RFQ 36C24525Q0770.docx

36C24525Q0770

RFQ 36C24525Q0770

This solicitation is for the purchase of Walk-In Refrigerator and Freezer for the Louis A Johnson VA Medical Center, 1 Medical Center Drive, Clarksburg, WV 26301. This shall be Firm-Fixed Price Contract.

This solicitation closes on Wednesday, August 27nd, 2025, at 12:00 PM EST. Late submissions will not be accepted.

This solicitation is a Service-Disabled, Veteran Owned Smail Business (SDVOSB) set-aside.

NAICS Code: 333415 Air-Conditioning and Warm Air Heating Equipment and Commercial and Industrial Refrigeration Equipment Manufacturing

PSC Code: 4110 – Refrigeration Equipment

All quoters shall submit a completed SF1449 to the email address in the Combined Synopsis Solicitation.

The Government will formulate its offer from the Information submitted. Quoters are allowed to submit more than one quote to the solicitation.

The evaluation will be comparative evaluation I.A.W. FAR 13.106-2 (b) (3) to come up with the best benefit for the Government.

Please fill out sections:

Section A Blocks: 11,12, and 17a: Company name, address, Code (cage code), Facility code (DUN’s #), Phone, and UEI.

Section B CONTRACT ADMINISTRATION DATA (Name of company, POC, Email, Phone number)

SALIENT CHARACTERISTICS

PRICE/COST SCHEDULE- ITEM INFORMATION

DELIVERY SCHEDULE- How long for delivery (i.e., Date, days, or ARO) This solicitation has incorporated clause 52.247-34 F.O.B. Destination. Only quotes that are submitted FOB Destination will be considered; accordingly, any quote submitted FOB Origin or FOB Destination Prepaid and Ship will be considered noncompliant, and the vendor will be disqualified.

The Government reserves the right to one-on-one discussions with quoters to clarify any information given.

The Government reserves all rights to award all or none. This RFQ is for a single award.

The Government reserves the right to exchanges/ discussions with Best-Suited Contractor Once the Government determines the contractor that is best-suited (i.e., the apparent successful contractor), the Government reserves the right to communicate with only that contractor to address and remaining issues, if necessary, and finalize a contract with that contractor. These issues may include technical and price.

*******************************IMPORATANT******************************************* If the quoter is a distributor and not the manufacturer, a letter of distribution/ authorization from manufacturer is required for all quoters; accordingly, a failure to supply distribution/ authorization letter the quoter will be considered noncompliant and the vendor will be disqualified.

*******************************IMPORTANT***********************************

This question is mandatory to be answered. Not answering this question will eliminate your quote(s) from the solicitation process for award. Your quote will be considered non-compliant.

What is the country of manufacture of the item(s) your company is offering to the Government?

(Answer here) If multiple countries, please list on another sheet of paper and submit with your packet by line-item number.

*******************************IMPORTANT***********************************

Fill out FAR 52.225-2 completely in the provisions or the response will not be accepted.

*******************************IMPORTANT***********************************

System updates may lag policy updates. The System for Award Management (SAM) may continue to require entities to complete representations based on provisions that are not included in agency solicitations, including 52.223-22, Public Disclosure of Greenhouse Gas Emissions and Reduction Goals—Representation, and paragraph (t) of 52.212-3, Offeror Representations and Certifications— Commercial Products and Commercial Services. Contracting officers will not consider these representations when making award decisions or enforce requirements. Entities are not required to, nor are they able to, update their entity registration to remove these representations in SAM.

There will be a site visit held at the Louis A Johnson VAMC at 10AM EST on Wednesday, August 20, 2025. See D.1 below for more information.

PAGE 1 OF

1. REQUISITION NO.

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NO.

5. SOLICITATION NUMBER

6. SOLICITATION ISSUE DATE

a. NAME

b. TELEPHONE NO. (No Collect Calls)

8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY

CODE

10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE:

% FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ

IFB

RFP

15. DELIVER TO

CODE

16. ADMINISTERED BY

CODE

17a. CONTRACTOR/OFFEROR

CODE

FACILITY CODE

18a. PAYMENT WILL BE MADE BY

CODE

TELEPHONE NO.

