C03 36C25924P1349 EthereaMX Preventative Maintenance and Services OKCVAMC Base Year PO 635C40343.pdf

36C25924P1349

Table of Contents

SECTION A

A.1 SF 1449 SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL PRODUCTS AND COMMERCIAL

SERVICES

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

B.2 CONTRACTOR PAYMENT REQUESTS

B.3 PERFORMANCE WORK STATEMENT

B.4 PRICE/COST SCHEDULE

ITEM INFORMATION

ACCOUNTING AND APPROPRIATION DATA

SECTION C - CONTRACT CLAUSES

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

SERVICES (NOV 2023)

C.2 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

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

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

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

C.6 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

C.7 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR

EXECUTIVE ORDERS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (MAY 2024)

SECTION D - CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS

D.1 WAGE DETERMINATION (WD)

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:

Reagan Smith

214-949-0567 rsmith@astanzalaser.com

b. GOVERNMENT: Contracting Officer 36C259

Department of Veterans Affairs

Network Contracting Office

NCO 19

6162 South Willow Drive, Suite 300

Greenwood Village CO 80111

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

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

[] 52.232-36, Payment by Third Party

3. INVOICES: Invoices shall be submitted in arrears:

a. Quarterly []

b. Semi-Annually []

c. Other [X] Monthly

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:

AMENDMENT NO DATE

B.2 CONTRACTOR PAYMENT REQUESTS

Contractor e-Invoice Set-Up Information: Please contact Tungsten at the phone number or email address listed below to begin submitting your electronic invoices to the VA Financial Services Center for payment processing, free of charge. If you have question about the e-invoicing program or Tungsten, please contact the FSC at the phone number or email address listed below:

• Access the web site for more invoicing instructions: https://www.fsc.va.gov/einvoice.asp

• Tungsten e-Invoice Setup Information: 1-877-489-6135

• Tungsten e-Invoice email: VA.Registration@Tungsten-Network.com

• FSC e-Invoice Contact Information: 1-877-353-9791

• FSC e-invoice email: vafsccshd@va.gov

Payment requests may be impacted if contractor fails to maintain SAM registration, has legally changed its business name or "doing business as" name (whichever is shown on the contract), or has transferred the assets used in performing the contract. Refer to FAR clause 52.204-13.

**Vendor must remain "Active" in SAMs for entire contract term**

B.3 PERFORMANCE WORK STATEMENT

Performance Work Statement (PWS)

Preventive Maintenance and Repair on

Etherea Laser

Department of Veterans Affairs (VA)

Veterans Health Administration (VHA)

PURPOSE:

Veterans Affairs requires a contractor to provide continued support and service of Etherea Lasers at the Oklahoma VA Health Care System. Services are to be performed in accordance with this PWS and to OEM standards, with the intent of ensuring the equipment operates as the original manufacturer intended, uninterrupted (95% uptime), in a cost-effective, efficient manner, contributing to the VA Mission.

https://www.fsc.va.gov/einvoice.asp mailto:VA.Registration@Tungsten-Network.com http://vafsccshd@va.gov/

Services are required on the government-owned systems listed in this PWS for the period of performance and at the location outlined in this PWS.

This Contract will be a non-personal services contract. The Contractor, its employees, agents and subcontractors shall not be considered government employees for any purpose. Contractor shall furnish all labor, materials, parts, equipment, tools, transportation, and supervision to provide services in accordance with this Performance Work Statement (PWS).

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

Period of Performance: refer to the Price/Schedule or page 1 of this contract, SF 1449

Location of performance: refer to page 1 of this contract, SF 1449

BACKGROUND:

Equipment: The following systems of equipment require service under this contract. This includes sub-systems, components, software, hardware, and parts.

