S02. 36C26321Q0533.pdf

PAGE 1 OF 1. REQUISITION NO.

2. CONTRACT NO. 3. AWARD/EFFECTIVE DATE 4. ORDER NO. 5. SOLICITATION NUMBER 6. SOLICITATION ISSUE DATE

a. NAME b. TELEPHONE NO. (No Collect Calls) 8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY CODE 10. THIS ACQUISITION IS UNRESTRICTED OR SET ASIDE: % FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ IFB RFP

15. DELIVER TO CODE 16. ADMINISTERED BY CODE

17a. CONTRACTOR/OFFEROR CODE FACILITY CODE 18a. PAYMENT WILL BE MADE BY CODE

TELEPHONE NO. DUNS: DUNS+4:

PHONE: FAX:

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN OFFER

18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK BELOW IS CHECKED

SEE ADDENDUM

19. 20. 21. 22. 23. 24.

ITEM NO. SCHEDULE OF SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA 26. TOTAL AWARD AMOUNT (For Govt. Use Only)

27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 AND 52.212-5 ARE ATTACHED. ADDENDA ARE ARE NOT ATTACHED.

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA ARE ARE NOT ATTACHED

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN _______________ 29. AWARD OF CONTRACT: REF. ___________________________________ OFFER COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND DATED ________________________________. YOUR OFFER ON SOLICITATION DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY (BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER)

30b. NAME AND TITLE OF SIGNER (TYPE OR PRINT) 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER (TYPE OR PRINT) 31c. DATE SIGNED

AUTHORIZED FOR LOCAL REPRODUCTION (REV. 2/2012)

PREVIOUS EDITION IS NOT USABLE Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

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

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS 62

636-21-4-5058-0045

36C26321Q0533 05-05-2021

Melissa Garrett 605-336-3230 x7289 05-21-2021

10:00 AM CDT

Department of Veterans Affairs

NETWORK 23 CONTRACTING OFFICE

2501 W. 22nd St.

Sioux Falls SD 57105

X 100

X

811310

$8 Million

N/A

X

VA Nebraska Western Iowa Health Care System 4101 Woolworth Avenue Omaha, NE 68105

NETWORK 23 CONTRACTING OFFICE

2501 W. 22nd St.

Sioux Falls SD 57105 https://www.fsc.va.gov/einvoice.asp

VA Financial Services Center Via The Tungsten Network Refer to VAAR Clause 852.232-72

See CONTINUATION Page

Emergency Generator Maintenance Services in support of the Nebraska-Western Iowa VA Health Care System.

Period of Performance:

Base Year: 08/01/2021 - 07/31/2022 Option Year 1: 08/01/2022 - 07/31/2023 Option Year 2: 08/01/2023 - 07/31/2024 Option Year 3: 08/01/2024 - 07/31/2025 Option Year 4: 08/01/2025 - 07/31/2026 Offerors shall be registered and active at System for Award Management (SAM) at https://beta.sam.gov at time of offer.

Please refer to Section B.2 (Price/Cost Schedule) for line items. Please refer to Section B.3 (Statement of Work) for scope of work requested.

This is a solicitation using FAR Part 13 (Simplified Acquisition Procedures).

This requirement is being solicitated as a Total Service- Disabled Veteran-Owned Small Business Set-Aside.

All questions must be in writing and emailed to Melissa.Garrett@va.gov. All questions must be received no Later than 10:00AM CST May 12, 2021.

See CONTINUATION Page

636-3610162-5058-854100-3220-010055592 636-21-4-5058-0045

X X

X 1(one)

Doug Reed

VHA-VA-2020-56D92567

mailto:Melissa.Garrett@va.gov

36C26321Q0533

Table of Contents

SECTION A

A.1 SF 1449 SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

B.2 PRICE/COST SCHEDULE

B.3 STATEMENT OF WORK (SOW)

SECTION C - CONTRACT CLAUSES

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

2018)

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

C.3 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

C.4 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000) ...19

C.5 VAAR 852.212-70 PROVISIONS AND CLAUSES APPLICABLE TO VA

ACQUISITION OF COMMERCIAL ITEMS (APR 2020)

C.6 VAAR 852.219-10 VA NOTICE OF TOTAL SERVICE-DISABLED VETERAN-

OWNED SMALL BUSINESS SET-ASIDE (JUL 2019) (DEVIATION)

