S02. 36C24826Q0250 Wander Guard System.pdf

This is a Combined Synopsis/Solicitation for commercial services prepared in accordance with the streamlined procedures of FAR Part 12 (Commercial Products and Commercial Services).

This announcement constitutes only solicitation. Quotes are being requested, and no separate written solicitation will be issued. This solicitation is issued as a 100% set-aside for Service- Disabled Veteran-Owned Small Businesses (SDVOSBs) under a Request for Quotation (RFQ).

This solicitation is issued as a Request for Quotation (RFQ). All clauses are current through the Federal Acquisition Circular (FAC) 2025-06 Effective October 1, 2025.

Description:

The Department of Veterans Affairs intends to award a firm fixed priced contract, providing for all supplies, materials, equipment, labor, supervision, and management for the procurement of Wander Guard System.

General Information:

Contracting Office:

Department of Veterans Affairs Network Contracting Office (NCO) – 8 Sun Center 235 N. Main St Suite 106 Gainesville FL 32601

Contracting Officer Cesar O. Sanchez-Amaro Email: Cesar.SanchezAmaro@va.gov Phone: 407-403-2932

Site Visit Notification:

A site visit is scheduled to take place on Tuesday February 10, 2026, at 10:00 a.m. The location of the site visit is the Gainesville VA Medical Center, located at 1601 Southwest Archer Road Gainesville, FL 32608.

Check-In Location: Lobby of the Bed Tower 1st Floor.

Please plan to arrive promptly, as parking is limited at the Gainesville VAMC facility. The site visit will begin at the scheduled time. Late arrivals may not be permitted to participate. Upon arrival, all attendees must check in with Contracting Officer and sign the attendance sheet.

This site visit will provide potential offerors an opportunity to inspect the site, gather pertinent information, and ask relevant questions. Attendance is not mandatory but highly encouraged.

Vendor Questions:

All questions shall be submitted via email to Cesar.SanchezAmaro@va.gov no later than February 12, 2026, by 12:30 PM. Responses will be posted to SAM.gov. No phone call questions will be accepted at any time.

Quote Submission Instructions:

Offerors shall submit their quotes via email only to: Cesar.SanchezAmaro@va.gov. Quotes are due no later than: February 20, 2026, by 4:30 PM.

36C24826Q0250

Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

B.2 STATEMENT OF NEED

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

SECTION C - CONTRACT CLAUSES

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

AND COMMERCIAL SERVICES (NOV 2023)

C.2 52.240-91 SECURITY PROHIBITIONS AND EXCLUSIONS (NOV 2025)

(DEVIATION)

C.3 VAAR 852.219-73 VA NOTICE OF TOTAL SET-ASIDE FOR CERTIFIED

SERVICE-DISABLED VETERAN-OWNED SMALL BUSINESSES (JAN 2023)

(DEVIATION)

C.4 VAAR 852.219-76 VA NOTICE OF LIMITATIONS ON SUBCONTRACTING—

CERTIFICATE OF COMPLIANCE FOR SUPPLIES AND PRODUCTS (DEVIATION)

(JAN 2023)

C.5 VAAR 852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV

2018)

C.6 VAAR 852.242-71 ADMINISTRATIVE CONTRACTING OFFICER (OCT 2020) ... 35

C.7 VAAR 852.247-73 PACKING FOR DOMESTIC SHIPMENT (OCT 2018)

C.8 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

C.9 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT

STATUTES OR EXECUTIVE ORDERS—COMMERCIAL PRODUCTS AND

COMMERCIAL SERVICES (OCT 2025) (DEVIATION FEB 2025)

C.10 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000) .. 44

SECTION D - CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS

SECTION E - SOLICITATION PROVISIONS

E.1 52.212-1 INSTRUCTIONS TO OFFERORS—COMMERCIAL PRODUCTS AND

COMMERCIAL SERVICES (SEP 2023)

E.2 52.216-1 TYPE OF CONTRACT (DEVIATION) (NOV 2025)

E.3 52.240-90 SECURITY PROHIBITIONS AND EXCLUSIONS REPRESENTATIONS

AND CERTIFICATIONS (NOV 2025) (DEVIATION)

E.4 52.252-1 SOLICITATION PROVISIONS INCORPORATED BY REFERENCE (FEB

1998)

