S02 - Attachment A - RFQ - 36C24822Q0352.docx

(i)This is a combined synopsis/solicitation for Warehouse Support Service for Bay Pines VA Health Care System (BPVAHCS), as prepared in accordance with the format in Subpart 12.6, as supplemented with additional information included in this notice. This announcement constitutes the only solicitation; quotes are being requested and a written solicitation will not be issued. A firm-fixed price purchase order is anticipated.

(ii) The solicitation number is 36C24822Q0352 and is issued as a request for quotation (RFQ).

(iii) The solicitation document and incorporated provisions and clauses are those in effect through Federal Acquisition Circular 2022-03 (eff. 1/1/2022). This solicitation is 100% set-aside to Small Business (Comparative Evaluation) with the associated NAICS 493110 code has a size standard of $30 Million.

Responses shall be on all or none basis, no partial submissions will be accepted. Quote must be valid for 90 days. All offerors must be registered in System for Award Management (SAM) at https://www.sam.gov at time offers are due to be considered for an award of a federal contract. Registration must be complete and not missing elements such as representations and certifications. Also, if you are a Service-Disabled Veteran Owned Business (SDVOSB) or Veteran-Owned Small Business (VOSB) please be sure to be registered in VIP (Vendor Information Pages) at https://www.vip.vetbiz.gov/.

Vendor Questions: All questions pertaining to this solicitation shall be in writing, sent by email to Annette.whitfield@va.gov and be must be received NLT January 21, 2022 by 1:00 PM EST. No further questions will be accepted after that date and time.

You are reminded that representatives from your company SHALL NOT contact any Bay Pines VA Healthcare System personnel to discuss this RFQ during this RFQ process. All questions and concerns regarding this RFQ shall be directed to the Contracting Officer.

Answers to Vendor Questions: Answers to vendor questions will be posted on Contract Opportunities January 28, 2022 by 4:00 PM EST.

Quotes must be emailed with all supporting documents required) to Annette.whitfield@va.gov and received NLT 4:00 PM EST. on February 11, 2022.

Quotes may be submitted on this document (If you use this form, Include your company information name, address, phone number, POC, POC email, and DUNS #) or the vendor’s own form.

NO LATE QUOTES WILL BE ACCEPTED.

***SITE VISITS WILL BE CONDUCTED OF WAREHOUSES BEFORE AWARD***

PRICE/COST SCHEDULE

Offerors shall complete all line items and return Price/Cost Schedule. (See Attachment B.)

PERFORMANCE WORK STATEMENT

1.0 BACKGROUND

The Veterans Health Administration’s (VHA) Bay Pines VA Healthcare System requires warehousing support services to supplement existing capacity.

2.0 SCOPE OF WORK

2.1 The contract is to provide the VHA with all warehousing services necessary and ensure continuity of access to, and delivery of, VA procured healthcare supplies and equipment (including Personal Protection Equipment [PPE], such as masks, isolation gowns, etc.). The Contractor is to safeguard all government healthcare supplies and equipment that may be housed in the Contractor location.

2.2 In support of this initiative, the contractor shall provide a full range of logistical support services and warehouse operations such as receiving, inventory management, staging, and delivery for VA Warehousing in support of the Bay Pines VA Healthcare System. The Contractor shall receive, oversee, process, store, and repackage property if needed (e.g., medical supplies and equipment) and schedule deliveries and pickup among other tasks. Contractor shall un-package, store, repackage, and deliver property to the identified location. This includes movement from one location to another, receipt of new deliveries, and relocating property. All deliveries will be inspected and accepted by VA employee prior to storage in contractor facility. The VA COR or designee will visit the contractor facility at a minimum on a monthly basis to perform physical inspection and acceptance of deliveries and shall be allowed access during business hours daily if required. Deliveries will be made to contractor location by VA after goods are inspected at VA facility and/or Contractor shall pick-up shipments of medical supplies/equipment from the VA facility on a daily/weekly basis as needed. The pickups and deliveries will primarily be the responsibility of the vendor, however, under certain emergent circumstances the VA may need to make pickups or deliveries to the leased warehouse. The VA would contact the vendor before arriving at the leased warehouse to coordinate any VA made pickup/delivery. Any pickup and/or deliveries must be authorized by the COR or designated POC.

