S02 - 36C26123Q0190.docx

36C26123Q0190

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

01-09-2023

RICO JOHNSON

NONE

02-10-2023

11:00AM

PST

612MCP

Department of Veterans Affairs VA Sierra Pacific Network (VISN 21) VA Northern California HealthCare System 5342 Dudley Blvd, Bldg 209 McClellan CA 95652-2609

X

621910 $20 Million

N/A

VA Northern California Healthcare System 5342 Dudley Blvd., Bldg. 209

McClellan CA 95652

612MCP

Department of Veterans Affairs Department of Veterans Affairs VA Northern California HealthCare System 3230 Peacekeeper Way, Bldg. 209 McClellan CA 95652-1012

Department of Veterans Affairs FMS VA-9(101) Financial Services Center

PO Box 149971 Austin TX 78714-9971

See CONTINUATION Page

AIR AMBULANCE SERVICE FOR VA CENTRAL CALIFORNIA

HEALTHCARE SYSTEM (FRESNO).

See CONTINUATION Page

RICO JOHNSON

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 36C261 Department of Veterans Affairs VA Sierra Pacific Network (VISN 21) VA Northern California HealthCare System 5342 Dudley Blvd, Bldg 209 McClellan CA 95652-2609

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

3. INVOICES: Invoices shall be submitted in arrears:

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

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

Page 1 of Page 1 of

STATEMENT OF WORK

1. PURPOSE: Medical Air Transport Services The purpose of this contract is to provide medical air transport services for eligible beneficiaries for The Department of Veterans Affairs Central California Health Care System, located in Fresno, CA (herein after known as the VACCHCS).

2. BACKGROUND:

Contractor to provide an appropriate aircraft medical transport vehicle to transport personnel and patient care equipment and supplies in accordance with the specifications, terms, conditions, and provisions of this agreement which meets or exceeds the standards set forth in the applicable sections of the CAMTS, Current Edition. All work related to this contract will be performed by the Contractor in accordance with any applicable Federal Aviation Administration (FAA), U.S. Department of Transportation, or Occupational Safety Health Administration (OSHA) regulations, as well as applicable State health and safety regulations, health care accreditation standards (Joint Commission or equivalent accreditation organization), and standard industry practices as defined by the Association of Air Medical Services for air ambulance transportation. Pricing should include all legs of transportation including ground ambulance to and from respective airports. The demand for air ambulance services is estimated to be 2-8 flights per year.

3. SCOPE OF WORK:

Transportation originates from VACCHCS to final destinations to a medical facility outside the local area. Most beneficiaries will be transported within Central and Northern California. This includes Fresno, San Francisco, Mather, Sacramento, Palo Alto, and Vacaville. However, this does not preclude the transport of beneficiaries from and to other locations outside this area when required.

It is further understood that only a physician or registered nurse with critical care training and current advanced cardiac life support will be designated as the medical flight attendant in accordance with the standards of CAMTS for any critical care transport. Critical care air transports require an additional team member, for a minimum of two medical attendants, (for example but not limited to RN/RN, RN/PA, RN/MD.RN/EMT-P). All personnel shall be available for each transport within an agreed upon response time between the Contractor and the Department of Veteran Affairs Care facilities.

All patients who do not require monitoring or medication titration and have not been deemed a Critical Care Transport, as outlined above, will be considered a NON-CRITICAL AIR TRANSPORT. The Medical Flight Attendant on a non-critical air transport may be an EMT/paramedic.

4. PERIOD OF PERFORMANCE

The base period of performance for this contract shall begin at date of award and expire after one (1) year and includes three (3) option years that may be exercised at the discretion of the Government.