E.5 52.212-2 EVALUATION—COMMERCIAL PRODUCTS AND COMMERCIAL

SERVICES (NOV 2021)

E.6 52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS—

COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (OCT 2025) (DEVIATION

FEB 2025)

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: Cesar O. Sanchez-Amaro, Contracting Officer 36C248

Department of Veterans Affairs

Network Contracting Office 8 (NCO 8)

Sun Center

235 N. Main St Suite 106

Gainesville FL 32601

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

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

[] 52.232-36, Payment by Third Party

3. INVOICES: Invoices shall be submitted in arrears:

a. Quarterly []

b. Semi-Annually []

c. Other [X] After Delivery, Installation & VA Acceptance

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

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

AMENDMENT NO DATE

B.2 STATEMENT OF NEED

JUSTIFICATION:

The Malcom Randall VA Medical Center in Gainesville, Florida is equipped with an outdated Wander Guard System. The current system utilizes older technology resulting in failures, troubles, and unnecessary alarms. Additionally, the equipment is difficult to maintain as parts and materials are becoming obsolete, rendering the system inoperable and unreliable. The facility requires an upgrade to the current Wander Guard System in which to provide a reliable and safe method of preventing possible eloping patients from purposely or accidentally leaving assigned areas unattended. A new Wander Guard System would protect at-risk residents by monitoring their movements and preventing unauthorized exits.

BACKGROUND:

The Malcon Randal VAMC is equipped with the Stanley Wander Guard System including the 2nd, 3rd, and 4th floors of the bed Tower as well as the 3rd floor of the CLC (Community Living Center). These areas are active patient care areas and have been identified as a critical area requiring Wander Guard System upgrades. The current system is outdated and unreliable.

**THIS IS A BRAND NAME OR EQUAL REQUIRMENT**

WANDER GUARD SYSTEM INSTALLATION SCOPE OF WORK:

The Period of Performance for this Statement of Need (SON) will be one year from award date.

There will be no access to the facility data backbone. The contractor will need to ensure connectivity is available through cellular or other means such as an install fiber connection or modem form an Internet Service Provider.

SYSTEM SALIENT CHARACTERISTICS:

The system and equipment provided will have the following Salient Characteristics:

Utilize Bluetooth (BLE) to locate and track patients within the boundaries identified on the provided drawings for the 2nd, 3rd, 4th floors of the Bed Tower and the 3rd floor of the CLC.

Utilize Cellular GPS to locate and track an eloped patient outside the walls of the Main Building and/or CLC.

Have the capability and be programmed to alarm any door accessed by a patient wearing a monitoring sensor.

Have the capability and be programmed to alarm at the Nurses Monitors for that floor any door accessed by a patient wearing a monitoring sensor.

Monitoring sensors should be rechargeable and have one sensor compatible with BLE and Cellular GPS.

Utilize BLE Monitoring Anchors to track patients wearing sensors within the boundaries identified on the provide drawings for the 2nd, 3rd, 4th floors of the Bed Tower and the 3rd floor of the CLC.

Location accuracy within 3-10 feet.

Location of all individuals updated every minute of every day.

Include a secure locking band for the wearable that can only be unlocked and removed with a caregiver provided magnetic key.

System will utilize High Frequency RFID and cellular service to provide patient location with the use of a single arm band.

System Patient Arm Band will be reuseable and rechargeable.

System shall use wireless anchor points located within the facility to provide accurate locating of patients wearing a provided arm band.

The current Stanley Wander Guard System will be upgraded to the Intrex Rythmos Wander Management System or equal throughout the facility.

The installed system will facilitate tracking of patients wearing a single provided armband within the facility and provide cellular tracking of patients who exit the facility. Interiorly the system will use Bluetooth (BLE) to track and prevent patient elopement. The system will be programmed to secure doors and elevators per the provided diagram should a patient wearing a system arm band approach a stairwell door or elevator. Exteriorly the system will utilize cellular GPS to provide accurate real time tracking to aid in locating the patient wearing a provided arm band.

The following is a list of areas that require the upgrade, 2nd, 3rd, and 4th floors of the bed Tower as well as the 3rd floor of the CLC (Community Living Center). A facility layout as well as a walk through will be provided to ensure all contractors have an opportunity to review the areas needing the upgrade. It will be the contractor’s responsibility to ensure all ancillary devices are identified and included in the installation.