2.3 The warehouse facility shall be owned or leased by the contractor and shall be located within a 45- mile radius / 60 minutes driving distance of the Bay Pines VA Healthcare System, 10000 Bay Pines Blvd, Bay Pines, FL 33744. The Contractor shall have storage facilities sufficient with racking systems to contain VA items in secure d and climate-controlled conditions that will preserve the operability of the items stored.

2.4 Contractor shall comply with all applicable Federal, State, local and industry safety, i.e., OSHA, Department of Labor (DOL), and health standards, regulations and statutes pertaining to the operation of the warehouse and/or distribution of commodities, including healthcare supplies, identified herein. The facility must be kept clean and uncluttered (i.e., no visible dust on products), cleaned at least once weekly to avoid contamination. VA equipment is to be wrapped with stretch wrap and covered for protection against damage. Contractor is to manage pest control; the facility is to remain free of insects, rodents, and other vermin. Any supplies/equipment damaged by Contractor personnel or due to unfavorable warehouse conditions will be replaced at the expense of the Contractor.

2.5 Contractor's facility shall meet all industry standards for fire alarms and suppression systems for the commodities being warehoused. Facility shall also have individual 24/7 monitored alarm access and shall comply in accordance with the Code of Federal Regulations (CFR) Title 21, to maintain inventory in controlled warehouse storage. The facility should be equipped with a backup generator and multiple power sources within 60 days of award.

2.6 VA Medical/Surgical Supplies/equipment shall be segregated by a cage, wall, or other defining material for quick identification purposes and to prevent access to the VA’s items by anyone other than the Contractor’s employees and/or VA personal. Supplies shall be stored at a temperature-controlled environment. Storage locations must be a stable environment without extreme changes in temperature and humidity. The facility should have electronic monitoring and reporting of out-of-range event capabilities. The facility monitoring must be able to report out-of-range events. The method of monitoring must be able to be investigated whether electronic or manual monitoring. Items stored within these locations must comply with temperature and humidity requirements in accordance with manufacturer specifications. At a minimum, supply storage areas must meet the following specifications: Relative Humidity 20-30%, Temperature 66 – 75 degrees Fahrenheit, and positive air flow. Any supplies/equipment damaged by Contractor personnel or due to unfavorable warehouse conditions will be replaced at the expense of the Contractor.

2.7 Contractor shall be responsible for relocating VA identified supplies and or equipment from the current location to Contractor’s facility. The address for the current locations is 10000 Bay Pines Blvd, BLDG 110, Bay Pines, FL 33744. Vendor will create a comprehensive inventory list of items being transferred to offsite warehouse. Inventory list will be verified by VA COR. The Contractor shall be responsible for relocating VA identified supplies and or equipment from the current storage location 110 Douglas Rd E, Oldsmar, FL 34677, no later than March 23, 2022 to contractor’s facility.

2.8 Contractor shall be able and capable to receive and process 2 shipments (up to 24 pallets each) and deliver 2 shipments (up to 24 pallets each) from Monday through Friday on a weekly basis. The Contractor shall have the means to pick up VA items from VA facility sites, deliver those items to the Contractor’s storage facility, and have the means to deliver stored items to VA facilities as directed. To properly receive and deliver items the Contractor’s facility must have a functional receiving dock. Deliveries shall incorporate sufficient packing to comply with all applicable federal and/or state standards relating to shipment of these products. Transportation vehicle used to deliver products should complement the dock configuration so products are off-loaded efficiently, and products removed from the truck/transportation vehicle by the contractor with contractor material handling equipment; no government furnished equipment will be provided.

