obtaining requisite identification badges as required by the facility to enter the facilities and collect samples. This requirement is in addition to any other training that may be required of the contractor and subcontractor(s). Contractor staff is required to conform to VHA’s security and privacy requirements as described below:

The Contractor will be responsible for ensuring compliance by its employees with the security regulations of VA, VHA and other Government installations or Contractor facilities where work is performed under this Contract. This includes the safekeeping and display of a Government-provided photo ID badge for employees of the Contractor and any subcontractors while these employees are on VHA property.

The Contractor will ensure the security of all VHA property, building ID badges, key cards, and standard keys issued to Contractor staff. For employees leaving the project permanently or for an extended period of time, the Contractor will return all badges, property, key cards, parking placards, and keys, etc. the same day the employees leave the project.

The C & A requirements do not apply, and a Security Accreditation Package is not required.

The contractor and their staff shall adhere to the NARA Records Management Language requirements attached to this contract.

The Contractor’s employees working on site shall complete the following training and provide a copy of the completed training certification to the COR:

1. TMS 20939 No Access

EMPLOYEES

Contractor employees shall present a professional appearance at all times and their conduct shall not reflect discredit upon the United States and or the VA/VHA. The Government may, at its sole discretion, direct the contractor to remove any contractor employee from U.S. VA/VHA facilities for misconduct or for security reasons. Removal does not relieve the Contractor of the responsibility to continue providing the services required under any Contract awarded. The Contracting Officer will provide the contractor with a written explanation to support any request to remove an employee. The Contractor shall not employ any person who is an employee of the United States Government if that employment would appear to cause a conflict of interest.

SUBCONTRACTS

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

CONTRACTING PERFORMANCE MONITORING

The Black Hills Health Care System Water Safety Engineer will be appointed the Contracting Officer’s Technical Representative (COR) upon award of this contract.

The COR for this contract is:

(To be provided on award)

The COR monitors all technical aspects of the contract and assists in contract administration. The COR is authorized to perform the following functions:

· Assure that the Contractor performs the technical requirements of the contract.

· Perform inspections necessary in connection with the contract performance.

· Maintain written and oral communications with the Contractor concerning technical aspects of the contract.

· Issues written interpretations of technical requirements, including government drawings, designs, specifications.

· Monitors Contractor’s performance and notifies both the Contracting Officer and Contractor of any deficiencies.

· Coordinates availability of government furnished property and coordinates site entry of Contractor personnel.

Contractor and VAMC staff will meet at the request of the COR to evaluate overall effectiveness of the contract, resolve problems, and improve adherence to policies and procedures if necessary.

At least annually, a review will be conducted to evaluate the contract’s success in meeting all the contract requirements. Non-compliance issues will be forwarded immediately to the CO. The contractor will be monitored through a variety of mechanisms. At a minimum, the following will be reviewed:

· Program requirements

· Deliverables meet the established time frames/deadlines

· Accuracy of analysis reports provided

· Assessments from Points of Contacts on the effectiveness of communication

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).

36C26324R0082

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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:

C.2 52.216-18 ORDERING (AUG 2020)

(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule. Such orders may be issued from 06/08/2024 through 06/07/2029.

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

(c) A delivery order or task order is considered "issued" when—

(1) If sent by mail (includes transmittal by U.S. mail or private delivery service), the Government deposits the order in the mail;

(2) If sent by fax, the Government transmits the order to the Contractor’s fax number; or

(3) If sent electronically, the Government either—

(i) Posts a copy of the delivery order or task order to a Government document access system, and notice is sent to the Contractor; or

(ii) Distributes the delivery order or task order via email to the Contractor’s email address.

(d) Orders may be issued by methods other than those enumerated in this clause only if authorized in the contract.

(End of Clause)

C.3 52.216-19 ORDER LIMITATIONS (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than $10,000.00, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

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

(1) Any order for a single item in excess of $400,000.00;

(2) Any order for a combination of items in excess of $800,000.00; or

(3) A series of orders from the same ordering office within 30 days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) of this section.

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

(d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within 30 days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

(End of Clause)

C.4 52.216-22 INDEFINITE QUANTITY (OCT 1995)

(a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the "maximum." The Government shall order at least the quantity of supplies or services designated in the Schedule as the "minimum."

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after expiration of the contract.

(End of Clause)

C.5 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 7 days of contract expiration.