5. GENERAL REQUIREMENTS

a. RESPONSE TIME:

i. For Prescheduled pickups, the Contractor will be required to furnish a ground ambulance within 15 minutes of the prearranged time.

ii. For unscheduled pickups, the Contractor agrees to have patient transported to the departing airport, prepared, and airborne with 4 (four) hours after receipt of telephone order or as agreed between the contractor and the authorized VACCHCS Northport requestor. If the Contractor identifies they cannot furnish the services within the time specified, the Government reserves the right to obtain the necessary services from another source and charge the contractor for any excess costs which may result. The Government will be the sole judge in determining when to order services from a different source.

iii. In the event of a NO-SHOW by the Contractor, the Government reserves the right to obtain the necessary services from another source and charge the Contractor for any excess costs which may result.

b. All aircraft shall be operated within Federal Aviation Administration (FAA) (www.faa.gov) rules and regulations governing air taxi operations. All Contractor personnel and passengers shall abide by applicable FAA rules and regulations.

c. LAYOVERS: The VACCHCS will authorize payment for only those layovers necessitated by the patient, the government, or Federal Air Regulations pilot duty requirements.

d. At the discretion of the pilot, passengers, such as family members, may accompany the patient when deemed in the best interest of the patient by an authorized VA official. All applicable FAA regulations must still be met. There shall be no extra cost to the VA.

e. All Contractor facilities, including ramps, ramp areas, buildings, passenger areas, etc., shall be maintained in a clean and orderly condition, free from debris and any accumulation which may constitute an accident or fire hazard. Fences and warning signs shall be provided for public protection against hazards.

f. NUMBER AND TYPE OF PATIENTS: It is understood that only ONE patient will be transported on a trip unless specifically authorized by the VACCHCS. When more than one patient is transported on a trip, reimbursement will be made at the rate not exceeding the cost of transporting a single patient; however, the longest distance over which a patient is transported may be claimed when more than one patient is transported in a single airplane concurrently. Under no circumstances will the VA order Air Ambulance Service for more than two patients for any one flight. The Contractor shall not refuse to accept patients; for example, heart cases, the mentally disturbed, the critically ill or those with communicable disease. Contractor will not be expected to accept any patient unless a physician authorizes the flight and informs the Contractor regarding any special treatment or care required enroute such as administration of oxygen or medication.

g. AIRCRAFT MAINTENANCE:

i. All aircraft used in the performance of this agreement must be maintained in an airworthy condition in accordance with all applicable FAA Regulations and CAMTS procedures by means of an established inspection and maintenance plan. Line inspections shall be performed at least once in the twenty-four (24) hour period preceding a flight. Aircraft shall be handled exclusively by trained personnel.

ii. Contractor shall own and operate adequate maintenance facilities or shall have a contract or agreement with an acceptable shop to perform aircraft maintenance. Said contract/agreement to provide required maintenance shall be performed as and when required by the air taxi operator.

i. LIFEGUARD FLIGHT PLANS: Operators engaging in air ambulance operations should use the word "Lifeguard" in the remarks section of their flight plan (see Airman's Information Manual). The term "Lifeguard" should only be used when expeditious handling is required. An Air Traffic Controller can help a pilot avoid significant weather and turbulence and can pass information to ground personnel to help expedite the handling of patients. These additional services will be provided when the controller's workload permits.

j. DEVIATIONS FROM FAA REGULATIONS: Deviations from Federal Aviation Administration Regulations shall be reported in accordance with Federal Aviation Administration Regulations Part 91.3 and 135.19. Deviation decisions related to flight safety can only be made by the pilot who must consider the safety of all persons aboard as well as the needs of the patient.

Patient's name Date of flight Diagnosis Originating and terminating points, and patient's condition upon departure and arrival

m. An in-flight medical attendant's report of the patient's status, which meets/exceeds standards of CAMTS will be provided with-in 24 hours of flight completion. Reports will be sent to both the sending and receiving VA facility. (These notes can be vitally important to those who must provide subsequent care.)

6. STANDARDS OF PRACTICE: Protocols and standing written guidelines which meets/exceeds standards of CAMTS will be provided to the VACCHCS initially and updates as changes occur as well as annually.