2.9 Contractor shall provide delivery of Medical/Surgical Supplies/Equipment from the warehouse facility to the medical facility listed in this contract. Delivery will be needed in emergency and non- emergency cases, as needed, and requested by the VA.

2.9.1 Regular/routine deliveries, after proper notification utilizing agreed upon method, are to be made Monday through Friday, next business day. Routine deliveries are to be made during normal business hours. A standard delivery will consist of up to 24 pallets.

2.9.2 Emergency Deliveries of six pallets or less are to be made within four hours of request if the request is submitted during normal business hours. Emergency requests not made during normal business hours are to be delivered next business day. If the VA requests an emergency item, and it can be added to the regular delivery, the contractor shall add the item to the regular delivery for a single, regular delivery fee. The facility anticipates 3 emergency deliveries per month.

2.9.3 Contractor will provide a list of names who are authorized to make delivery and pick up. Any changes to list will be updated by contractor immediately. All staff will be required to wear a contractor badge while on Bay Pines property for pick and/or deliveries.

2.10 At the request of the VA, supplies and equipment may be available via will call. Will call orders may be picked up by government employees identified by the VA COR.

2.11 Contractor shall maintain an electronic warehouse management system (WMS) of all merchandise stored and cross reference this data with VA IFCAP numbers. Information shall contain item description, stock number, case quantities on hand, packaging multiples, vendor information, quantity per pallet, and pallet count. Contractor shall provide and maintain an up-to-date web-based inventory management system that can be accessed by key VA personnel. The web-based inventory system is subject to the approval of the VA and must comply with all federal and VA IT policies and requirements. For example, it must have a username and password protection. The contractor must have this up and running within 60 days of award. A backup option for WMS outage should be presented to COR so that inventory is always available.

2.12 Contractor shall provide an electronic mechanism to request all medical/surgical supplies/equipment for usage at Bay Pines VAHCS. This tool is also subject to the approval of the VA and must comply with all federal and VA IT policies and requirements.

2.13 Access Control Log: All individuals (contractor personnel or VA Employee) are to sign-in and sign- out when accessing space where VA supplies or equipment are stored. A copy of the log is to be provided to the COR monthly. Log is to be made available on demand if requested.

2.14 Contractor shall provide full access for VA personnel for warehouse inspection during normal business hours (8:00AM - 4:30PM, Monday - Friday). In addition, access via individual keyed entry to the supply/products shall be available 24/7. If emergency access is required, the VA will ensure appropriate communication will take place with the contractor.

2.15 Contractor shall have/maintain liability insurance for up to $2.5 Million for the VA property inventory.

2.16 Examples of types of Medical/Surgical supplies/devices/equipment The following list of items provides examples of the types of medical devices and supplies that may need to be stored under this contract in the future. This list is not all inclusive.

2.17 Contractor shall provide complete warehouse management services for an average of 46,000 square feet, with expansion capabilities up to a maximum of 65,000 square feet. A standard pallet is 40x48 inches, with a maximum height of 7 feet (approximately 86.5 cubic feet per pallet). (Sample below)

2.17.1 All non-palletized items (i.e., carts) will be converted to a pallet number (i.e., one (1) cart equals one (1) pallet).

3.0 PERFORMANCE PERIOD

The government anticipates awarding a requirements contract with a base and (4) one-year options:

Option Year 1: March 11, 2022 through March 10, 2023 Option Year 2: March 11, 2023 through March 10, 2024 Option Year 3: March 11, 2024 through March 10, 2025 Option Year 4: March 11, 2025 through March 10, 2026 Option Year 5: March 11, 2026 through March 10, 2027

4.0 PLACE OF PERFORMANCE

This contract shall be performed at Contractor Facility and commodities delivered to the designated VA facility located at 10000 Bay Pines Blvd, BLG 110, Bay Pines, FL 33744.