UEI:

EFT:

PHONE:

FAX:

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN OFFER 18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK BELOW IS CHECKED

SEE ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA

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

ARE

ARE NOT ATTACHED.

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

ARE

ARE NOT ATTACHED

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

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

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

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

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

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

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. NOV 2021)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES

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

08-13-2025 Phillip G Duba 304-263-0811 X7610 08-27-2025

12:00PM

EDT

Department of Veterans Affairs

VAMC (613)

VISN 5 Contract Satellite Office 510 Butler Avenue, Building 306A Martinsburg WV 25405

X

333415 1250 Employees

N/A

BOVA Corporation ATTN: Daniel Santo ATTN: PO Number 111 McFann Rd Valencia PA 16059

Department of Veterans Affairs

VAMC (613)

VISN 5 Contract Satellite Office 510 Butler Avenue, Building 306A Martinsburg WV 25405

PAYMENT WILL BE MADE BY

FSC e-Invoice Payment Invoice must be submitted electronically http://www.fsc.va.gov/einvoice.asp http://www.fsc.va.gov/einvoice.asp

See CONTINUATION Page This solicitation is for the purchase & delivery of Walk-In Refrigerator & Freezer in accordance with the salient characteristics listed in the Statement of Work.

Site Visit: Wednesday, August 20, 2025 at 10:00AM EST.

See Section D.1 below for more information.

Questions accepted until 12:00PM on Friday, August 22, 2025.

Amendment will be posted to answer all Q&As after that date.

All final proposals are due to Phillip.Duba@va.gov no later than 12:00PM EST on Friday, August 29, 2025.

No late submittals will be accepted.

See CONTINUATION Page

Phillip G Duba Contracting Officer

A.2 CONTRACT ADMINISTRATION DATA

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

a. CONTRACTOR:

TBD

b. GOVERNMENT:

Contracting Officer 36C245 Phillip G Duba Department of Veterans Affairs

VAMC (613)

VISN 5 Contract Satellite Office 510 Butler Avenue, Building 306A Martinsburg WV 25405

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.

Invoice must be submitted electronically http://www.fsc.va.gov/einvoice.asp

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

Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.2 STATEMENT OF WORK

GENERAL SPECIFICATIONS FOR WALK-IN COOLERS/FREEZERS

1. Background The Nutrition & Food Service at the Louis A. Johnson VAMC is undergoing renovations. This project involves upgrading the hospital's kitchen area and will necessitate purchasing Walk-In Coolers and Freezers that meet the specifications outlined below in the salient characteristics section. This requirement is for purchase and delivery only. Installation will be accomplished by the construction contractor.

2. Specifications Please see below for salient characteristics.

mm (5 inch) thick exterior wall, floor and ceiling panels, and 101 mm (4 inch) thick interior dividing wall panels between compartments, filled with insulation. Double seal serrated neoprene rubber gaskets to assure air and vapor tight joints.

inside and outside, with 305 mm (12-inch) dimensions each side.

assure tight joints. Provide double seal serrated neoprene rubber gaskets to assure air and vapor tight joints on the interior and exterior of each panel along every tongue.

place polyurethane per detail drawings with manufacturer’s rated “K” factor of not more than 0.15, free rise design of not less than 27 kg per cubic meter (1.7 pounds per cubic foot), or in-place density of not less than 32 kg per cubic meter (2 pounds per cubic foot).

frame around the entire perimeter of the door opening.

b. Door to be an in-fitting flush-mounted type with dual flexible blade wiper gasket on the bottom, and a replaceable magnetic gasket on the top edge and along both sides.

c. Provide heated, double glass view windows in refrigerator doors.

d. Door to be equipped with a minimum of three (3) hinges, for rough usage including aluminum diamond plate on inside of door panel and frame to a height of 915 mm (36 inches).

e. Provide hydraulic exterior door closer to prevent slamming and assure secure closing.

f. Door hinges and latch and strike assembly: Manufacturer's standard, self-closing cam-lift type hinges, for 1219 mm (48 inch) door, chrome plated or polished aluminum finish, made to provide for locking, but with an inside safety release mechanism to prevent anyone from being locked inside when door is locked from outside.

g. Concealed, energy use selective, anti-sweat heater wire circuit: Provide sufficient heat to prevent condensation and frost formation at the door jambs and exterior edges of the door on all sides.

h. Thermometer: Manufacturer's standard, 50 mm (2-inch) minimum diameter, dial type, flush mounted in door panel.