(End of Clause)

C.6 SUPPLEMENTAL INSURANCE REQUIREMENTS

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

(a) Workers' compensation and employers liability: Contractors are required to comply with applicable Federal and State workers' compensation and occupational disease statutes. If occupational diseases are not compensable under those statutes, they shall be covered under the employer's liability section of the insurance policy, except when contract operations are so commingled with a Contractor's commercial operations that it would not be practical to require this coverage. Employer's liability coverage of at least $100,000 is required, except in States with exclusive or monopolistic funds that do not permit workers' compensation to be written by private carriers.

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

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

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

(End of Clause)

C.7 52.232-19 AVAILABILITY OF FUNDS FOR THE NEXT FISCAL YEAR (APR 1984)

Funds are not presently available for performance under this contract beyond . The Government's obligation for performance of this contract beyond that date is contingent upon the availability of appropriated funds from which payment for contract purposes can be made. No legal liability on the part of the Government for any payment may arise for performance under this contract beyond , until funds are made available to the Contracting Officer for performance and until the Contractor receives notice of availability, to be confirmed in writing by the Contracting Officer.

(End of Clause) C.8 VAAR 852.219-73 VA NOTICE OF TOTAL SET-ASIDE FOR CERTIFIED SERVICE-DISABLED VETERAN-OWNED SMALL BUSINESSES (JAN 2023) (DEVIATION)

(a) Definition. for the Department of Veterans Affairs, ‘‘Service-disabled Veteran-owned small business concern or SDVOSB’’:

(1) Means a small business concern—

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

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

(iii) The business meets Federal small business size standards for the applicable North American Industry Classification System (NAICS) code identified in the solicitation document;

(iv) The business has been certified for ownership and control pursuant to 38 U.S.C. 8127, 13 CFR 128, and is listed as certified in the SBA certification database at https://veterans.certify.sba.gov/; and

(v) The business agrees to comply with VAAR subpart 819.70 and Small Business Administration (SBA) regulations regarding small business size, government contracting, and the Veteran Small Business Certification Program at 13 CFR parts 121, 125, and 128.

(2) The term ‘‘Service-disabled Veteran’’ means a Veteran, as defined in 38 U.S.C. 101(2), with a disability that is service-connected, as defined in 38 U.S.C. 101(16).

(3) The term ‘‘small business concern’’ has the meaning given that term under section 3 of the Small Business Act (15 U.S.C. 632).

(4) The term ‘‘small business concern owned and controlled by Veterans with service-connected disabilities’’ has the meaning given the term ‘‘small business concern owned and controlled by service-disabled veterans’’ under section 3(q)(2) of the Small Business Act (15 U.S.C. 632(q)(2)).

(5) The term “SDVOSB participant” or certified SDVOSB means a small business that has been certified in the SBA Veteran Small Business Certification Program and listed in the SBA certification database (see 13 CFR 128.102).

(b) General. In order for a concern to submit an offer and be eligible for the award of an SDVOSB set-aside or sole source contract, the concern must qualify as a small business concern under the size standard corresponding to the NAICS code assigned to the contract and be listed as an SDVOSB participant in the SBA certification database as set forth in 13 CFR 128.

(1) Offers received from entities that are not certified SDVOSBs and listed in the SBA certification database at the time of offer shall not be considered.

(2) Any award resulting from this solicitation shall be made to a certified SDVOSB listed in the SBA certification database who is eligible at the time of submission of offer(s) and at the time of award.

(3) The requirements in this clause apply to any contract, order or subcontract where the firm receives a benefit or preference from its designation as an SDVOSB, including set-asides, sole source awards, and evaluation preferences.

(c) Representation. Pursuant to 38 U.S.C. 8127(e), only certified SDVOSBs listed in the SBA certification database are considered eligible to receive award of a resulting contract. By submitting an offer, the prospective contractor represents that it is an eligible and certified SDVOSB as defined in this clause, 13 CFR 121, 125, and 128, and VAAR subpart 819.70.

(d) Agreement/LOS certification. When awarded a contract action, including orders under multipleaward contracts, an SDVOSB agrees that in the performance of the contract, the SDVOSB shall comply with requirements in VAAR subpart 819.70 and SBA regulations on small business size, and government contracting programs at 13 CFR part 121 and part 125, including the non-manufacturer rule and limitations on subcontracting (LOS) requirements in 13 CFR 121.406(b) and 13 CFR 125.6. For the purpose of limitations on subcontracting, only certified SDVOSBs listed in the SBA certification database (including independent contractors) shall be considered eligible and/or ‘‘similarly situated’’ (i.e., a firm that has the same small business program status as the prime contractor). An otherwise eligible firm further agrees to comply with the required LOS certification requirements in this solicitation (see 852.219–75 or 852.219–76 as applicable).