The Bed Tower and CLC are patient care areas consisting of patient rooms, as well as many lavatories, waiting areas, medical supply rooms, linen rooms, Nurse’s Stations, and Elevator lobbies. The contractor will be upgrading the current Stanley Wander Guard System to the Intrex Rythmos Management System or equivalent, including all necessary Stairwell Exits, Elevator Lobbies, and Virtual Doors.

The contractor will upgrade the following as required:

Main Building (Bed Tower) (Mirrored on Floors 2,3, and 4) A) Doors 1, 2 and 7 (Stairwell Exits):

1) Install an Access Wander+ Reader, Door Contact, and Delayed

Egress Magnetic Lock on the stairwell exit. Install push button for stairwell side bypass. If a patient wearing a tag comes within range of the receive antenna, the delayed egress lock will engage. If pressure is applied to the door, a 15 second egress cycle will initiate and release following the cycle. An alarm will also be generated at the Nurse Station Displays.

B) Door 3, 4, 5, 6, (Elevator and Virtual Doors):

1) Install an Access Wander+ Reader for each elevator door. SST will reuse the existing deactivation relay for the elevator company to tie into to hold the elevator on the floor if a tag comes within the vicinity of the door. Doors will alarm locally as well as at the Nurse Station Displays.

Community Living Center (CLC) 3rd Floor

A) Door 1, 5 (Stairwell Exits)

1) Install an Access Wander+ Reader, Door Contact, and Delayed

Egress Magnetic Lock on the stairwell exit. Install push button for stairwell side bypass. If a patient wearing a tag comes within range of the receive antenna, the delayed egress lock will engage. If pressure is applied to the door, a 15 second egress cycle will initiate and release following the cycle. An alarm will also be generated at the Nurse Station Displays.

B) Door 2, 3, 4: (Elevator and Virtual Doors)

1) Install an Access Wander+ Reader for each elevator door. SST will reuse the existing deactivation relay for the elevator company to tie into to hold the elevator on the floor if a tag comes within the vicinity of the door. Doors will alarm locally as well as at the Nurse Station Displays.

Materials:

Quantity Description

4 Rythmos or equal Gateway

425 Rythmos or equal Battery Powered Anchor Type C

29 Access Control and Wander Reader

3 Rythmos or equal Presence Sensor for Wander Management

11 Push Button SDC 423 PTE or equal

13 Integrated 32” Android or equal Monitor TV

11 Dynalock 3101C or equal Delayed Egress Magnetic Lock

50 Wearable Transmitter compatible with Intrex Rythmos

4 5 Port Charging Dock compatible with Intrex Rythmos

50 Wearable Transmitter Tamper Resistant Locking Band compatible with Intrex Rythmos

4 Wearable Swap Pad

1 Intrex Rythmos or equal Map and Backend Community Map Setup

4 Standalone UPS 120V to power Gateway sized to provide 15 minutes of run time should a power outage occur

4000 CAT6A Plenum Rated Data Cable (Feet)

30 Staff FOB

The contractor will provide yearly cellular service for the system provided system. The yearly service will have a base with up to four optional years of service.

The contractor will provide and install all new cabling as recommended by the manufacturer.

Cabling in hallways, corridors, and data rooms may be secured in existing cable trays. All cabling and wiring installed in patient rooms must be installed within conduit or flex or properly secured otherwise per the VA Specifications. Flexible conduit is acceptable within walls.

Existing conduit intended for the Wander Guard System may be re-used to route cabling and wiring. The contractor will provide and install all required conduit and cabling to facilitate additions as required to upgrade the system. All conduit installed by the contractor shall be new ¾” EMT conduit. All couplings shall be compression type. All connectors shall be compression type with insulated throat. VA Specification and requirements for applicable cable and conduit installation will be provided to contractor. In preparation of the upgrade, it will be encouraged and acceptable for the contractor to install cabling runs down hallways and corridors. Installation of cabling shall be coordinated with the COR.