Equipment

Description Brand & Model

Original Equipment Manufacturer

(OEM)

Serial Number

VA

PMI Number

Medical Laser Etherea-MX Astanza Holdings 019280-19 71003

Medical Laser Etherea-MX Astanza Holdings 016547-19

Medical Laser Etherea-MX Astanza Holdings 016561-19

TASKS AND REQUIREMENTS

Performance and Repairs: All work performed shall be in accordance with manufacturer’s specifications, including but not limited to adjustments, calibrating, cleaning, lubricating, testing, disassembly, checkout, replacement of parts, etc. required to keep the equipment in operating condition. Contractor must guarantee 95% up time for the equipment. Contractor shall guarantee that all equipment covered by this contract shall be in optimum working condition at the completion of each contracted Period of Performance. Contractor will make every attempt to maintain and repair equipment on-site within a reasonable time, unless local environment prohibits on-site attendance. Failing this, contractor will provide substitute equipment in the event a repair continues beyond the reasonable time frame.

Preventive Maintenance: Contractor shall provide periodic preventive maintenance service on equipment within the interval(s) set by the OEM (ie, Annual, Semi-Annual, Quarterly), in scheduled month of each contracted Period of Performance, including all work between Standard Business Hours, weekend hours, and non-standard hours, and arranged through the COR. The contractor shall work with the COR, Surgery service and Sterile Processing Service to not disrupt patient care by scheduling PM visits in advance. The visits will include equipment verification by an OEM-trained technician. Before the expiration of each period of performance, the contractor shall provide the COR with a report certifying the equipment listed in this PWS has been calibrated to O.E.M. standards not less than OEM recommended interval(s) during the contract period. All parts shall be O.E.M. standard or certified.

Service Call: Unscheduled service should be conducted at no additional cost during standard business hours, Monday through Friday, 9:00 AM – 5:00 PM. Standard Preventative Maintenance (machine still able to run with no increased patient risk) should be scheduled at least 3-4 weeks in advance (sometimes sooner depending on availability), after notification from the COR. Non-Critical issues will be address within a week turnaround timeframe, based on vendor availability. If support call for repair service is deemed mission-critical, contractor will be on-site performing corrective action response within 3 business days after notice from COR, barring special circumstances. Technical phone support shall be available weekdays during normal business hours at no additional charge. These timeframes are not guaranteed and are subject to change based on vendor availability.

Software Updates: Contractor shall provide any software updates, as they become available, for all equipment, at no additional cost. All software changes made become the property of the VA.

Help Desk Support: Contractor shall provide emergency telephone support during Standard Business Hours, as a minimum at no additional charge, with phone calls returned as soon as possible after a voice message has been left by the COR.

Modifications: If contractor or external hazard assessment/notification by the FDA, NCPS, or CEOSH determines that a modification is necessary to address safety concerns or reliability, installation and modification will be performed at no additional charge.

Parts: As part of the OEM-standard of service required on this contract, contractor must provide unique and/or high mortality replacement parts. All parts will be O.E.M. recommended parts. Contractor must provide repair services on batteries and handpieces, at no additional cost to the government. This includes provision of replacement/loaner parts and shipment costs, such as loaner handpieces. To maintain continuity of patient care, contractor must ship replacement/loaner handpieces overnight to the VA within 48 hours of receipt of notice by the VA that a hand piece needs to be repaired due to normal wear and tear.

Once the loaner is received by the VA, the VA will ship the government-owned hand piece to the contractor.

If the government-owned hand piece is not able to be repaired the contractor must return the broken handpiece to the VA with written notification of what prevented the repair and the issues causing the part not to function the way the OEM intended.

If any contractor personnel performing service on site at the VA brings parts, devices, or equipment that have serial numbers and will be used in patient care, these items must be checked in upon entry and checked out upon exiting the VA with both Logistics and Biomed departments.

Shipment: Contractor shall be responsible for shipment of repair parts and substitute equipment at no expense to the government, with FOB destination terms applicable in these circumstances, and in favor of the VA Medical Center at this location. All shipments, labels, invoices and correspondence related to this contract must include the contract number and marked “Attn: COR/Local VA POC [insert individual name]”.

