S02-36C25820Q0376 RFQ 20200827.docx

36C25820Q0376

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.

DUNS:

DUNS+4:

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. 2/2012)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

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

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

36C25820Q0376 08-27-2020 Sheri Eiri 602-795-4362 09-04-2020 12:00pm Department of Veterans Affairs NCO22-Gilbert Network Contracting 777 E. Missouri, Suite 300 Phoenix AZ 85014 X X 561621 $22 Million N/A X Department of Veterans Affairs Phoenix VA Healthcare System 650 E. Indian School Road Phoenix AZ 85012 Department of Veterans Affairs NCO22-Gilbert Network Contracting 777 E. Missouri, Suite 300 Phoenix AZ 85014

This is accomplished through the Tungsten Network located at:

http://www.fsc.va.gov/einvoice.asp This is mandatory and the sole method for submitting invoices.

See CONTINUATION Page This is Total Service-Disabled Veteran-Owned Small-Business Set A Side.

The Phoenix VA Healthcare System has a requirement for a contractor to provide C-CURE 9000 Software House Annual License Renewals and Updates.

See CONTINUATION Page X X Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

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

a. CONTRACTOR:

b. GOVERNMENT: Contracting Officer 36C258 Department of Veterans Affairs NCO22-Gilbert Network Contracting 777 E. Missouri, Suite 300 Phoenix AZ 85014

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.

This is accomplished through the Tungsten Network located at: http://www.fsc.va.gov/einvoice.asp This is mandatory and the sole method for submitting invoices.

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

STATEMENT OF WORK

I. BACKGROUND

The Phoenix VA Healthcare System has a continued requirement for annual Software House License renewals and updates for C-Cure uplift and Software House C-CURE 9000 Card Access at the medical center.

· C-C9000 Ser R Plus 1 Yr. SSA Std

· C-CURE 9000 SSA Uplift for LightHouse Option

· PIV Check Certif Manager TSP

· PIV Check Plus, Desk /SWO TSP

· FY2021 Access Control Software Support

II. PROJECT OBJECTIVES:

The objective of this project is to for the contractor to provide annual CCURE 9000 software license renewals and updates for the associated software in support of the Phoenix VA Healthcare System.

III. SCOPE OF WORK/REQUIREMENTS: The contractor shall provide all necessary personnel, tools, equipment, and materials required to perform the tasks below.

A. Scope of work:

Contractor shall provide annual software license renewals and updates to the C-Cure 9000 systems. The equipment is located at the Phoenix VA Health Care System (PVAHCS), 650 E. Indian School Road, Phoenix, AZ 85012.

B. Description of Services:

Contractor shall provide annual software license renewals and updates to the C-Cure 9000 systems (Serial Number: 9-10449) and shall provide a telephone number for remote technical support, if needed. The contractor is responsible for ensuring all software updates have been download and working properly. One Lynx system at the main hospital integrates with C-CURE 9000 System.

C. SSA’s” (Software Service Agreements)

1. CC9000-RP-SSA1 - Annual Software Support Agreement for C-CURE 9000 Series R Plus

2. CC9000-LIH-S - C-CURE 9000 SSA Uplift for Network Harbor LightHouse PSIM

3. SWH-OEM-SSA PVC-CM-SSA: Access Control Software Support

4. PVC-CM-SSA - SSA, TSP.Sensormatic, 1YR, PIVCheck Certificate Manager Software Technical Service Plan

5. PVCP-D/S-SSA - SSA, SWH,1YR,PIVCheck Plus Desktop s/w,Audit Trail s/w,w/ 1 PACS Plug-in. Technical Service Plan

Compliance

1. Working Hours: Work shall be performed during normal business hours Monday through Friday excluding federal holidays between the hours of 6:00 am to 3:30 pm local time. Federal holidays observed may be exchanged for contractor observed day, only on a one for one basis, requested by the contractor and subject to approval by the Contracting Officer.

2. Service Calls; Notification and Response Time: The contractor shall provide unlimited remote technical support. Contractor shall provide 24 hour / 7 days a week technical support and telephone number within 48 hours after receipt of award to the Contractor’s Officer’s Representative. The VA medical center Police Department shall notify the contractor of software malfunction, the nature of the malfunction and the availability of the equipment. The VA is responsible to make the equipment available. In an emergency, Maintenance & Operations shall inform the contractor of the delay and schedule and coordinate a new availability time. The contractor must acknowledge receipt of notification by calling Police services within two (2) hours of the originating call. The contractor shall be on-site to make repairs within eight (8) hours of the originating call or next business day. The contractor shall restore the equipment to full performance within 24 hours of the originating call and/or have the capability to provide an alternate solution of equal capacity. Charges to the VA for any equipment rental in order to facilitate continued function of equipment shall originate only upon prior approval granted by the Police services Supervisor or his designee.