It is recommended that the Contractor have the manufacturer perform a site survey to ensure BLE coverage within the areas specified on the drawings. The contractor will provide and install

(4) Gateways in Telecom Rooms or Electrical Closets, (425) Battery Powered Anchors, (29) Access Control and Wander Readers, (3) Presence Sensors for Wander Management, (11) SDC 423 PTE or equal Push Buttons, (13) 32” Android or equal Monitors, and (11) Dynalock 3101C or equal Delayed Egress Magnetic Locks. All equipment will be installed and programmed per the manufacturer’s recommendation. The contractor will also provide and install (4) 5 port Charging Docks compatible with the system provided.

The contractor will provide Licensing and 24/7 Proactive Monitoring including: a) continuous firmware, software, and app updates and upgrades; b) unlimited user and unlimited device access to Web, mobile apps, and alerting.; c) access to customized dashboards; d) access to any pre-built APl's for data exchange; e) support, including access to online video and training materials, initial and yearly scheduled online trainings; f) cellular connectivity for Gateway redundancy and wearable cellular connection.

The Malcom Randall VAMC Electrical Shop will ensure:

Power source receptacle 120V, 20A is available at each door location located above the ceiling.

A fire alarm relay at each stairwell exits for delayed egress lock.

Provide a secure room and staging area for equipment storage.

Provide (if not already existing) elevator relays for deactivation.

Coordinating elevator company to be onsite for tie in.

Provide contractor access above ceiling access to existing cable trays and access to install conduits for all cables.

Infection Control

The contractor will be provided and must comply with all infection control methods, policies, and procedures. The Infection Control Department will be available to provide input regarding all measures to control dust and debris created during the upgrade. The contractor must supply all Infection Control, Environmental Control, and Equipment.

Following successful installation and testing of the new Wander Guard System, the contractor shall demo all old cabling, controllers, lavatory stations, dome lights, etc. following successful installation and testing of the new equipment in each work area. The contractor shall turn over all old equipment to the COR of the project or the Electrical Shop Supervisor. All removed cabling and wiring as part of the demo shall be disposed of by the contractor. The demo shall coincide with the installation/upgrade as to ensure all areas maintain a functional wander guard system.

Contractors will be provided and must comply with all VA Construction Specifications.

Additionally, all NFPA 70, NFPA 70E, NFPA 99, Local, State, codes and regulations apply.

The contractor shall be solely responsible for ensuring the upgrade encapsules all rooms and areas as required by NFPA 99, UL 1069, NEC 70, VA Specification, as well as local and state codes. The VA will provide a PDF layout of the area as requested.

The current system is functional and includes all required electrical utilities. The VA will provide and install any electrical circuits for powering equipment to include conduit, wiring, boxes, and receptacles as required. All required electrical work, including cabling, conduit, wiring, etc., outside of providing 120V 20A receptacles will be the responsibility of the contractor.

New system should include all interfaces and programming to ensure system is fully functional.

The new system will include all programming to ensure the system is communicating with the Nurses Station Monitors.

The contractor shall include all mobilization, travel, labor, lodging, per diem, etc. to ensure the system is installed, programmed, and tested. The VA will not be responsible for additional trips (return trips).

The contractor will provide operator training for appropriate staff and Health Care personnel in two sequences per floor totaling (8) training events. This will ensure all staff receive operational training as recommended by the manufacturer. The VA COR or Electrical Shop Supervisor will coordinate with the Patient Care and Medical Staff to schedule training suited to provide (8) training events lasting 2 hours for each session.

All work performed 8 am - 4:30 pm Monday-Friday excluding federal holidays. Training sessions may be performed after normal business hours to ensure night shift staff receive training.

All VA building and construction specifications and policies apply.

A site visit will be scheduled. It is recommended that all offerors attend.

Contractor will be solely responsible for performing all software updates to include ensuring the system is operating on the latest software version and firmware. The contractor will be responsible for providing capable data processing equipment and services. The VA will not provide access to data nor does access to the internet exist.

CERTIFICATIONS AND QUALIFICATIONS OF CONTRACTORS:

All Wander Guard Technicians shall be certified by the manufacturer for the equipment being installed. The contractor shall provide training certificates for all technicians on site.

Number of Employees: The Contractor shall have a minimum of two (2) capable and qualified employees to enable the Contractor to properly and safely perform all work required under the terms of this contract. All contractor employees must be certified and trained by the manufacturer for the equipment being installed and be specifically competent and trained to perform the installation, demo, system programming, and staff training.