Contractor must email the local VA POC or COR with carrier and tracking information in advance of all shipment of parts and equipment so the VA may be prepared to receive the items and track them to avoid loss.

GOVERNMENT FURNISHED EQUIPMENT / PROPERTY (GFE / GFP)

Government Property is any real property at the VAMC accessed by the Contractor in the performance of services in accordance with the PWS.

Condition of Equipment

The Contractor shall accept responsibility for the equipment in "as is" condition. Failure to inspect the equipment prior to contract award shall not relieve the Contractor from performance of the requirements of this contract.

Storage

Storage for Contractor equipment is not provided at the VAMC. The Contractor is responsible for the security of its equipment. The Government is not responsible for the security of Contractor equipment.

CONTRACTOR FURNISHED EQUIPMENT / PROPERTY (CFE / CFP)

Service Manuals/Tools/Equipment

The VAMC shall not provide tools, (test) equipment, service manuals or service diagnostic software to the contractor. The contractor shall obtain, have on file, and make available to its FSE's all operational and technical documentation (such as; operational and service manuals, schematics, and parts list) which are necessary to meet the performance requirements of this contract. The location and listing of the service data manuals, by name and/or the manuals themselves shall be provided to the CO upon request.

QUALITY

Conformance Standards

Contractor shall ensure that their services, staff and equipment used in the performance of this contract conform and comply with the latest industry service standards, information, guidance, regulations and publications of the following:

AAMI-ANSI ST-79:2010 Part 7.7 standards (Servicing and Repairs of Devices in the Health Care Facility).

This can be obtained at http://www.aami.org/publications/standards/st79.html

IAHCSMM - International Association of Healthcare Central Service Materiel Management

US FDA – US Food and Drug Administration

CDC – Centers for Disease Control and Prevention

CDRH – Center for Devices and Radiological Health

ISO (As a minimum: ISO 9001:2008 Certification and ISO 13485:2003 certification (medical devices))

ASQ – American Society for Quality

UL – Underwriters Laboratories

OSHA – Occupational Safety and Health Administration

Safety

The Contractor must perform services in accordance with:

local, state and federal Occupational Safety and Health guidelines and legislation, to include Occupational Safety and Health Administration (OSHA), the American National Standards Institute (ANSI) safety guidelines, and any VA Medical Center Directives;

local, state and federal Fire and Safety legislation and guidelines, to include VA Medical Center directives and legislation on Fire and Safety;

all other Conformance Standards identified in this PWS

Medical Center Policies

Each VA Medical Center has policies that are updated from time to time. The COR can provide more detailed information to the contractor of these upon commencement of the contract and throughout the term of the contract, as needed, especially policies regarding, parking, possession of weapons, cell phone use and photography as well as smoking on VA property. Violations of such policies may result in individual fines or citation answerable in the United States (Federal) District Court.

Remedy or Rework

Rework or Remedy is defined as performing the Service again until the Purpose of this PWS is achieved in full. This involves less than Satisfactory Service by the Contractor and as noted by the COR.

Rework or Remedy must occur within 3 business days of the notice of the rework or remedy requirement from the COR and at no additional cost to the Government.

Inspection and Acceptance of Services: The Government reserves the right to inspect and test services in accordance with this PWS and the Contract. The only individual authorized to officially accept services is the COR. While inspection of services may be delegated by the COR and a shared responsibility with departmental management staff, the COR is ultimately the only authorized individual to approve and accept services on behalf of the VA.

DELIVERABLES (refer also to Technical Qualification and Contact Points for additional Deliverables)

Service Report (SR)

Contractor is responsible for providing Service Reports for every service. A Service Report is required for all:

outgoing serviced equipment with an inventory of all equipment collected by the contractor, and incoming serviced equipment with an inventory of all equipment completely serviced and delivered by the contractor and with the Service Report provided to the COR at the time of delivery of serviced equipment.