5.0 KICKOFF MEETING

The Government will host a kickoff meeting within three (3) business days after contract award (if required).

6.0 TASKS AND DELIVERABLES

The Contractor shall perform the Tasks contained herein. The Contractor shall provide all labor resources necessary to accomplish the deliverables described herein.

6.1 PROJECT MANAGEMENT

The Contractor shall appoint an Onsite Supervisor between 0800-1630 hours, who will be the single point of contact between the Contractor and the Government. The Onsite Supervisor shall be responsible for ensuring that the deliverables set forth in this document are delivered on schedule and that they meet the requirements of the PWS. Onsite Supervisor shall provide management briefings, as required. The onsite supervisor or designee shall be always available when contract work is in progress to receive notices, reports, or requests from the Contracting Officer’s Representative (COR). The contractor shall provide a dedicated vehicle for the transportation of supplies and equipment.

Deliverable 001: Daily Inbound/Outbound Delivery Report to include times of deliveries (time/date requested, and time/date delivered) Deliverable 002: Weekly On-hand Status Report Deliverable 003: Monthly inspection reports of product inventory for expiration dates. Notify the COR of any product that expires within 12 months.

Deliverable 004: Stock rotation by pulling orders from the oldest available stock for any order received and replacing it with fresh product from VA inventory utilizing first-in-first-out. Stock items that are rotated and have a different expiration date than previously reported must be highlighted on the monthly report.

Deliverable 005: Monthly report on environmental monitors – temperature, humidity, pest control maintenance, cleaning schedules Deliverable 006: Daily discrepancy/damaged goods report Deliverable 007: Access Control Log – copy provided monthly to the COR

6.2 WAREHOUSE OPERATIONS SUPPORT

Contractor shall provide the following warehouse operations support.

6.2.1 RISKS ASSET MANAGEMENT

The Contractor shall provide Receipt, Inventory, Integration, and Delivery support using multiple asset management processes and systems, as required.

6.2.1.1 RECEIPT

· Review accuracy of all assets delivered to warehouse are in accordance with approved invoice or associated Bill of Lading, including verification of asset counts.

· Inspect deliveries for damages, document condition upon receipt and notify COR of any discrepancies.

6.2.1.2 INVENTORY

· Track all packages from receipt to delivery.

· Open packages and check received goods and materials, as required.

· Initiate inventory within the contractor web-based inventory management system described in 2.11.

6.2.1.3 INTEGRATION

· Store assets and ability to quickly retrieve stored assets upon request.

· Capture assets by pallet and rack location within the designated staging facility.

· Verify assets using inventories and inventory verification processes.

6.2.1.4 SHIPPING/DELIVERY

· Provide safety measures to aid in limiting the spread of COVID-19.

· Provide detailed inventory lists and enable supply transactions.

6.2.1.5. INSPECTION

· Regular Inspection and Maintenance: The Contractor shall regularly inspect and maintain stored VA items in accordance with manufacturers’ requirements.

· VA COR or designee will perform unannounced spot check to ensure items are being housed in accordance with standards set forth in this contract and with manufacturers’ requirements.

6.3 INFORMATION DESK

· Acknowledge all information flowing in and out of the warehouse.

· Track all inbound shipment notices, alert warehouse personnel, and track delivery status.

· Collect delivery information for reporting purposes.

· Maintain Access Control Log.

6.4 SERVICE INTERUPTIONS

· In the event that scheduled interruptions to services will be experienced (i.e. utility outages, Contractor facility inaccessible, transportation service interruptions) the VA shall be given advanced notice to ensure adequate preparation can be made to remove items from Contractor’s facility that will be needed during the proposed service interruption

· In the event unplanned interruptions to services occur the VA COR or designee shall be notified immediately.

7.0 MANAGEMENT PLAN, SAFETY PLAN, AND COVID-19 BREAKOUT PLAN

The Contractor's General Management Plan, Warehouse COVID-19 Safety Plan, and COVID-19 Warehouse Breakout Safety Response, as presented in its proposal, will be incorporated as part of the contract award, and implemented upon award.