3. Software: This contract includes all necessary replacement software. Full performance is defined as; all defective software shall be replaced with updated software equivalent to the original software and meets or exceeds the manufacturer’s original performance specifications. The contractor is responsible to have in-stock or can provide all necessary software, components, assemblies, modules and equipment to restore any malfunctioning equipment to full performance. The contractor shall supply and bear the cost of all software to full performance. NOTE: Software, considered to be the manufacturer’s recommended software, shall be updated. All software shall meet the original manufacturer’s design specifications. Concurrence and approval of the VA Police and IT department.

4. Confirmation of Repair Work: All completed updates must be confirmed and approved by the Police services and IT personal during regular hospital work hours, 6:00 A.M. - 3:30 P.M., Monday through Friday excluding federal holidays. The COR will confirm and approve all after-hour and/or emergency work the following business day.

5. Performance and Testing: After completion of software update, the system shall be operated by the contractor to ensure all components meet required standards as outlined in manufacturer’s specifications.

6. Clean-up: The contractor shall be responsible for cleaning the work area and equipment upon completion of work. Any accumulated rubbish shall be removed.

7. Special Tools: The contractor shall provide all tools as required for the performance of the contract.

8. Over and Above Repairs: Upon discovery of a malfunctioning part the contractor shall immediately notify Police Services and IT Department. The repair job shall not be initiated until approval is obtained from the COR and/or Contracting Officer. The contractor shall provide the COR and Contracting Officer with a quote for over and above repairs. The VA has sole discretion to have the contractor or another contractor perform over and above or emergency repairs.

For emergencies over and above the PWS, if quote pricing is within the COR’s Government Purchase Card threshold (GPC), the COR will authorize payment. For emergencies over the COR’s GPC threshold, only the Contracting Officer is authorized to approve contract modifications. Any work to be performed, which is not covered by this PWS, shall be approved by the Contracting Officer, through a modification, prior to the work being performed.

9. Contractor’s Employees: Contractor personnel shall wear visible identification and appearance shall be easily recognized as contractor employees. Example: wearing of distinctive clothing such as a uniform, badges, patches, etc.

10. Escort and Check-in: All contractor personnel working on-site at the Phoenix VA Healthcare System Medical Center shall check in and out with Personal Identification Verification (PIV) Office located in Building 1, Room 1148D Extension 4990. Check-in procedures require receiving a temporary badge and completing the necessary information on the vendor sign-in sheet. Access to work areas and performance monitoring will be provided by Police Services and IT Department After-hours response will be overseen by Police Services and IT Department.

Software Maintenance – Contractor shall perform onsite annual C-CURE 9000 Software House software license renewals and updates at the Phoenix VA Main Hospital once a year. Software shall be installed, maintained and upgraded as per manufacturer’s recommendations. Contractor to maintain an updated version of software downloads in Police Services and IT Department. Contractor to coordinate annual software updates with TBD at (602) 277-5551 Extension TBD.

D. Software House C-CURE 9000 Card Access System.

Contractor must be authorized to provide C-CURE 9000 Software House Software Services. Contractor to provide copy of Software House CCURE 9000 Card Access System Certification in the form of a Software House Certified Dealer Certificate or authorization letter from Software House as evidence.

Location:

Phoenix VA Health Care System 650 E. Indian School Road Phoenix, Arizona 85012

E. System Changes Installation and Programming and Testing of:

· Software Service Agreements

· CC9000 Ser R Plus 1 Year SSA Std

· CCURE 9000 SSA Uplift for LightHouse Operations

· PIVCheck Certification Manager TSP

· PIVCheck Plus, Desk /SWO TSP

· FY2021 Access Control Software Supt The contractor shall guarantee all work performed for installation labor, programming and testing and inspections.