Such documentation shall meet the guidelines as set forth in the Conformance Standards.

In addition, each Service Report shall, at a minimum, document the following data legibly and in complete detail:

Name of contractor and contract number.

Name of Field Technician who performed services.

Contractor’s Service Report number/log number.

Date and time (arrival and departure) of Field Technician on-site at VA collecting and delivering equipment

VA purchase order number

Description of problem reported by COR.

Details of Equipment serviced:

Equipment set numbers

Device name, instrument type

Serial number

Any other manufacturer's identification numbers.

PMR and Service description

Total Itemized Cost of all parts and/or services provided

Signatures:

Field Technician performing services described.

COR acceptance signature

Invoices: The contractor must include the Service Report number on the associated invoice.

Service Reports (Engineers Service Report (ESR) or Service Report)

When the service is completed, the Field Technician shall document services rendered on a legible Service Report(s). During Check In/Check Out procedures with the COR, the Field Technician must provide the COR with the Service Report(s) for that service visit. ESR can be submitted electronically to the COR, not exceeding 5mb in size, following service completion yet before the Technician departs the location to ensure the COR has an opportunity to review and provide an acceptance signature. All Service Reports shall be submitted to the COR for an "acceptance signature". If the COR is unavailable, a signed copy of the Service Report shall be sent to the Contractor after the work can be reviewed (if requested or noted on the Service Report).

The Contractor shall immediately, but no later than 24 (twenty-four) consecutive hours after discovery, notify the COR (in writing) of the existence or the development of any defects in the equipment submitted for service which the Contractor considers he/she is not responsible for under the terms of the contract and where replacement is recommended.

TECHNICAL QUALIFICATIONS and PERSONNEL STANDARDS

Calibration of Vendor’s Equipment: Contractor must provide the COR with certification attesting that all gauging and measurement equipment used to check and calibrate the subject items of equipment has been calibrated either according to the manufacturer’s specifications or within the last twelve months against a standard that is traceable to the National Bureau of Standards.

Contractor must provide the COR and Contracting Office with such documentation, as a minimum:

Within 5 business days of contract award, Within 5 business days after renewal or extension of services in accordance with, and if permitted by applicable FAR clause, and

… in advance of commencing services on equipment identified in this PWS.

Qualifications of Contractor OEM-Trained Technicians: Contractor shall document, in writing, their experience in working on the identical make and model equipment listed in this PWS as well as the qualifications of individuals who will work on the equipment. Where the PWS requires OEM-trained technicians, demonstration of this will also be required in the documentation.

Contractor must provide the COR and Contracting Office with such documentation, as a minimum:

Within 5 business days of contract award, Within 5 business days after renewal or extension of services in accordance with, and if permitted by applicable FAR clause, and immediately, when previously assigned OEM-trained technicians have been replaced, …and in advance of commencing services on equipment identified in this PWS.

The contractor shall have sufficient staff to satisfactorily support this contract, including the PWS and its purpose. Contractor staff providing services on this contract must include a "fully qualified" Filed Service Engineer (FSE) and a "fully qualified" FSE who shall serve as the backup.

"Fully Qualified" is based upon training and on experience in the field. For training, the FSE(s) has successfully completed a formalized training program, for the equipment. For field experience, the FSE(s) has a minimum of two years of experience (except for equipment newly on the market) with respect to scheduled and unscheduled preventive and remedial maintenance of the equipment in this contract

The FSEs shall be authorized by the Contractor to perform the maintenance services. All work shall be performed by "Fully Qualified" competent FSEs. The Contractor shall provide written assurance of the competency of their personnel and a list of credentials of approved FSEs for each make and model the Contractor services at the VAMC. The CO may authenticate the training requirements, request training certificates or credentials from the Contractor at any time for any personnel who are servicing or installing any VAMC equipment. The CO and/or COR specifically reserve the right to reject any of the Contractor's personnel and refuse them permission to work on the VAMC equipment.