1000 pounds per square foot) uniform load.

b. Provide prefabricated floor panels of the same construction as wall/ceiling .100 aluminum diamond treadplate surface over 13 mm (.5 inch) marine grade plywood Provide prefabricated floor panels which are recessed with, panels flush with surrounding building floor. Furnish two (2) sets of erection tools, compatible with fasteners, with each unit.

c. Wherever compartment dimension exceeds clear-span ability of ceiling panels, provide I-beam support on exterior of ceiling or spline-hangers. Install 13 mm (1/2 inch) diameter steel rods through beam/hangers and secure to structure above. Beams or posts within compartments are not acceptable.

d. Rub rail wall protectors: Manufacturer’s standard, at floor line of walls exposed to traffic.

safety shields. Lighting must conform with UL IP-65. Provide with diffuser and be capable of operating in minus 23 degrees C (-40 degrees Fahrenheit) temperature. Lights must run length of walk-in starting 610 mm (24 inches) from front panel and extending within 610 mm (24 inches) of back panel. Run between shelf rows to obtain 323 lux (30 foot-candles) at floor level regardless of any interior furnishings.

B. Provide motor driven integral compressor, motor starter, condenser, receiver, common base, and safety/operational controls.

C. Receiver capacity not to be less than 125 percent of system refrigerant charge.

D. For units racked above each other and for units installed in a closet, provide a factory fabricated steel rack extending approximately 1143 mm (45 inches) above the floor.

E. Provide two (2) condensing units and unit coolers with independent refrigeration systems for freezer when shown on construction documents or recommended by manufacturer due to size or freezer.

F. Do not locate compressors on top of refrigerators or freezers.

G. Provide positive oil lubrication and oil level indicating device for each compressor. Provide water regulating valve for water cooled unit.

H. Compressor Motor: Squirrel cage induction type of ample size for continuous operating at maximum compressor performance. Provide inherent protection, in compressor terminal box, for each phase of motor.

I. Pressure Switches: Automatic reset low pressure switch, and automatic or manual reset high pressure cutout.

operate at lower head pressures during low ambient temperature conditions. Designed and weather-proofed for outdoor installation, to operate satisfactorily at winter ambient temperatures down to 6 degrees C (10 degrees F), and be provided with crankcase and receiver heaters.

2. The condenser fans are to be driven by permanent split capacitor motors.

forced-ventilation type. Provide demand defrost controllers for defrosting, internal or external refrigerant distributor, single or multiple fans and motors, drip-pan, deflectors, aluminum or baked-enamel steel housing, hangers, and all accessories. Unit coolers for kitchen walk-in units to be NSF approved.

B. Motors: Permanent split capacitor type in accordance with Section 11 05 12, GENERAL MOTOR REQUIREMENTS FOR EQUIPMENT. Provide motors with thermal overload protection and manual starting switch.

C. Drain Pans: Galvanized sheet steel. Provide additional drain pans under uncovered refrigerant connections and interconnect them with main drain pan. For freezer units provide electrically heated drain pan with heated tape over condensate drain line.

controllers and occur during compressor off cycle with evaporator fan running continuously.

2. Freezer defrost: Defrost to be by demand defrost with Evaporator Efficiency Controller.

section of each unit.

1. System Components: Detecting thermostat, master control panel, interconnecting wiring, remote audible alarm, and defrost compensator. Provide dials showing temperatures and pilot lights, warning lights, switches, transformers, and buzzer, all as a part of the master control panel. Locate master control panel and remote audible alarm as indicated on construction documents. Provide power fuse to protect system components.