8.0 DRESS CODE

Contractor shall maintain a neat and professional appearance including good personal hygiene. Facial hair must be neat and trimmed and shall not impede safety attire application. All contractors are required to wear designated safety apparel per National and State guidance within the facility until otherwise directed. All contractors shall wear closed toed shoes and safety attire as required in performance of warehouse operations.

9.0 SCHEDULE FOR DELIVERABLES

Note: Deliverables with due dates falling on a weekend or holiday shall be submitted the following Government workday after the weekend or holiday unless an emergency delivery is requested.

10.0 METHOD AND DISTRIBUTION OF DELIVERABLES

The Contractor will deliver documentation in electronic format, unless otherwise directed.

11.0 CONTRACTOR PERSONNEL SECURITY

A. The Contractor shall provide all material handling equipment training for their employees required to perform the tasks identified herein B. The Contractor shall be responsible for obtaining all necessary permits and licenses, and for complying with all applicable federal, state, and municipal laws and regulations.

C. The contractor shall comply with all Privacy Act regulations related to personally identifiable information (PII). http://www.privacy.va.gov/Privacy Resources.asp.

D. The contractor shall be able to read, write, speak, and understand the English language.

12.0 CONTRACTOR PERSONNEL NON-SECURITY REQUIREMENTS

A. Contractor personnel shall always wear visible identification while they are on the premises.

B. Smoking is prohibited inside/outside any building other than the designated smoking areas.

C. Possession of weapons is prohibited except for those personnel designated by the Contractor (e.g. Security Guards) to ensure safety of personnel and materials.

D. Contractor will maintain physical security of the warehouse facilities housing the activities performed under this contract. The contractor will ensure that security procedures are defined and enforced. Contractor shall provide security plan to VA at time of award.

13.0 Quality Assurance Surveillance Plan (QASP)

Purpose: To ensure the Government has an effective and systematic method of surveillance for the services herein. This plan will serve as a tool to verify the Contractor is performing all services required in a timely, accurate, and complete fashion. Performance measures for this initiative are defined in the table below:

Minimum Quality Standard - Performance will meet standard 90% of the time

Negative: May result in adverse CPARS.

Minimum Quality Standard - Performance will meet standard 95% of the time

Negative: May result in adverse CPARS.

Minimum Quality Standard - Performance will meet standard 100% of the time

7.1 of the PWS (Deliverables 0001, 002, 003, 004, 005, 006, and 007)

Minimum Quality Standard - All deliverables are met 98% of the time.

Negative: May result in adverse CPARS.

14.0 NON-PERSONAL SERVICES CONTRACT

This contract is a non-personal services contract as defined in the FAR at subpart 37.101. It is understood and agreed that the Contractor and/or Contractor's employees and subcontractors:

A. shall perform the services specified herein as independent contractors, not as employees of the government.

B. shall be responsible for their own management and administration of the work required and bear sole responsibility for complying with any and all technical, schedule, or financial requirements or constraints attendant to the performance of this contract.

C. shall be free from supervision or control by any government employee with respect to the manner or method of performance of the services specified; but D. shall, pursuant to the government's right and obligation to inspect, accept or reject the work, comply with such general direction of the Contracting Officer, or the duly authorized representative of the Contracting Officer, as is necessary to ensure accomplishment of the contract objectives.

15.0 Contract Administration Data

The Contracting Officer is the only person authorized to approve changes or modify any of the requirements under this contract. The Contractor shall communicate with the Contracting Officer on all matters pertaining to contract administration. Only the Contracting Officer is authorized to make commitments or issue changes, which will affect price, quantity, or quality of performance of this contract. In the event the contractor effects any such change at the direction of any person other than the Contracting Officer, the change shall be considered to have been made without authority and no adjustment will be made in contract price to cover any increase in costs incurred as a result thereof.