If subcontractor(s) are used, they shall be approved by the CO prior to commencement of services. The Contractor shall submit any proposed change in subcontractor(s) to the CO for approval/disapproval.

Contractor Employee’s On-site At Location: At all times during performance of Services, in accordance with this PWS, the Contractor must ensure Contractor personnel:

Be able to function professionally amongst the general public in a hospital and health care environment.

Where possible, a warm-natured and humane approach is preferred.

Be able to read, understand and apply printed rules, detailed orders, and instructions

Be familiar with and compliant with this PWS and Contractual requirements.

Be displaying VA Identification badges and Contractor-issued name tags, clearly visible to the general public

Be directly and personally escorted by the Contractor’s on-site Supervisor when Contractor personnel are not displaying VA Identification badges and Contractor-issued name tags

Maintain a neat, clean, professional appearance

Be properly attired in Contractor-issued uniforms which clearly display Contractor branding, keeping in accordance with VHA Dress Policies.

Compliant with VA Safety and OSHA regulations throughout the VA Medical Center, as well as VA Medical Center policies.

Compliant with parking requirements at the VAMC and park only in the designated parking areas as assigned by the COR.

Maintain Decorum at all times. During the performance of services care and consideration must be given to VA visitors and staff. All Services must be performed with minimal disturbance or hindrance to VA Medical Center visitors and staff, specifically maintaining the requirements identified in the Overview of this PWS.

Contractor shall not be considered government employees for any purpose.

SECURITY PROCEDURES AND OPERATING HOURS

Check In/Out Procedures

Prior to commencement of services, and when visiting the VA Medical Center, the Contractor or Contractor’s authorized Field Technician, must check in and out with the Biomed Administrative Officer located in the basement at the VA location, Room BE-100. Only individual VA Biomedical management staff, as delegated by the COR, can coordinate check in and check out procedures for the Contractor in the absence of the COR. Due to heightened security requirements, the Contractor or their authorized service representative will be required to wear an ID Badge which will be signed for upon arrival and turned in when leaving. All Badges must be worn at or above the waist and facing forward. This Badge must be turned in before leaving the premises; otherwise the person signing for it will be required to pay for the unreturned ID Badge.

Standard Business Hours and Federal Holidays: Contract performance shall occur during standard business hours unless approved and arranged through the COR. Standard hospital hours are 8 AM to 5 PM. Contractor must coordinate all services with the COR.

The Federal Government observes the following days as holidays.

New Year’s Day January 1st *

Martin Luther King’s Birthday Third Monday in January

Presidents Day Third Monday in February

Memorial Day Last Monday in May

Juneteenth June 19th *

Independence Day July 4th *

Labor Day First Monday in September

Columbus Day Second Monday in October

Veterans’ Day November 11th *

Thanksgiving Day Fourth Thursday in November

Christmas Day December 25th *

*Holidays that fall on Saturday are observed on the preceding Friday. Holidays that fall on Sunday are observed on the following Monday.

In addition to the days designated as holidays, the Government observes the following days:

Any other day designated by Federal Statute

Any other day designated by Executive Order

Any other day designated by the President of the United States to be a Federal holiday

Contractor holidays not included in the table of government holidays or other observation days listed above shall not be considered official holidays and shall be included in the contract performance as standard business days for the purposes of repairs and maintenance.

CONTACT POINTS

Contractor Point of Contact (POC)

The Contractor shall specify an individual who shall serve as a single point of contact for all contract issues (POC). Contractor must provide the COR and Contracting Office with the POC contact details, to include business phone number or cell phone number and email, as a minimum:

Within 5 business days of contract award, Within 5 business days after renewal or extension of services in accordance with, and if permitted by applicable FAR clause, and

Within 5 business days prior to a change in the POC by the Contractor.