Licenses & Permits: Contractor and subcontractor personnel engaged in the activities specified by this contract shall be also required to possess certificates of training, licenses, and permits as required by the state, county, parish, city, and other local jurisdictions when the system is installed in a facility covered by such state, county, parish, city, and other local jurisdictions. All electricians performing work associated with this contract shall be certified Journeymen Electricians certified to perform work in the state, county, parish, city, and other local jurisdictions.

Documentation: The Contractor shall provide to the Ordering Official and Authority Having Jurisdiction documentation of the certificates of training, licenses, and permits for all new employees not later than seven (7) days prior to that person beginning work under the terms of this contract. The Contractor shall insure that all certificates of training, licenses, permits, and bonds are current and valid. All offers must include documentation and proof of the above certifications and qualifications for each employee.

DOCUMENTATION/REPORTS/INVOICES:

The documentation will include a test report showing each device with a pass/fail including an explanation and reason for the failure. Additionally, a deficiency report shall be provided for all devices with an action needed to remedy or repair the issue. All documentation shall be prepared and provided to the COR. The COR will provide the testing document upon request.

IDENTIFICATION, PARKING, SMOKING, AND VA REGULATIONS:

The contractor’s employees shall always wear visible identification while on the premises of the VAMC. It is the responsibility of the contractor to park in the appropriate designated parking areas. Information on parking is available from the VA Police Section. The VAMC will not invalidate or make reimbursement for parking violations of the contractor under any conditions.

Smoking is prohibited on the VAMC campus. Possession of weapons is prohibited. Enclosed containers including tool kits shall be subject to search. Violations of VA regulations may result in citation answerable in the United States (Federal) District Court, not a local district, state, or municipal court.

RESPONSIBILITY OF THE CONTRACTOR:

The Contractor must obtain authorization from the Contracting Officer or the COR Designee for any services required outside the scope of work, provided herein.

RESPONSIBILITY OF THE CONTRACTOR REGARDING SENSITIVE INFORMATION:

Sensitive information will not be stored by the contractor, nor will the contractor have access to such information. All sensitive information, including the final report and findings, will be provided to the VA Contractor Officer (CO) or Contracting Officer Representative (COR). All sensitive information will be safeguarded and will only be shared with the CO or COR. Both electronic and hardcopy will be provided following the completion of the inspection/testing.

HOURS OF SERVICE:

Normal VA Medical Center work hours are from 8:00 A.M. to 4:30 P.M., EST, Monday through Friday, excluding Federal Government designated holidays.

Federal Holidays observed by the VAMC are:

New Year’s Day Labor Day Martin Luther King Day Columbus Day Presidents Day Veterans Day Memorial Day Thanksgiving Day Independence Day Christmas Day

CONTRACTOR TESTING AND INSPECTION:

The Contractor is responsible for performing all inspections and tests necessary to substantiate the services furnished under the contract and conform to contract requirements. The VA always has the right to test all services ordered under the contract and places throughout the term of the contract. Government testing and inspection will not unduly delay any Contractor work being performed nor will it create a defect in services covered by this contract. Both electronic and hardcopy will be provided following the completion of the inspection/testing.

B.3 PRICE/COST SCHEDULE

ITEM INFORMATION

ITEM

NUMBER

DESCRIPTION OF

SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

1.00 EA __________________ __________________

Wander Guard System

Contract Period: Base POP Begin: 03-04-2026 POP End: 03-03-2027 PRINCIPAL NAICS CODE: 334290 - Other Communications Equipment Manufacturing PRODUCT/SERVICE CODE: 6350 - Miscellaneous Alarm, Signal, and Security Detection Systems

Installation and Testing Wander Guard System

Contract Period: Base POP Begin: 03-04-2026 POP End: 03-03-2027 PRINCIPAL NAICS CODE: 334290 - Other Communications Equipment Manufacturing

Cellular Service for Wander Guard System to Begin Upon

Completion, Testing and Installation Contract Period: Base POP Begin: 03-04-2026 POP End: 03-03-2027 PRINCIPAL NAICS CODE: 334290 - Other Communications Equipment Manufacturing

Cellular Service for Wander Guard System

Contract Period: Option 1 POP Begin: 03-04-2027 POP End: 03-03-2028 PRINCIPAL NAICS CODE: 334290 - Other Communications Equipment Manufacturing