2. System Operation: Set alarms at 5 degrees C (10 degrees F) above and below specified operating temperatures.

B. Personnel Alarm: For each unit, provide separate audible alarm system operable from inside unit, for use of personnel unable to exit unit. Locate remote audible alarm where indicated on construction documents.

B. The UL-Listed, air-cooled rack systems shall be designed for outdoor installation. The units shall be pre-wired for a single point electrical connection with a main fused disconnect. The refrigeration units shall be housed in a weather-protected compact structural galvanized steel frame. The units shall include individual dedicated air-cooled condensers. Condensers shall be aluminum fin/copper tube designed to operate at 15 degrees T.D. The exterior housings shall be brushed 304 stainless steel with one-piece stainless-steel lift out louver panels for easy access to service. Entire galvanized metal frame shall be pre-assembled, welded and cleaned. Lifting points shall be integrated in the feet at each corner to facilitate installation. Condenser fan motors shall be mounted within the enclosure.

C. All Primary multiplex compressors shall be digital semi-hermetic or scroll type and factory assembled to operate with the refrigerant specified.

D. All Conventional, stand-by, and/or parallel compressors shall be semi-hermetic or scroll type and factory assembled to operate with specified refrigerant blend.

E. Compressors and refrigeration piping will be installed in such a manner as to eliminate noise with vibration eliminators in refrigeration lines, as needed. Each compressor unit shall be equipped with; oversized receiver, dual pressure control for cut in cut-out, a ball-bearing fan motor, fixed head pressure control, suction filter, liquid line sight glass, liquid line drier, crankcase heaters, headmaster controls and/or fan cycling, liquid line inlet and outlet valves, defrost cycle and armored super hose connections (in lieu of capillary tubes).

F. All refrigerant lines shall be extended to one side of the package in a neat and orderly manner. All tubing shall be securely supported and anchored with non-corrosive coated clamps.

All joints must be brazed, not soldered. All piping and controls shall be factory pressure-tested with nitrogen at 175 PSI.

G. Evaporator coils shall be a direct expansion type. Evaporators used will be all "Underwriters Laboratory Listed" supplied from factory with an electric expansion valve, solenoid valve, suction transducer, and Eco-Smart on-demand defrost controller, pre-wired and pre-piped under nitrogen pressure and designed for use with the refrigerant specified. Isolation ball valves are to be installed on the liquid and suction lines at each evaporator coil.

3. Warranty

Manufacturer shall agree to repair or replace compressors that fail in materials or workmanship within five (5) years from the date of receipt. Failure includes but is not limited to inability to maintain set temperature. Walk-in Panels to be warranted for five (5) years.

4. Publications The publications listed below form a part of this specification to the extent referenced in the salient characteristics.

Displacement Condensing Units

Applications

National Sanitation Foundation/American National Standard

(NSF/ANSI)7-09

Commercial Refrigerators and Storage Freezers

5. Delivery Location Attn: Purchase Order Number BOVA Corporation 111 McFann Rd Valencia, PA 16059 Email: Daniel.Santo@va.gov Phone: 412-493-6169

Prior to delivery, Contracting Officer Representative ( COR) shall receive shipping information from Contractor and forward to Logistics using the email(s) listed above.

The Contractor must comply and provide all necessary information to VA Clarksburg. Otherwise, the delivery may be refused and require redelivery at no additional cost to the government.

These items are being delivered to an offsite facility, and all deliveries need to be coordinated with the Department of Veterans Affairs at least one (1) day prior to delivery. Failure to do so would result in a shipment being rejected because no authorized representative of the government would be available to accept the shipment.

6. Requested Delivery Date Delivery of equipment is requested to occur approximately 8-10 weeks ARO (After Receipt of Order). The typical lead time for this type of equipment is eight (8) weeks.

7. Safety Data Sheet (SDS) If applicable, contractor shall provide three (3) copies of each Safety Data Sheet for every product, chemical, etc. SDS sheets shall be provided on the same day those materials arrive at BOVA Corporation.