The POC must be easily accessible by phone and return COR calls within 48 hours of a voice message left by the COR.

Contracting Officer’s Representative (COR)

Upon contract commencement, the Contracting Officer will notify the Contractor in writing as to the COR assigned to this contract, and upon reassignment of a new COR, as applicable. Contractor shall only respond to requests for service from the COR or the CO. If service is requested from any source, other than the COR or the CO, the Contractor is to advise the individual of this requirement and refuse to respond. Any billing resulting from unauthorized service will not be paid by the government. The COR will evaluate the contractor’s performance through review of the Contractor’s Quality Control Procedures in accordance with this contract and PWS.

Authority of the COR

The Contracting Officer is the only person authorized to approve changes in any of the requirements of this contract. In the event the Contractor affects any changes at the direction of any person other than the Contracting Officer, the changes will be considered to have been made without authority and no adjustment will be made in the contract price or schedule to cover any increase in costs incurred as a result thereof. The Contracting Officer shall be the only individual authorized to accept nonconforming work, waive any requirement of the contract, and/or modify any term or condition of the contract. The Contracting Officer is the only individual who can legally obligate Government funds. No costs chargeable to the proposed contract can be incurred before receipt of a fully executed contract or specific authorization from the Contracting Officer. Any invoicing or charges resulting from unauthorized service will not be paid by the government.

Government Alternate Points of Contact (POC) – Emergencies Only

The COR will identify Alternate Points of Contact (POC) to be used only for instances of emergencies when the COR is not easily contactable. These will be individuals in supervisory or managerial roles within the Biomed department. The contractor will be provided this information within 5 days after contract award and within 48 hours of a change to this information. An Alternate POC does not replace the COR nor do they replace the Contracting Officer during the performance and administration of this contract, nor does it relinquish or diminish the Contractor’s requirements in relation to the performance of this Contract.

LIABILITIES AND INSURANCES

Protection from Damage

Contractor shall provide all labor, materials, and equipment necessary for protection of VAMC personnel, furnishings, equipment, and buildings from damage, and shall replace or repair any damage due to work performed under this contract equal to its original construction and finish.

Liability Insurance

Contractor must provide the COR and the CO with written confirmation that Contractor has adequate insurance protection against negligent work and other forms of liability.

DEFINITIONS

Acceptance Signature - COR's signature; indicates COR accepts work status as stated in Service Report.

Contractor Employees – has the same meaning as Contractor Personnel

Contractor Personnel - has the same meaning as Contractor Employees

COR – Contracting Officer’s Representative

FDA - Food and Drug Administration (U.S. Department Of Health And Human Services)

Field Technician or Field Service Engineer (FSE) - a person who is authorized by the contractor to perform PMR services on VA premises. Also known as Technically Trained Personnel.

ISO - International Organization for Standardization

Labor – refer to Technically Trained Personnel, also Field Technician

O.E.M. or OEM – Original Equipment Manufacturer. The actual manufacturer and point of origin of the equipment. The OEM provides schematics and standards for maintenance and repair of the equipment and equipment shall be maintained in accordance with these practices. The OEM is identified in the Background section of this PWS.

OEM-trained Technicians – means contractor technicians (Technically Trained Personnel, FSE, Field Technicians), be they OEM or third party provided, who are formally trained to OEM standards to satisfactorily perform services on equipment in this PWS. Where OEM-trained technicians are required in the PWS it means that services are to be performed at no less than this criteria, for the period of performance at the location, to ensure the PWS Purpose is met in order to avoid future equipment breakdowns or malfunctions which could lead to the VA being accused of malpractice or negligence. This assists the VA in meeting its Mission.

Original Equipment Manufacturer - OEM

OSHA – Occupational Safety and Health Administration

PMI - Preventive Maintenance Inspection

Service Report - a documentation of the services rendered for each incidence of work performance under the terms and conditions of the contract.