Contract Period: Option 2 POP Begin: 03-04-2028 POP End: 03-03-2029 PRINCIPAL NAICS CODE: 334290 - Other Communications Equipment Manufacturing

Contract Period: Option 3 POP Begin: 03-04-2029 POP End: 03-03-2030 PRINCIPAL NAICS CODE: 334290 - Other Communications Equipment Manufacturing

Contract Period: Option 3 POP Begin: 03-04-2030 POP End: 09-03-2031 PRINCIPAL NAICS CODE: 334290 - Other Communications Equipment Manufacturing

GRAND TOTAL __________________

SECTION C - CONTRACT CLAUSES

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

PRODUCTS AND COMMERCIAL SERVICES (NOV 2023)

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

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

and

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

(End of Clause)

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

PRODUCTS AND COMMERCIAL SERVICES

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

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

C.2 52.240-91 SECURITY PROHIBITIONS AND EXCLUSIONS (NOV 2025)

(DEVIATION)

(a) Definitions. As used in this clause—

American Security Drone Act-covered foreign entity means an entity included on a list that the Federal Acquisition Security Council (FASC) develops and maintains and publishes in the System for Award Management (SAM) at https://www.sam.gov (section 1822 of Pub. L. 118-31, 41 U.S.C. 3901 note prec.).

Backhaul means intermediate links between the core network, or backbone network, and the small subnetworks at the edge of the network (e.g., connecting cell phones/towers to the core telephone network). Backhaul can be wireless (e.g., microwave) or wired (e.g., fiber optic, coaxial cable, Ethernet).

Covered application means the social networking service TikTok or any successor application or service developed or provided by ByteDance Limited or an entity owned by ByteDance Limited.

Covered article, as defined in 41 U.S.C. 4713(k), means:

(1) Information technology, as defined in 40 U.S.C. 11101, including cloud computing services of all types;

(2) Telecommunications equipment or telecommunications service, as those terms are defined in section 3 of the Communications Act of 1934 (47 U.S.C. 153);

(3) The processing of information on a Federal or non-Federal information system, subject to the requirements of the Controlled Unclassified Information program (see 32 CFR part 2002); or

(4) Hardware, systems, devices, software, or services that include embedded or incidental information technology.

Covered foreign country means The People’s Republic of China.

Covered telecommunications equipment or services means—

(1) Telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities);

(2) For the purpose of public safety, security of Government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities);

(3) Telecommunications or video surveillance services provided by such entities or using such equipment; or

(4) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country.

Critical technology means—

(1) Defense articles or defense services included on the United States Munitions List set forth in the International Traffic in Arms Regulations under subchapter M of chapter I of title 22, Code of Federal Regulations;

(2) Items included on the Commerce Control List set forth in Supplement No. 1 to part 774 of the Export Administration Regulations under subchapter C of chapter VII of title 15, Code of Federal Regulations, and controlled—

(i) Pursuant to multilateral regimes, including for reasons relating to national security, chemical and biological weapons proliferation, nuclear nonproliferation, or missile technology; or

(ii) For reasons relating to regional stability or surreptitious listening;

(3) Specially designed and prepared nuclear equipment, parts and components, materials, software, and technology covered by part 810 of title 10, Code of Federal Regulations (relating to assistance to foreign atomic energy activities);

(4) Nuclear facilities, equipment, and material covered by part 110 of title 10, Code of Federal Regulations (relating to export and import of nuclear equipment and material);

(5) Select agents and toxins covered by part 331 of title 7, Code of Federal Regulations, part 121 of title 9 of such Code, or part 73 of title 42 of such Code; or

(6) Emerging and foundational technologies controlled pursuant to section 1758 of the Export Control Reform Act of 2018 (50 U.S.C. 4817).

FASC-prohibited unmanned aircraft system means an unmanned aircraft system manufactured or assembled by an American Security Drone Act—covered foreign entity.

FASCSA order means any of the following orders issued under the Federal Acquisition Supply Chain Security Act (FASCSA) requiring removing covered articles from executive agency information systems or excluding one or more named sources or named covered articles from executive agency procurement actions, as described in 41 CFR 201-1.303(d) and (e):

(1) The Secretary of Homeland Security may issue FASCSA orders that apply to civilian agencies, to the extent not covered by paragraph (2) or (3) of this definition. This type of FASCSA order may be referred to as a Department of Homeland Security (DHS) FASCSA order.