7. EQUIPMENT AND SERVICE:

a. All ambulance aircraft shall comply with the regulations of the FAA, Federal Aeronautics Regulations (Parts 135/121) and rules and regulations of the state in which Contractor conducts business.

b. All ambulance aircraft used in the performance of this agreement must be equipped with functioning two-way radios. Such aircraft must be equipped with all flight instruments required by the Federal Aviation Agency (FAA) regulations for the type of flight operations to be conducted. Such aircraft must also have the facilities to maintain proper cabin temperatures under all flight conditions.

c. It is agreed and understood that only the aircraft listed on record at the VA will be employed in the performance of the services covered by this agreement and that no additional aircraft will be added to the agreement without the written approval of the Contracting Officer.

8. ELECTRICAL: Aircraft must have an electrical inverter system for simultaneously required electrical supply for emergency medical equipment; the voltage of which is compatible to the medical equipment required.

9. HEATING SYSTEM: The heating system should have the capacity of maintaining the cabin temperature at about 75 degrees Fahrenheit during all phases of operation.

10. COMMUNICATIONS SYSTEM: The aircraft must have radio capability to communicate air to ground and air to air which meets/exceeds standards of CAMTS.

11. LIGHTING SYSTEM: Interior lighting should be adequate for patient observation and care under all circumstances. During night operations, a curtain should be used if necessary to protect the cockpit from lights in the patient compartment.

12. LOADING STRETCHERS AND LITTERS: Aircraft doors should be large enough to allow a stretcher or litter to be loaded without rotating it more than 30 degrees about the longitudinal (roll) axis or 45 degrees about the lateral (pitch) axis.

13. POSITIONING THE STRETCHER OR LITTER: The stretcher or litter should be positioned to allow the medical attendant a clear view of the access to any part of the patient's body that may require attention. The attendant should always have access to the patient's head and upper body. The upper surface of the litter should not be less than 30 inches from the ceiling of the aircraft or the under surface of another litter. 40 inches is required between the upper surface of the litter to the aircraft ceiling to conduct CPR. A conventional stretcher or litter will be at least 19 inches wide and 73 inches long. Between 12 and 18 inches of clear aisle at the head and on one side of the litter is desirable. When possible, litters should be installed laterally in the aircraft to better restrain against forces, which may be encountered in a crash.

14. BASIC MEDICAL EQUIPMENT REQUIRED FOR EACH FLIGHT:

a. Air ambulance equipment must meet the requirements which meet/exceed standards of CAMTS.

b. Medications/intravenous solutions, dressings, catheterization kits, etc., for specific patient problems will be provided by the respective VA medical center.

c. Maintenance of medical equipment and supplies shall meet/exceed standards of CAMTS.

d. The equipment required in each aircraft used in the performance of services under this agreement shall meet/exceed standards of CAMTS.

15. GROUND AMBULANCE:

a. The Contractor is responsible for making ground ambulance arrangements with the appropriate VA or local ground Ambulance Company if the VA does not have a ground ambulance contract or agreement for the area. If arrangement is made by the air ambulance Contractor, the ground ambulance subcontractor will invoice the air ambulance company who will invoice the VA. The air ambulance Contractor will not release the patient until ground transportation is available. To provide continuity of transportation, the air ambulance operator should coordinate aircraft departures and arrivals with required surface transportation to avoid any delays at the points of origin or destination. Generally, the air ambulance should be available for immediate boarding at origin, and ground transportation should be awaiting the flight at the destination. If a delay is unavoidable, the patient must be protected from inclement weather, including temperatures that could adversely affect his/her condition.

b. The Medical Flight Attendant will accompany the patient from the transferring facility of pick-up to the receiving facility. Upon transfer of the patient, the Medical Attendant will annotate the receiving facility's medical personnel name and include this on the in-flight Medical Attendant's report detailed, above.