1. Information and Information Technology Security:

a. Services do not require the connection of one or more contractor-owned IT devices (such as a laptop computer or remote connection from a contractor system) to a VA internal trusted (i.e., non-public) network. Therefore, Certification and Accreditation (C & A) requirements do not apply and a security accreditation is not required for this contract.

b. Sensitive data may be present in equipment, instruments, or infrastructure to be serviced as part of this procurement. Therefore, the following privacy considerations from Appendix C apply.

c. Any equipment capable of storing VA sensitive information must be purged of all data before maintenance or repair is performed whether on station or off site.

d. Due to the threat of data breach, compromise or loss of information that resides on either VA-owned or contractor-owned systems, and to comply with Federal laws and regulations, VA has developed an Information and Information Technology Security clause to be used when VA sensitive information is accessed, used, stored, generated, transmitted, or exchanged by and between VA and a contractor, subcontractor or a third party in any format (e.g., paper, microfiche, electronic or magnetic portable media).

e. The contractor, their personnel, and their subcontractors shall be subject to the Federal laws, regulations, standards, and VA Directives and Handbooks regarding information and information system security as delineated in this contract.

f. All contracted personnel requiring access to VA facilities more than two consecutive days, must complete VHA privacy training, course VA10203. All service agents having access to protected health information (PHI) in the performance of their official duties or have access to VA systems (e.g. CPRS or Vista Web) must provide proof of training upon request. VA Privacy Training is available from the TMS website at: https://www.tms.va.gov.

2. Management of Government Records.

a. Citations to pertinent laws, codes, and regulations such as 44 U.S.C. chapters 21, 29, 31, and 33; Freedom of Information Act 5 U.S.C. 552; Privacy Act 5. U.S.C. 552a; 36 CFR Part 1222 and Part 1228.

b. The Contractor shall treat all deliverables under the contract as property of the U.S. Government for which the Government Agency shall have unlimited rights to use, dispose of, or disclose such data contained therein as it determines to be in the public interest.

c. The Contractor shall not create or maintain any records that are not specifically tied to or authorized by the contract using Government IT equipment and/or Government records.

d. The Contractor shall not retain, use, sell, or disseminate copies of any deliverable that contains information covered by the Privacy Act of 1974 or that which is generally protected by the Freedom of Information Act.

e. The Government Agency owns the rights to all electronic information and all supporting documentation created as part of this contract. The Contractor must deliver sufficient technical documentation with all data deliverables to permit the Agency to use the data.

f. The Contractor agrees to comply with Federal and Agency records management policies, including those policies associated with the safeguarding of records covered by the Privacy Act of 1974. These policies include the preservation of all records created or received regardless of format, mode of transmission, or state of completion.

g. No disposition of documents shall be allowed without the prior written consent of the Contracting Officer. The Agency and its contractors are responsible for preventing the alienation or unauthorized destruction of records, including all forms of mutilation. Willful and unlawful destruction, damage, or alienation of Federal records is subject to the files and penalties imposed by 18 U.S.C. 2701. Records may not be removed from the legal custody of the Agency or destroyed without regard to the provisions of the agency records schedules.

h. The Contractor is required to obtain the Contracting Officer’s approval prior to engaging in any contractual relationship in support of this contract requiring the disclosure of information, documentary material, and/or records generated under or relating to this contract. The contractor is required to abide by Government and Agency guidance for protecting sensitive and proprietary information.

IV. Information Security and Privacy:

In reference to VHA 6500.6, Appendix A, Item 7, this project does not require acquisition of a service that involves storage, transmitting or exchanging VA sensitive information as this requirement is strictly a construction activity per the SOW below.

In reference to VHA 6500.6, Appendix A, Item 7, acquired services do not require the connection of one or more contractor-owned IT devices (such as a laptop computer or remote connection from a contractor system) to a VA internal trusted (i.e., non-public) network. Therefore, Certification and Accreditation (C & A) requirements do not apply and a security accreditation is not required for this contract.

Sensitive data may be present in equipment, instruments, or infrastructure to be inspected as part of this procurement. Therefore, the following privacy considerations from Appendix C apply.

Due to the threat of data breach, compromise or loss of information that resides on either VA-owned or contractor-owned systems, and to comply with Federal laws and regulations, VA has developed an Information and Information Technology Security clause to be used when VA sensitive information is accessed, used, stored, generated, transmitted, or exchanged by and between VA and a contractor, subcontractor or a third party in any format (e.g., paper, microfiche, electronic or magnetic portable media).

The contractor, their personnel, and their subcontractors shall be subject to the Federal laws, regulations, standards, and VA Directives and Handbooks regarding information and information system security as delineated in this contract.