Services – includes Preventive Maintenance and Repair for equipment and components listed in this PWS and in accordance with this PWS

SR –Service Report

Technically Trained Personnel – are personnel and/or employees who shall be suitably knowledgeable in the field related to the services in this PWS in order to satisfactorily perform services in accordance with the PWS. The contractor shall provide personnel experienced and qualified to perform the required services in accordance with industry practices and standards. Also known as Field Technician or Field Service Engineer (FSE). For example, this could mean German-trained technicians, certified technicians etc.

Technically Trained Personnel are also known as Contractor Personnel or Contractor Employees or Technicians.

VAMC – Veterans Affairs Medical Center

B.4 PRICE/COST SCHEDULE

ITEM INFORMATION

ITEM

NUMBER

DESCRIPTION OF

SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

1.00 EA $4,400.000000 $4,400.00

PM Services for the Etherea-MX Medical Laser SN: 019280-19 per the PWS Contract Period: Base POP Begin: 09-23-2024 POP End: 09-22-2025 PRINCIPAL NAICS CODE: 811210 - Electronic and Precision Equipment Repair and Maintenance PRODUCT/SERVICE CODE: J065 - Maintenance, Repair, and Rebuilding of Equipment - Medical, Dental, and Veterinary Equipment and Supplies

Funding/Req. Number: 1 $4,400.00 635-24-2-455-0373

PM Services for the Etherea-MX Medical Laser SN: 016547-19 per the PWS Contract Period: Base POP Begin: 09-23-2024 POP End: 09-22-2025 PRINCIPAL NAICS CODE: 811210 - Electronic and Precision Equipment Repair and Maintenance

PM Services for the Etherea-MX Medical Laser SN: 016561-19 per the PWS Contract Period: Base POP Begin: 09-23-2024 POP End: 09-22-2025 PRINCIPAL NAICS CODE: 811210 - Electronic and Precision Equipment Repair and Maintenance

1.00 EA $4,840.000000 $4,840.00

PM Services for the Etherea-MX Medical Laser SN: 019280-19 per the PWS Contract Period: Option 1 POP Begin: 09-23-2025 POP End: 09-22-2026 PRINCIPAL NAICS CODE: 811210 - Electronic and Precision Equipment Repair and Maintenance

PM Services for the Etherea-MX Medical Laser SN: 016547-19 per the PWS Contract Period: Option 1 POP Begin: 09-23-2025 POP End: 09-22-2026 PRINCIPAL NAICS CODE: 811210 - Electronic and Precision Equipment Repair and Maintenance

PM Services for the Etherea-MX Medical Laser SN: 016561-19 per the PWS Contract Period: Option 1 POP Begin: 09-23-2025 POP End: 09-22-2026 PRINCIPAL NAICS CODE: 811210 - Electronic and Precision Equipment Repair and Maintenance

GRAND TOTAL $27,720.00

ACCOUNTING AND APPROPRIATION DATA

ACRN APPROPRIATION

REQUISITION

NUMBER AMOUNT

1 635-3640160-455-825500

BIOMEDICAL ENGIN-2543

Recurring Maintenance and- 0100555Y1

635-24-2-455-0373 (P)

$13,200.00

SECTION C - CONTRACT CLAUSES

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

COMMERCIAL SERVICES (NOV 2023)

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

(2) Prompt payment. The Government will make payment in accordance with the Prompt Payment Act (31 U.S.C.

3903) and prompt payment regulations at 5 CFR part 1315.

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

destination.

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

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

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

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

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

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

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

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

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

(End of Clause)

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

COMMERCIAL SERVICES

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

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

C.2 52.217-8 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 30 days.

(End of Clause)

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

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

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

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

(End of Clause)

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

(a) Definitions. As used in this clause—

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

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

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

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

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

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

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

(1) VA’s Electronic Invoice…