16. ATTENDANTS:

a. A record of each employee's background, clinical experience and appropriate certifications that meet or exceed standards in CAMTS as well as the character and physical capabilities of performing the duties of an air ambulance operator or attendant shall be maintained and made available for inspection upon request. The VA reserves the right to request qualifications prior to award. Offer submissions shall include personnel qualifications, certifications and record of each employee's character and physical capabilities. Contractor will provide the VA with updated records on an annual basis and when changes in personnel occur.

b. Medical Flight Attendant is defined as any licensed physician, nurse, physician assistant, or emergency medical technician/paramedic that has had additional training in various aspects of aero medical transportation which meets/exceeds standards of CAMTS and, as specified, below. A Medical Flight Attendant may not serve simultaneously as a required pilot or crewmember on the flight.

c. Registered Nurse trained in critical care and ACLS will be the primary Medical Flight Attendant when medical conditions require nursing care that is not part of physician assistant or emergency medical technician scope of practice.

d. A qualified Registered Nurse, for the purposes of this agreement, is one who meets/exceeds standards of CAMTS and has received education in critical care nursing, aeronautical concepts and ACLS. Documentation of annual competency assessment will be provided for all medical attendants.

17. MEDICAL FLIGHT ATTENDANTS TRAINING:

a. To qualify as a Medical Flight Attendant, an individual shall meets/exceeds standards of CAMTS with specialized emphasis placed on the airborne environment:

b. For those medical personnel who must receive training in emergency medical care, complete an EMT-P course in accordance with the Department of Transportation curriculum or an equivalent program of instruction approved by the Department of Transportation and meets/exceeds standards of CAMTS.

18. LICENSES, CERTIFICATIONS, AND INSURANCE:

a. Air Ambulance Pilot - Shall have a valid operator's license in accordance with Federal, State, and local government requirements for their place of operation, for the services they perform.

b. EMTs - Shall be certified, licensed, or otherwise officially recognized by the local, state, or regional government or public entity where the emergency ambulance service is operated or by which it is governed.

c. Ambulance Driver - Shall have a valid operator's or chauffeur's license in accordance with Federal, State, and local government requirements for their place of operation, for the services they perform.

d. Contractor - Shall maintain personal liability, automobile liability, and property damage insurance, as prescribed by the laws of the state of New York and in accordance with VAAR 852.228-71, VAAR 852.237-7 and VAAR 852.237-70.

19. WAITING TIME: The Contractor will not be expected to wait over one (1) hour for patients without receiving further payment. Delays due to causes beyond the control and without the fault of the VACCHCS or the beneficiary patient concerned will not be considered waiting time for the purpose of this agreement. Such causes may include but are not restricted to acts of God or of the public enemy, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, or delays caused by weather conditions.

20. UNUSUAL EVENTS: Contractor is required to notify the Contracting Officer or his/her designee of any unusual events, including but not limited to accidents or safety problems that occur involving any VA beneficiary being transported under this agreement. This notification will be made within one (1) hour by telephone and, if requested by the VA, a written report of the event will be delivered to the Contracting Officer or his/her designee by close of business the next working day.

21. INSPECTION PRIOR TO AWARD: The Government reserves the right to thoroughly inspect and investigate the establishment facilities, business reputation and other qualifications of any offeror and to reject any offer, irrespective of price, that shall be administratively determined lacking in any of the essentials necessary to assure acceptable standards of performance. If any air ambulance equipment is added after inspection, after execution of agreement, it shall be inspected and approved by the Contracting Officer before being placed in use under the agreement.

22. PATIENT PRIVACY AND CONFIDENTIALITY:

a. All "patient papers" transported with the patient are confidential in accordance with HIPAA. Contractor's personnel may review these records for assessment and treatment purposes only. Appropriate administrative and medical information will be provided to the Contractor for patient transport. If the medical record is transported with the patient, it may be used as a source of information if the situation warrants (i.e., emergent care while in-route). In all other instances, all documents will remain intact and sealed.

b. Contract personnel will take necessary precautions to safeguard information and prevent disclosures. If contract personnel suspect a compromise, they will report such knowledge to the COR that same day.

c. The Contractor shall make its internal policies and practices regarding the safeguarding medical electronic information available to VA. Contractors are not authorized to employ a lesser requirement then what is established by this document.