8. Delivery Coordination Normal business hours for acceptance of deliveries are 7:30AM – 12:00PM and 12:30PM – 3:00PM (Eastern Time), Monday thru Friday excluding Holidays. Deliveries must be coordinated in advance with COR once a ship date is established.

B.1 PRICE/COST SCHEDULE

ITEM INFORMATION

WALK IN REFRIGERATOR

In accordance with the specifications outlined in the SOW Contract Period: Base POP Begin: 09-15-2025 POP End: 12-31-2025 PRINCIPAL NAICS CODE: 333415 - Air-Conditioning and Warm Air Heating Equipment and Commercial and Industrial Refrigeration Equipment Manufacturing PRODUCT/SERVICE CODE: 4110 - Refrigeration Equipment

WALK IN FREEZER

In accordance with the specifications outlined in the SOW Contract Period: Base POP Begin: 09-15-2025 POP End: 12-31-2025 PRINCIPAL NAICS CODE: 333415 - Air-Conditioning and Warm Air Heating Equipment and Commercial and Industrial Refrigeration Equipment Manufacturing PRODUCT/SERVICE CODE: 4110 - Refrigeration Equipment

B.2 DELIVERY SCHEDULE

1.00

1.00

Page 1 of Page 1 of

SECTION C - CONTRACT CLAUSES

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

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

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

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

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

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

(End of Addendum to 52.212-4)

C.2 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (JAN 2025) (DEVIATION FEB 2025)

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

[X] (12) 52.209–6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, Proposed for Debarment, or Voluntarily Excluded. (JAN 2025) (31 U.S.C. 6101 note).

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

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

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

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

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

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

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

[X] (20) 52.219-8, Utilization of Small Business Concerns (JAN 2025) (15 U.S.C. 637(d)(2) and (3)).

[] (21)(i) 52.219–9, Small Business Subcontracting Plan (JAN 2025) (15 U.S.C. 637(d)(4)).

[] (ii) Alternate I (NOV 2016) of 52.219-9.

[] (iii) Alternate II (NOV 2016) of 52.219-9.

[] (iv) Alternate III (JAN 2025) of 52.219–9.

[] (v) Alternate IV (JAN 2025) of 52.219–9.

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

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

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

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

[X] (25) 52.219–27, Notice of Set-Aside for, or Sole-Source Award to, Service-Disabled Veteran-Owned Small Business (SDVOSB) Concerns Eligible Under the SDVOSB Program (FEB 2024) (15 U.S.C. 657f).

[X] (26) (i) 52.219-28, Postaward Small Business Program Rerepresentation (JAN 2025) (15 U.S.C. 632(a)(2)).

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

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

[] (28) 52.219–30, Notice of Set-Aside for, or Sole-Source Award to, Women-Owned Small Business Concerns Eligible Under the Women-Owned Small Business Program (OCT 2022) (15 U.S.C. 637(m)).

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

[] (30) 52.219–33, Nonmanufacturer Rule (SEP 2021) (15 U.S.C. 637(a)(17)).

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

[X] (32) 52.222–19, Child Labor—Cooperation with Authorities and Remedies (JAN 2025) (E.O. 13126).

[] (33) [Reserved] [] (34) [Reserved] [X] (35)(i) 52.222–35, Equal Opportunity for Veterans (JUN 2020) (38 U.S.C. 4212).

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

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

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

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

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

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

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

[] (40) 52.222-54, Employment Eligibility Verification (JAN 2025). (E.O. 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial products or commercial services as prescribed in FAR 22.1803.)

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

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

[X] (42) 52.223-11, Ozone-Depleting Substances and High Global Warming Potential Hydrofluorocarbons (MAY 2024) (42 U.S.C. 7671, et seq.).

[] (43) 52.223-12, Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners (MAY 2024) (42 U.S.C. 7671, et seq.).

[] (44) 52.223-20, Aerosols. (MAY 2024) (42 U.S.C. 7671, et seq.).

[] (45) 52.223-21, Foams (MAY 2024). (42 U.S.C. 7671, et seq.).

[X] (46) 52.223-23,…