VA INFORMATION AND INFORMATION SYSTEM SECURITY/PRIVACY LANGUAGE

VA INFORMATION CUSTODIAL LANGUAGE:

a. Contractors, contractor personnel, subcontractors, and subcontractor personnel shall be subject to the same Federal laws, regulations, standards, and VA Directives and Handbooks as VA and VA personnel regarding information and information system security.

b. If VA determines that the contractor has violated any of the information confidentiality, privacy, and security provisions of the contract, it shall be sufficient grounds for VA to withhold payment to the contractor or third party or terminate the contract for default or terminate for cause under Federal Acquisition Regulation (FAR) part 12.

c. A contractor/subcontractor shall request logical (technical) or physical access to VA information and VA information systems for their employees, subcontractors, and affiliates only to the extent necessary to perform the services specified in the contract, agreement, or task order.

d. All contractors, subcontractors, and third-party servicers and associates working with VA information are subject to the same investigative requirements as those of VA appointees or employees who have access to the same types of information. The level and process of background security investigations for contractors must be in accordance with VA Directive and Handbook 0710, Personnel Suitability and Security Program. The Office for Operations, Security, and Preparedness is responsible for these policies and procedures.

SECURITY INCIDENT INVESTIGATION:

a. The term “security incident” means an event that has, or could have, resulted in unauthorized access to, loss or damage to VA assets, or sensitive information, or an action that breaches VA security procedures. The contractor/subcontractor shall immediately notify the COR and simultaneously, the designated ISO and Privacy Officer for the contract of any known or suspected security/privacy incidents, or any unauthorized disclosure of sensitive information, including that contained in system(s) to which the contractor/subcontractor has access.

b. To the extent known by the contractor/subcontractor, the contractor/subcontractor’s notice to VA shall identify the information involved, the circumstances surrounding the incident (including to whom, how, when, and where the VA information or assets were placed at risk or compromised), and any other information that the contractor/subcontractor considers relevant.

c. With respect to unsecured protected health information, the business associate is deemed to have discovered a data breach when the business associate knew or should have known of a breach of such information. Upon discovery, the business associate must notify the covered entity of the breach. Notifications need to be made in accordance with the executed business associate agreement.

d. In instances of theft or break-in or other criminal activity, the contractor/subcontractor must concurrently report the incident to the appropriate law enforcement entity (or entities) of jurisdiction, including the VA OIG and Security and Law Enforcement. The contractor, its employees, and its subcontractors and their employees shall cooperate with VA and any law enforcement authority responsible for the investigation and prosecution of any possible criminal law violation(s) associated with any incident. The contractor/subcontractor shall cooperate with VA in any civil litigation to recover VA information, obtain monetary or other compensation rom a third party for damages arising from any incident, or obtain injunctive relief against any third party arising from, or related to, the incident.

LIQUIDATED DAMAGES FOR DATA BREACH:

a. Consistent with the requirements of 38 U.S.C. §5725, a contract may require access to sensitive personal information. If so, the contractor is liable to VA for liquidated damages in the event of a data breach or privacy incident involving any SPI the contractor/subcontractor processes or maintains under this contract.

b. The contractor/subcontractor shall provide notice to VA of a “security incident” as set forth in the Security Incident Investigation section above. Upon such notification, VA must secure from a non-Department entity or the VA Office of Inspector General an independent risk analysis of the data breach to determine the level of risk associated with the data breach for the potential misuse of any sensitive personal information involved in the data breach. The term 'data breach' means the loss, theft, or other unauthorized access, or any access other than that incidental to the scope of employment, to data containing sensitive personal information, in electronic or printed form, that results in the potential compromise of the confidentiality or integrity of the data. Contractor shall fully cooperate with the entity performing the risk analysis. Failure to cooperate may be deemed an aterial breach and grounds for contract termination.