C.7 VAAR 852.219-74 LIMITATIONS ON SUBCONTRACTING—MONITORING AND

COMPLIANCE (JUL 2018)

C.8 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT

STATUTES OR EXECUTIVE ORDERS—COMMERCIAL ITEMS (JAN 2021)

SECTION D - CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS

D.1 WAGE DETERMINATION

SECTION E - SOLICITATION PROVISIONS

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

1998)

E.2 52.212-2 EVALUATION—COMMERCIAL ITEMS (OCT 2014)

E.3 52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS—

COMMERCIAL ITEMS (FEB 2021)

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:

Contractor Name:

DUNS Number:

Point of Contact:

Phone Number:

Email Address:

b. GOVERNMENT: Contracting Officer 36C263

Contracting Officer: Doug Reed

Phone Number: 605-336-3230 x 7844

Email Address: Douglas.Reed3@va.gov

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

3. INVOICES: Invoices shall be submitted in arrears:

Other [X] After completion of job

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.

Tungsten Electronic Invoicing System VA Tungsten Number is: AAA544240062 va.registration@tungsten-network.com Refer to VAAR Clause 852.232-72

5. INVOICING INSTRUCTIONS:

In addition to information required for submission of a “proper” invoice in accordance with FAR 52.212-4 (g), all invoices must include:

• Name and Address of Contractor

• Contractor’s Invoice Date and Invoice Number

• Contract Number, Task Order Number, and/or Purchase Order Number

• Date(s) of Service mailto:Douglas.Reed3@va.gov

• Cost of service, i.e., hourly rate, quantity, job cost, trip, etc.

• Total price

Electronic Invoice Submission Method. Invoice(s) shall be electronically submitted through the Tungsten Network: https://www.tungsten-network.com/customer-campaigns/veterans-affairs/.

The VA-FSC pays all associated transaction fees for VA orders.

The Tungsten direct vendor support number is 877-489-6135 for VA contracts. During Implementation (technical set-up) Tungsten will confirm your Tax Payer ID Number with the VA- FSC. This process can take up to five (5) business days to complete to ensure your invoice is automatically routed to your Certifying Official for approval and payment. https://www.tungsten-network.com/us/support/’. The VA-FSC pays all associated transaction fees for VA orders.

For additional information, please contact:

• Tungsten Support, Phone: 1-877-752-0900, Email: va.registration@tungsten-network.com

• Department of Veterans Affairs Financial Service Center, Phone: 1-877-353-9791, Email: vafscched@va.gov

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

AMENDMENT NO DATE

mailto:va.registration@tungsten-mailto:va.registration@tungsten-mailto:vafscched@va.gov

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

ITEM

NUMBER

DESCRIPTION OF

SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

1.00 JB __________________ __________________

NWI Emergency Generator Maintenance Services in support of the

NWI VA Health Care Facility for the period of 08/01/21 through 07/31/22.

Contract Period: Base POP Begin: 08-01-2021 POP End: 07-31-2022

NWI VA Health Care Facility for the period of 08/01/22 through 07/31/23.

Contract Period: Base POP Begin: 08-01-2022 POP End: 07-31-2023

NWI VA Health Care Facility for the period of 08/01/23 through 07/31/24.

Contract Period: Base POP Begin: 08-01-2023 POP End: 07-31-2024

NWI VA Health Care Facility for the period of 08/01/24 through 07/31/25.

Contract Period: Base POP Begin: 08-01-2024 POP End: 07-31-2025

NWI VA Health Care Facility for the period of 08/01/25 through 07/31/26.

Contract Period: Base POP Begin: 08-01-2025 POP End: 07-31-2026

GRAND TOTAL __________________

B.3 STATEMENT OF WORK (SOW)

Title

Emergency Generator and Transfer Switch Preventative Maintenance services to support the Nebraska-Western Iowa VA Health Care Facility

General Overview

The VA Nebraska-Western Iowa Health Care System located at Omaha, Lincoln, and Grand Island, Nebraska is seeking a contractor to provide Emergency Generator and Transfer Switch Preventative Maintenance Services.

Definitions or Acronyms

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:

a. Includes Department of Veteran Affairs records.

b. Does not include personal materials.

c. Applies to records created, received, or maintained by Contractors pursuant to their Department of Veteran Affairs contract.

d. May include deliverables and documentation associated with deliverables.