All contracted personnel requiring access to VA facilities more than two (2) consecutive days, must complete VHA privacy training, course VA10203. All service agents having access to protected health information (PHI) in the performance of their official duties or have access to VA systems (e.g. CPRS or Vista Web) must provide proof of training upon request. VA Privacy Training is available from the TMS website at:

Place of Performance:

Phoenix VA Health Care System 650 E Indian School Road Phoenix, AZ 85012

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

CC9000-RP-SSA1

Annual Software Support agreement for C-CURE 9000 Series R Plus Contract Period: Base POP Begin: 10-01-2020 POP End: 09-30-2021

CC9000-LIH-S

C-CURE 9000 SSA Uplift for Network Harbor LightHouse PSIM Option Contract Period: Base

SWH-OEM-SSA PVC-CM-SSA: Access Control Software Support (onsite software update) Contract Period: Base

PVC-CM-SSA

SSA, TSP.Sensormatic, 1YR, PIVCheck Certificate Manager Software Technical Service Plan Contract Period: Base

PVCP-D/S-SSA

SSA, SWH,1YR,PIVCheck Plus Desktop s/w,Audit Trail s/w,w/ 1 PACS Plug-in. Technical Service Plan Contract Period: Base

CC9000-RP-SSA1

Contract Period: Option 1 POP Begin: 10-01-2021 POP End: 09-30-2022

CC9000-LIH-S

Contract Period: Option 1

SWH-OEM-SSA PVC-CM-SSA: Access Control Software Support (onsite software update) Contract Period: Option 1 POP Begin: 10-31-2021

PVC-CM-SSA

Contract Period: Option 1

PVCP-D/S-SSA

Contract Period: Option 1

CC9000-RP-SSA1

Contract Period: Option 2 POP Begin: 10-01-2022 POP End: 09-30-2023

CC9000-LIH-S

Contract Period: Option 2

SWH-OEM-SSA PVC-CM-SSA: Access Control Software Support (onsite software update) Contract Period: Base

PVC-CM-SSA

Contract Period: Option 2

PVCP-D/S-SSA

Contract Period: Option 2

CC9000-RP-SSA1

Contract Period: Base POP Begin: 10-01-2023 POP End: 09-30-2024

CC9000-LIH-S

Contract Period: Base

SWH-OEM-SSA PVC-CM-SSA: Access Control Software Support (onsite software update) Contract Period: Option 3

PVC-CM-SSA

Contract Period: Option 3

PVCP-D/S-SSA

Contract Period: Option 3

CC9000-RP-SSA1

Contract Period: Option 4 POP Begin: 10-01-2024 POP End: 09-30-2025

CC9000-LIH-S

Contract Period: Option 4

SWH-OEM-SSA PVC-CM-SSA: Access Control Software Support (onsite software update) Contract Period: Option 4

PVC-CM-SSA

Contract Period: Option 4

PVCP-D/S-SSA

Contract Period: Option 4

B.3 DELIVERY SCHEDULE

Phoenix VA Healthcare System 650 E. Indian School Road

1.00

TBD

Carl T. Hayden Medical Center 650 E. Indian School Road

1.00

Carl T. Hayden Medical Center 650 E. Indian School Road

8.00

Carl T. Hayden Medical Center 650 E. Indian School Road

1.00

Carl T. Hayden Medical Center 650 E. Indian School Road

2.00

Phoenix VA Healthcare System 650 E. Indian School Road

1.00

Carl T. Hayden Medical Center

1.00

Carl T. Hayden Medical Center 650 E. Indian School Road

8.00

Carl T. Hayden Medical Center 650 E. Indian School Road

1.00

Carl T. Hayden Medical Center 650 E. Indian School Road

2.00

Phoenix VA Healthcare System

1.00

Carl T. Hayden Medical Center 650 E. Indian School Road

1.00

Carl T. Hayden Medical Center 650 E. Indian School Road

8.00

Carl T. Hayden Medical Center

1.00

Carl T. Hayden Medical Center 650 E. Indian School Road

2.00

Phoenix VA Healthcare System 650 E. Indian School Road

1.00

Carl T. Hayden Medical Center 650 E. Indian School Road

1.00

Carl T. Hayden Medical Center 650 E. Indian School Road

8.00

Carl T. Hayden Medical Center 650 E. Indian School Road

1.00

Carl T. Hayden Medical Center 650 E. Indian School Road

2.00

Phoenix VA Healthcare System 650 E. Indian School Road

1.00

Carl T. Hayden Medical Center

1.00

Carl T. Hayden Medical Center

8.00

Carl T. Hayden Medical Center 650 E. Indian School Road

1.00

Carl T. Hayden Medical Center 650 E. Indian School Road

2.00

Page 1 of Page 1 of

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS (OCT 2018)

(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 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 32.608-2 of the Federal Acquisition Regulation in effect on the date of this contract.

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

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

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

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

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

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

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

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

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

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

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

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

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

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

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

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

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

(End of Clause)

C.3 52.204-21 BASIC SAFEGUARDING OF COVERED CONTRACTOR INFORMATION SYSTEMS (JUN 2016)

(a) Definitions. As used in this clause— Covered contractor information system means an information system that is owned or operated by a contractor that processes, stores, or transmits Federal contract information.