SECURITY CONTROLS COMPLIANCE TESTING:

On a periodic basis, VA, including the Office of Inspector General, reserves the right to evaluate any or all of the security controls and privacy practices implemented by the contractor under the clauses contained within the contract. With 10 working-day’s notice, at the request of the government, the contractor must fully cooperate and assist in a government-sponsored security controls assessment at each location wherein VA information is processed or stored, or information systems are developed, operated, maintained, or used on behalf of VA, including those initiated by the Office of Inspector General. The government may conduct a security control assessment on shorter notice (to include unannounced assessments) as determined by VA in the event of a security incident or at any other time.

TRAINING:

a. All contractor employees and subcontractor employees requiring access to VA information and VA information systems shall complete VA Privacy and Information Security Awareness and Rules of Behavior Training before being granted access to VA information and its systems.

(1) Sign and acknowledge (either manually or electronically) understanding of and responsibilities for compliance with the Rules of Behavior before being granted access to VA information and its systems.

b. The contractor shall provide to the contracting officer and/or the COR a copy of the training certificates and certification of signing the Rules of Behavior for each applicable employee within 1 week of the initiation of the contract and annually thereafter, as required.

c. Failure to complete the mandatory annual training and sign the Rules of Behavior annually, within the Timeframe required, is grounds for suspension or termination of all physical or electronic access privileges and removal from work on the contract until such time as the training and documents are complete.

RECORDS MANAGEMENT OBLIGATIONS

A. Applicability This clause applies to all Contractors whose employees create, work with, or otherwise handle Federal records, as defined in Section B, regardless of the medium in which the record exists.

B. Definitions “Federal record” as defined in 44 U.S.C. § 3301, includes all recorded information, regardless of form or characteristics, made or received by a Federal agency under Federal law or in connection with the transaction of public business and preserved or appropriate for preservation by that agency or its legitimate successor as evidence of the organization, functions, policies, decisions, procedures, operations, or other activities of the United States Government or because of the informational value of data in them.

The term Federal record:

1. includes Bay Pines VA Healthcare System records.

2. does not include personal materials.

3. applies to records created, received, or maintained by Contractors pursuant to their Bay Pines VA Healthcare System contract.

4. may include deliverables and documentation associated with deliverables.

C. Requirements

1. Contractor shall comply with all applicable records management laws and regulations, as well as National Archives and Records Administration (NARA) records policies, including but not limited to the Federal Records Act (44 U.S.C. chs. 21, 29, 31, 33), NARA regulations at 36 CFR Chapter XII Subchapter B, and those policies associated with the safeguarding of records covered by the Privacy Act of 1974 (5 U.S.C. 552a). These policies include the preservation of all records, regardless of form or characteristics, mode of transmission, or state of completion.

2. In accordance with 36 CFR 1222.32, all data created for Government use and delivered to, or falling under the legal control of, the Government are Federal records subject to the provisions of 44 U.S.C. chapters 21, 29, 31 and 33, the Freedom of Information Act (FOIA) (5 U.S.C. 552), as amended, and the Privacy Act of 1974 (5 U.S.C. 552a), as amended and must be managed and scheduled for disposition only as permitted by statute or regulation.

3. In accordance with 36 CFR 1222.32, Contractor shall maintain all records created for Government use or created in the course of performing the contract and/or delivered to, or under the legal control of the Government and must be managed in accordance with Federal law. Electronic records and associated metadata must be accompanied by sufficient technical documentation to permit understanding and use of the records and data.

4. Bay Pines VA Healthcare System and its contractors are responsible for preventing the alienation or unauthorized destruction of records, including all forms of mutilation. Records may not be removed from the legal custody of Bay Pines VA Healthcare System or destroyed except for in accordance with the provisions of the agency records schedules and with the written concurrence of the Head of the Contracting Activity. Willful and unlawful destruction, damage or alienation of Federal records is subject to the fines and penalties imposed by 18 U.S.C. 2701. In the event of any unlawful or accidental removal, defacing, alteration, or destruction of records, Contractor must report to Bay Pines VA Healthcare System. The agency must report promptly to NARA in accordance with 36 CFR 1230.