Place of Performance

All work will be completed at the Omaha and Grand Island campuses. The addresses for these campuses are below.

a. VA Nebraska‐Western Iowa Health Care System Omaha Division 4101 Woolworth Avenue Omaha, Nebraska 68105

b. VA Nebraska‐Western Iowa Health Care System Grand Island Division 2201 North Broadwell Avenue Grand Island, Nebraska 68803

Scheduling of services shall be coordinated with the VA site representative.

Preventive maintenance services and inspections shall be performed on weekdays during normal business hours from 8:00 AM CST to 4:30 PM CST, unless other arrangements have been made with the VA site representative.

Work and inspections shall be performed on consecutive days until all services are completed.

Contractor personnel shall report to the VA site representative to sign in and acquire a badge.

The contractor personnel shall report to the VA site representative to sign out and return the badge before departing the VA facility.

Contractor personnel shall wear an identification badge provided by VA when working under the resulting contract.

The contractor shall report to the VA Boiler Operator upon arrival and before departing facility whenever repair work is being performed after normal duty hours, on weekends, or holidays.

Period of Performance

This will be a single award Firm Fixed Priced Contract for overall period of performance of 08/01/2021 to 07/31/2022. There will be one (1) base year and up to four (4) option years for this contract:

Year Period Begins Period Ends Base Year 08/01/2021 07/31/2022 Option Year 1 08/01/2022 07/31/2023 Option Year 2 08/01/2023 07/31/2024 Option Year 3 08/01/2024 07/31/2025 Option Year 4 08/01/2025 07/31/2026

Exercise of option years will be made at Government’s discretion based on continued need for services, Contractor performance, and availability of funds in a given fiscal year.

Equipment List

For the Omaha Campus the equipment to be serviced is as follows.

a. Five CAT Emergency Generators

b. One Onan Generator

c. One Generac Generator

d. Twenty-three Automatic Transfer Switches

Omaha Generator Serial and Model Numbers.

Model Serial Number Horsepower Location CAT 3412 81Z05946 890 HP Building 1 CAT 3412 81Z04484 890 HP Building 1 CAT D343 62B12357 422 HP Building 2 Onan PM3 A090230928 680 HP Micro Building Generac 2113614 13639910200 195 HP / 130 KW Building 9 CAT C175-16 WYB02568 3298 HP / 3 MEG's Building 24 CAT C18 FST02082 900 HP / 671 KW ACC Building

Omaha Automatic Transfer Switches.

Brand Model Quantity Location Caterpillar CBTS Four ACC Building Cummins BTPCC-7530032 One Building 1 5th floor Micro Caterpillar CBTS Two Building 1 room 1269

Cutler-hammer

ATH3FDA30100ESU One Building 1 room 1269

Cutler-hammer

ATV3NBA30800XSU One Building 1 room 1269

Easton ATC3C5X30800BSU Four Building 1 room 1269 Russectric RTSO3-ATA4003CMOH-REL One Building 1 room 1269 Russectric RTSO3-ATA8003CMOH-REL One Building 1 room 1269 Zenith ZBTSOOBOOO10F One Building 15 Zenith ZBTSOOBOOO22F One Building 15 Asco 940326095XC Two Building 17 Asco H3003600N7C One Building 2 Caterpillar C175 One Building 24 Zenith ZB4DB02241-07C601X Two Building 9

For the Grand Island Campus the equipment to be serviced is as follows.

a. Two Facility Emergency Generators

b. Ten Automatic Transfer Switches

Grand Island Generator Serial and Model Numbers

Model Serial Number Horsepower Location CAT SR4 54BH6097 370KW / 462KVA Building 17 CAT D333 66D4921 100KW / 125KVA Building 18

Grand Island Automatic Transfer Switches.

Brand Model Quantity Location ASCO 7000 (400 amp) Five Building 17 ASCO 7000 (400 amp) One Building 18 ASCO Model 940 (400 amp) One Building 17 Zenith ZBTSH40EC-4 (400 Amp) Two Building 17 Zenith ZTS2L22EC-4 (225 Amp) One Building 17 CAT CTGD (225 Amp) One Building 17

Scope of Work

The contractor shall furnish all necessary labor, testing equipment, material, and skills to perform maintenance, inspections, and load bank testing on all of the equipment listed in the Equipment List section.