23. CONTRACTOR IDENTIFICATION: In accordance with FAR 52.204-9 and VA Directive 0735

– Personal Identity Verification of Federal Employees and Contractors, any contract person who requires physical access to a Federally-controlled facility will be required to verify their identity prior to providing services under the contract. Each contract person may be asked to provide two (2) forms of identification from the Accepted Identification Documentation List to the appropriate VA representative.

Quality Assurance Surveillance Plan:

Contractor shall ensure that each beneficiary is treated in a professional manner, keeping in mind diversity of our beneficiaries. Each beneficiary shall be treated with the highest quality of care and standards established in the industry. Some of the areas to be assessed are:

a. Patient safety

b. Medical services

c. Equipment and aircraft maintenance program

Factor No.

Performance Indicator

Performance Standard

AQL –Maximum Allowable Degree of Deviation

Method-Type of Surveillance Reduction when AQL Exceeded

Patient Safety

Consistent with Standards and Safety Guidelines

Patient condition monitored at conclusion of each flight

Medical Service Qualified staff to provide appropriate services

Patient condition monitored at conclusion of each flight

Equipment & Aircraft Maintenance Program

In accordance with established Local, State and Federal regulations.

Equipment and Aircraft maintenance logs reviewed semi-annually

Dispatch Responds

Within thirty minutes

Monitor through travel coordinator

Factor No.

Performance Indicator

Performance Standard

AQL –Maximum Allowable Degree of Deviation

Method-Type of Surveillance Reduction when AQL Exceeded

Air Ambulance Response

Within four hours n/a Monitor through travel coordinator logs

Submit Patient Data Within fifteen working days

Monitor through travel coordinator

Submit Invoice Within fifteen working days

Monitor through travel coordinator

Patient Satisfaction

Per occurrence

Monitor through travel

Professional Interaction

Monitor through contracting officer and travel coordinator

Integration & Coordination

Monitor through contracting officer and travel coordinator

Problem Solving

Monitor through contracting officer and travel

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

SEE ATTACHMENT 1 – PRICE SCHEDULE

B.3 DELIVERY SCHEDULE

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (NOV 2021)

(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; 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 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 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 four (4) years.

(End of Clause) C.4 52.223-99 ENSURING ADEQUATE COVID-19 SAFETY PROTOCOLS FOR FEDERAL CONTRACTORS (OCT 2021) (DEVIATION)

(a) Definition. As used in this clause— United States or its outlying areas means—

(1) The fifty States;

(2) The District of Columbia;

(3) The commonwealths of Puerto Rico and the Northern Mariana Islands;

(4) The territories of American Samoa, Guam, and the United States Virgin Islands; and

(5) The minor outlying islands of Baker Island, Howland Island, Jarvis Island, Johnston Atoll, Kingman Reef, Midway Islands, Navassa Island, Palmyra Atoll, and Wake Atoll.

(b) Authority. This clause implements Executive Order 14042, Ensuring Adequate COVID Safety Protocols for Federal Contractors, dated September 9, 2021 (published in the Federal Register on September 14, 2021, 86 FR 50985).

(c) Compliance. The Contractor shall comply with all guidance, including guidance conveyed through Frequently Asked Questions, as amended during the performance of this contract, for contractor or subcontractor workplace locations published by the Safer Federal Workforce Task Force (Task Force Guidance) at https:/www.saferfederalworkforce.gov/contractors/.