Federal contract information means information, not intended for public release, that is provided by or generated for the Government under a contract to develop or deliver a product or service to the Government, but not including information provided by the Government to the public (such as on public Web sites) or simple transactional information, such as necessary to process payments.

Information means any communication or representation of knowledge such as facts, data, or opinions, in any medium or form, including textual, numerical, graphic, cartographic, narrative, or audiovisual (Committee on National Security Systems Instruction (CNSSI) 4009).

Information system means a discrete set of information resources organized for the collection, processing, maintenance, use, sharing, dissemination, or disposition of information (44 U.S.C. 3502).

Safeguarding means measures or controls that are prescribed to protect information systems.

(b) Safeguarding requirements and procedures. (1) The Contractor shall apply the following basic safeguarding requirements and procedures to protect covered contractor information systems. Requirements and procedures for basic safeguarding of covered contractor information systems shall include, at a minimum, the following security controls:

(i) Limit information system access to authorized users, processes acting on behalf of authorized users, or devices (including other information systems).

(ii) Limit information system access to the types of transactions and functions that authorized users are permitted to execute.

(iii) Verify and control/limit connections to and use of external information systems.

(iv) Control information posted or processed on publicly accessible information systems.

(v) Identify information system users, processes acting on behalf of users, or devices.

(vi) Authenticate (or verify) the identities of those users, processes, or devices, as a prerequisite to allowing access to organizational information systems.

(vii) Sanitize or destroy information system media containing Federal Contract Information before disposal or release for reuse.

(viii) Limit physical access to organizational information systems, equipment, and the respective operating environments to authorized individuals.

(ix) Escort visitors and monitor visitor activity; maintain audit logs of physical access; and control and manage physical access devices.

(x) Monitor, control, and protect organizational communications (i.e., information transmitted or received by organizational information systems) at the external boundaries and key internal boundaries of the information systems.

(xi) Implement subnetworks for publicly accessible system components that are physically or logically separated from internal networks.

(xii) Identify, report, and correct information and information system flaws in a timely manner.

(xiii) Provide protection from malicious code at appropriate locations within organizational information systems.

(xiv) Update malicious code protection mechanisms when new releases are available.

(xv) Perform periodic scans of the information system and real-time scans of files from external sources as files are downloaded, opened, or executed.

(2) Other requirements. This clause does not relieve the Contractor of any other specific safeguarding requirements specified by Federal agencies and departments relating to covered contractor information systems generally or other Federal safeguarding requirements for controlled unclassified information (CUI) as established by Executive Order 13556.

(c) Subcontracts. The Contractor shall include the substance of this clause, including this paragraph (c), in subcontracts under this contract (including subcontracts for the acquisition of commercial items, other than commercially available off-the-shelf items), in which the subcontractor may have Federal contract information residing in or transiting through its information system.

(End of Clause)

C.4 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.5 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 60 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 Five (5) Years.

(End of Clause)

C.6 52.224-1 PRIVACY ACT NOTIFICATION (APR 1984)

The Contractor will be required to design, develop, or operate a system of records on individuals, to accomplish an agency function subject to the Privacy Act of 1974, Public Law 93-579, December 31, 1974 (5 U.S.C. 552a) and applicable agency regulations. Violation of the Act may involve the imposition of criminal penalties.

(End of Clause)

C.7 52.227-19 COMMERCIAL COMPUTER SOFTWARE LICENSE (DEC 2007)

(a) Notwithstanding any contrary provisions contained in the Contractor's standard commercial license or lease agreement, the Contractor agrees that the Government will have the rights that are set forth in paragraph (b) of this clause to use, duplicate or disclose any commercial computer software delivered under this contract. The terms and provisions of this contract shall comply with Federal laws and the Federal Acquisition Regulation.

(b)(1) The commercial computer software delivered under this contract may not be used, reproduced, or disclosed by the Government except as provided in paragraph (b)(2) of this clause or as expressly stated otherwise in this contract.

(2) The commercial computer software may be—

(i) Used or copied for use with the computer(s) for which it was acquired, including use at any Government installation to which the computer(s) may be transferred;

(ii) Used or copied for use with a backup computer if any computer for which it was acquired is inoperative;

(iii) Reproduced for safekeeping (archives) or backup purposes;

(iv) Modified, adapted, or combined with other computer software, provided that the modified, adapted, or combined portions of the derivative software incorporating any of the delivered, commercial computer software shall be subject to same restrictions set forth in this contract;

(v) Disclosed to and reproduced for use by support service Contractors or their subcontractors, subject to the same restrictions set forth in this contract; and

(vi)…