The contractor shall furnish all necessary labor, testing equipment, material and skill to perform Level I, Level II, and Level III services.

The contractor shall enact a maintenance program which includes those services listed in the Technical Section below.

The contractor shall work to accomplish the required work in the months of March and August each year.

The contractor’s maintenance program will include one load bank test for four hours each year.

The contractor shall ensure oil changes and load bank tests will be performed once annually.

The contractor shall ensure generator inspections will be performed twice annually. Inspections will include oil and diesel fuel analysis and operational ATS inspection for all switches, once per year.

The contractor shall provide a copy of all checklists, data, notes, and preliminary reports gathered during inspection and before departing the VA facility.

The contractor shall ensure written procedures and a checklist will be furnished to the VA Engineering Service by the contractor for items under preventative maintenance services within a week of the service.

The contractor shall furnish final reports in paper and electronic formats produced in either Word Perfect or Microsoft Word for each service (preventive maintenance and inspections, emergency service) performed.

Technical Requirements

Level III maintenance of all generators will be performed. Level III (including Levels I, II, and III) maintenance includes;

Level I: Annually in March

The contractor shall conduct inspection of Cooling System: Radiator/heat exchanger, coolant, hoses, connections, belts, jacket water heater, water pump, thermostats.

The contractor shall conduct inspection of Fuel System: Fuel tank, water trap/separator, fuel lines and connections, governor and controls, fuel filters, fuel pressure.

The contractor shall conduct inspection of Air Induction and Exhaust System: Air filter and indicator, air inlet system, turbocharger, exhaust manifold and system, valves and rotators.

The contractor shall conduct inspection of Lube Oil System: Oil level, oil pressure, operational check of pre‐lube pump, crankcase breather, and oil sample.

The contractor shall conduct inspection of Starting System: Inspection of batteries, cleaned and tightened, battery charger, starting motor with operational check, and alternator.

The contractor shall conduct inspection of Engine Monitors and Safety Controls: Safety controls, remote annunciators and alarms and gauges.

The contractor shall conduct inspection of Power Generator: Bearings, brushes and slip rings, space heaters and vibration isolators.

The contractor shall conduct inspection of Control Panel: Start controls, voltmeter, ammeter, frequency meter, circuit breaker and auto transfer switch.

Level II: Annually in August

The contractor shall change fuel filter elements.

The contractor shall clean the primary fuel filter screen.

The contractor shall perform an oil sample analysis.

The contractor shall clean the engine crank case breather.

The contractor shall inspect air cleaner elements and air induction system.

The contractor shall Inspect the turbocharger for end play and leaks.

The contractor shall add coolant conditioner to update inhibitor strength.

The contractor shall test run generator set and check it for leaks.

The contractor shall conduct one Load Bank Test for 4 hours at 85% capacity for each generator.

The contractor shall change lube oil and filters.

Level III: Annually in August

The contractor shall furnish and dispose of lube oil.

NOTE: Level I, II, and III programs include contractor providing air cleaner elements, belts, hoses, and the labor to install them.

The contractor shall supply coolant conditioner and lube oil.

The contractor shall provide a completed service report indicating complete details specifically identifying/documenting all data of Level III maintenance program services.

Parts for Repairs

The Contractor shall provide all replacement parts needed to keep the system in operating condition as originally designed by the manufacturer. Parts may be repaired or replaced, as the contractor deems appropriate, so long as amount listed in CLINs cited in Price Schedule are not exceeded. No used parts will be used to repair this equipment. Contactor shall furnish the VA Technical Representative (VATR) with a written estimate of the cost to make necessary repairs. Contractor shall also provide a comparison quote to the VATR for what that item would have cost for commercial pricing so Government has basis for making price fair and reasonableness determination, or as alternative, Contractor shall provide a quote provided to another federal agency for similar item for determination purposes. If cost exceeds cost listed for applicable line item in Section B.2 (Price Schedule), the Contracting Officer shall issue a bilateral contract modification to increase funding for this line item per coordination with VATR and after determination of price fair and reasonableness.

General Requirements

It shall be understood that, throughout performance of the contract, the Contractor’s personnel, while on VA property, shall adhere to all requirements and regulations that govern the VA Health Care System and its property.

The contractor shall not store equipment or materials on the VA facility property. Any damage to VA property caused by the contractor shall be repaired to its previous condition, or better, by the contractor at no additional cost to the Government.