5. The Contractor shall immediately notify the appropriate Contracting Officer upon discovery of any inadvertent or unauthorized disclosures of information, data, documentary materials, records or equipment. Disclosure of non-public information is limited to authorized personnel with a need-to-know as described in the contract. The Contractor shall ensure that the appropriate personnel, administrative, technical, and physical safeguards are established to ensure the security and confidentiality of this information, data, documentary material, records and/or equipment is properly protected. The Contractor shall not remove material from Government facilities or systems, or facilities or systems operated or maintained on the Government’s behalf, without the express written permission of the Head of the Contracting Activity. When information, data, documentary material, records and/or equipment is no longer required, it shall be returned to Bay Pines VA Healthcare System control or the Contractor must hold it until otherwise directed. Items returned to the Government shall be hand carried, mailed, emailed, or securely electronically transmitted to the Contracting Officer or address prescribed in the contract. Destruction of records is EXPRESSLY PROHIBITED unless in accordance with Paragraph (4).

6. The Contractor is required to obtain the Contracting Officer's approval prior to engaging in any contractual relationship (sub-contractor) in support of this contract requiring the disclosure of information, documentary material and/or records generated under, or relating to, contracts. The Contractor (and any sub-contractor) is required to abide by Government and Bay Pines VA Healthcare System guidance for protecting sensitive, proprietary information, classified, and controlled unclassified information.

7. The Contractor shall only use Government IT equipment for purposes specifically tied to or authorized by the contract and in accordance with Bay Pines VA Healthcare System policy.

8. The Contractor shall not create or maintain any records containing any non-public Bay Pines VA Healthcare System information that are not specifically tied to or authorized by the contract.

9. 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 from public disclosure by an exemption to the Freedom of Information Act.

10. The Bay Pines VA Healthcare System owns the rights to all data and records produced as part of this contract. All deliverables under the contract are the property of the U.S. Government for which Bay Pines VA Healthcare System shall have unlimited rights to use, dispose of, or disclose such data contained therein as it determines to be in the public interest. Any Contractor rights in the data or deliverables must be identified as required by FAR 52.227-11 through FAR 52.227-20.

11. Training. All Contractor employees assigned to this contract who create, work with, or otherwise handle records are required to take [Agency]-provided records management training. The Contractor is responsible for confirming training has been completed according to agency policies, including initial training and any annual or refresher training.

[Note: To the extent an agency requires contractors to complete records management training, the agency must provide the training to the contractor.] D. Flowdown of requirements to subcontractors

1. The Contractor shall incorporate the substance of this clause, its terms and requirements including this paragraph, in all subcontracts under this [contract vehicle], and require written subcontractor acknowledgment of same.

2. Violation by a subcontractor of any provision set forth in this clause will be attributed to the Contractor.

PO Comments:

Contractor will be required to comply with physical security guidelines by either checking in with the VA Police each time they come on-site to perform contracted services or by obtaining a VA Contractor ID badge in accordance with VAPHS Policy. The VA ID badge must be worn at all times.

Contractor may not have access to any VA sensitive information under this contract.

Contractor must complete “VA Privacy and Information Security Awareness and Rules of Behavior” training prior to the performance of the contract and annually thereafter. Training must be completed in VA’s TMS system (https://www.tms.va.gov/). Contractors must use the TMS Managed Self Enrollment method to complete the training in TMS. The COR must ensure that all contractors are validated in the PIH domain. Proof of training completion must be verified and tracked by the COR.

TMS training course (VA20939) provides the mandatory yearly Privacy training requirement for any VA personnel such as volunteers or contractors without access to VA computer systems or VA sensitive Information Sample – List of Supplies to be Relocated to Contractor Facility **List will be provided upon initial relocation**

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…