(2) The Secretary of Defense may issue FASCSA orders that apply to the Department of Defense (DoD) and national security systems other than sensitive compartmented information systems. This type of FASCSA order may be referred to as a DoD FASCSA order.

(3) The Director of National Intelligence (DNI) may issue FASCSA orders that apply to the intelligence community and sensitive compartmented information systems, to the extent not covered by paragraph (2) of this definition. This type of FASCSA order may be referred to as a DNI FASCSA order.

Information technology, as defined in 40 U.S.C. 11101(6)—

(1) Means any equipment or interconnected system or subsystem of equipment, used in the automatic acquisition, storage, analysis, evaluation, manipulation, management, movement, control, display, switching, interchange, transmission, or reception of data or information by the executive agency, if the equipment is used by the executive agency directly or is used by a contractor under a contract with the executive agency that requires the use—

(i) Of that equipment; or

(ii) Of that equipment to a significant extent in the performance of a service or the furnishing of a product;

(2) Includes computers, ancillary equipment (including imaging peripherals, input, output, and storage devices necessary for security and surveillance), peripheral equipment designed to be controlled by the central processing unit of a computer, software, firmware and similar procedures, services (including support services), and related resources; but

(3) Does not include any equipment acquired by a Federal contractor incidental to a Federal contract.

Intelligence community, as defined by 50 U.S.C. 3003(4), means the following—

(1) The Office of the Director of National Intelligence;

(2) The Central Intelligence Agency;

(3) The National Security Agency;

(4) The Defense Intelligence Agency;

(5) The National Geospatial-Intelligence Agency;

(6) The National Reconnaissance Office;

(7) Other offices within the Department of Defense for the collection of specialized national intelligence through reconnaissance programs;

(8) The intelligence elements of the Army, the Navy, the Air Force, the Marine Corps, the Coast Guard, the Federal Bureau of Investigation, the Drug Enforcement Administration, and the Department of Energy;

(9) The Bureau of Intelligence and Research of the Department of State;

(10) The Office of Intelligence and Analysis of the Department of the Treasury;

(11) The Office of Intelligence and Analysis of the Department of Homeland Security; or

(12) Such other elements of any department or agency as may be designated by the President, or designated jointly by the Director of National Intelligence and the head of the department or agency concerned, as an element of the intelligence community.

Interconnection arrangement means arrangements governing the physical connection of two or more networks to allow the use of another’s network to hand off traffic where it is ultimately delivered (e.g., connecting a customer of telephone provider A to a customer of telephone company B) or sharing data and other information resources.

Kaspersky Lab-covered article means any hardware, software, or service that—

(1) Is developed or provided by a Kaspersky Lab-covered entity;

(2) Includes any hardware, software, or service developed or provided in whole or in part by a Kaspersky Lab-covered entity; or

(3) Contains components using any hardware or software developed in whole or in part by a Kaspersky Lab-covered entity.

Kaspersky Lab-covered entity means—

(1) Kaspersky Lab;

(2) Any successor entity to Kaspersky Lab, including any change in name, e.g., “Kaspersky”;

(3) Any entity that controls, is controlled by, or is under common control with Kaspersky Lab;

or

(4) Any entity of which Kaspersky Lab has a majority ownership.

National security system, as defined in 44 U.S.C. 3552, means any information system (including any telecommunications system) used or operated by an agency or by a contractor of an agency, or other organization on behalf of an agency—

(1) The function, operation, or use of which involves intelligence activities; involves cryptologic activities related to national security; involves command and control of military forces; involves equipment that is an integral part of a weapon or weapons system; or is critical to the direct fulfillment of military or intelligence missions, but does not include a system that is to be used for routine administrative and business applications (including payroll, finance, logistics, and personnel management applications); or

(2) Is protected at all times by procedures established for information that have been specifically authorized under criteria established by an Executive order or an Act of Congress to be kept classified in the interest of national defense or foreign policy.

Roaming means cellular communications services (e.g., voice, video, data) received from a visited network when unable to connect to the facilities of the home network either because signal coverage is too weak or because traffic is too high.

Sensitive compartmented information means classified information concerning or derived from intelligence sources, methods, or analytical processes, which is required to be handled…