(d) Subcontracts. The Contractor shall include the substance of this clause, including this paragraph (d), in subcontracts at any tier that exceed the simplified acquisition threshold, as defined in Federal Acquisition Regulation 2.101 on the date of subcontract award, and are for services, including construction, performed in whole or in part within the United States or its outlying areas.

(End of Clause)

C.5 SUPPLEMENTAL INSURANCE REQUIREMENTS

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

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

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

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

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

(End of Clause) C.6 VAAR 852.212-70 PROVISIONS AND CLAUSES APPLICABLE TO VA ACQUISITION OF COMMERCIAL ITEMS (APR 2020)

(a) The Contractor agrees to comply with any provision or clause that is incorporated herein by reference to implement agency policy applicable to acquisition of commercial items or components. The following provisions and clauses that have been checked by the Contracting Officer are incorporated by reference.

[X] 852.203–70, Commercial Advertising.

[] 852.209–70, Organizational Conflicts of Interest.

[] 852.211–70, Equipment Operation and Maintenance Manuals.

[] 852.214–71, Restrictions on Alternate Item(s).

[] 852.214–72, Alternate Item(s). [Note: this is a fillable clause.] [] 852.214–73, Alternate Packaging and Packing.

[] 852.214–74, Marking of Bid Samples.

[X] 852.215–70, Service-Disabled Veteran-Owned and Veteran-Owned Small Business Evaluation Factors.

[X] 852.215–71, Evaluation Factor Commitments.

[] 852.216–71, Economic Price Adjustment of Contract Price(s) Based on a Price Index.

[] 852.216–72, Proportional Economic Price Adjustment of Contract Price(s) Based on a Price Index.

[] 852.216–73, Economic Price Adjustment—State Nursing Home Care for Veterans.

[] 852.216–74, Economic Price Adjustment—Medicaid Labor Rates.

[] 852.216–75, Economic Price Adjustment—Fuel Surcharge.

[] 852.219–9, VA Small Business Subcontracting Plan Minimum Requirements.

[] 852.219–10, VA Notice of Total Service-Disabled Veteran-Owned Small Business Set-Aside.

[] 852.219–11, VA Notice of Total Veteran-Owned Small Business Set-Aside.

[] 852.222–70, Contract Work Hours and Safety Standards—Nursing Home Care for Veterans.

[] 852.228–70, Bond Premium Adjustment.

[X] 852.228–71, Indemnification and Insurance.

[] 852.228–72, Assisting Service-Disabled Veteran-Owned and Veteran-Owned Small Businesses in Obtaining Bonds.

[X] 852.232–72, Electronic Submission of Payment Requests.

[X] 852.233–70, Protest Content/Alternative Dispute Resolution.

[X] 852.233–71, Alternate Protest Procedure.

[] 852.237–70, Indemnification and Medical Liability Insurance.

[] 852.246–71, Rejected Goods.

[] 852.246–72, Frozen Processed Foods.

[] 852.246–73, Noncompliance with Packaging, Packing, and/or Marking Requirements.

[X] 852.270–1, Representatives of Contracting Officers.

[] 852.271–72, Time Spent by Counselee in Counseling Process.

[] 852.271–73, Use and Publication of Counseling Results.

[] 852.271–74, Inspection.

[] 852.271–75, Extension of Contract Period.

[] 852.273–70, Late Offers.

[] 852.273–71, Alternative Negotiation Techniques.

[] 852.273–72, Alternative Evaluation.

[] 852.273–73, Evaluation—Health-Care Resources.

[] 852.273–74, Award without Exchanges.

(b) All requests for quotations, solicitations, and contracts for commercial item services to be provided to beneficiaries must include the following clause:

[] 852.237–74, Nondiscrimination in Service Delivery.

(End of Clause) C.7 VAAR 852.219-75 SUBCONTRACTING COMMITMENTS MONITORING AND COMPLIANCE (JUL 2018)

(a) This solicitation includes the clause: 852.215-70 Service-disabled veteran-owned and veteran-owned small business evaluation factors.