Among all other requirements, the VA Health Care System and its property is now entirely smoke-free.

Contractor and their personnel shall follow all U.S. Department of Veterans Affairs (VA) policies, standard operating procedures, applicable laws, and applicable regulations while on VA property. Violations of this may result in citation and disciplinary measures for persons violating the law.

Contractor and their personnel shall wear visible identification at all times while they are on premises.

VA does not provide parking spaces at the work site; the Contractor must obtain parking at the work site if needed. It is the responsibility of the Contractor to park in the appropriate designated parking areas. VA shall not invalidate or make reimbursement for parking violations of the Contractor under any conditions.

Possession of weapons is prohibited.

Limitations on Subcontracting

By submission of an offer and execution of a contract, the Offeror/Contractor agrees in performance of the contract in the case of a contract for Services, it will not pay more than 50 percent of the amount paid by the Government for contract performance to subcontractors that are not similarly situated entities. Any work that a similarly situated entity further subcontracts will count toward the 50 percent subcontract amount that cannot be exceeded.

An independent contractor shall be considered a subcontractor. “Similarly Situated” means that entity subcontracted to is same type of entity as the Prime Contractor (i.e., SDVOSB subcontracts to SDVOSB, small business subcontracts to small business).

Service Contract Labor Standards Requirement

Contractor shall provide hourly wages in accordance with U.S. Department of Labor (USDOL) Wage Determinations and FAR Subpart 22.10 (Service Contract Labor Standards); USDOL Wage Determinations are attached in Section D below and updated versions will be attached as part of option year exercises.

For guidance on Service Contract Labor Standards and to find the nearest USDOL resource, please refer to https://www.dol.gov/whd/local/index.htm.

Invoicing Submissions

In addition to regulations set forth in FAR 52.212-4 (Contract Terms and Conditions – Commercial Items) (g) “Invoice” and VAAR 852.232-72 (Electronic Submission of Payment Requests), Contractor shall submit final invoice on any services performed no later than 30 days after end of the period of performance of contract. This ensures that closeout of contracts is in compliance with FAR 4.804-1(b).

Reports and Deliverables https://www.dol.gov/whd/local/index.htm

Contractor shall be responsible for complying with all reporting and deliverable requirements.

Contractor shall be responsible for assuring the accuracy and completeness of all reports and other deliverables as well as the timely submission of each. Vendor shall comply with requirements regarding the appropriate reporting formats, instructions, submission timetables, and technical assistance as required. All reports and deliverables are to be sent by electronic mail unless otherwise specified by the CO:

The following are brief descriptions of required documents that must be submitted by Contractor:

Deliverable SOW Reference Due By Submit To

Copy of all checklists, data, notes, and preliminary reports gathered during inspection

6.8 Before departing VA

facility

VA Site Representative

Written procedures and a checklist will be furnished to the VA Engineering Service by the contractor for items under preventative maintenance services

6.9 Within a week of

being on site.

VA Site Representative

SECTION C - CONTRACT CLAUSES

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

ITEMS (OCT 2018)

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

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

and

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

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

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

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

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

(i) Payment.—

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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

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

(End of Clause)

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

ITEMS

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

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

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

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

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

(End of Clause)

FAR

Number

Title Date

52.204-13 SYSTEM FOR AWARD MANAGEMENT MAINTENANCE OCT 2018

52.204-18 COMMERCIAL AND GOVERNMENT ENTITY CODE

MAINTENANCE

AUG 2020

52.232-40 PROVIDING ACCELERATED PAYMENTS TO SMALL

BUSINESS SUBCONTRACTORS

DEC 2013

C.3 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 30 days.

(End of Clause)

C.4 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR

2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within 30 days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed five (5) years.

(End of Clause)

C.5 VAAR 852.212-70 PROVISIONS AND CLAUSES APPLICABLE TO VA

ACQUISITION OF COMMERCIAL ITEMS (APR 2020)

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

[X] 852.203–70, Commercial Advertising.

[] 852.209–70, Organizational Conflicts of Interest.

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

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

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

[] 852.214–73, Alternate Packaging and Packing.

[] 852.214–74, Marking of Bid Samples.

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

[] 852.215–71, Evaluation Factor Commitments.

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

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

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

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

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

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

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

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

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

[] 852.228–70, Bond Premium Adjustment.

[] 852.228–71, Indemnification and Insurance.

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

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

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

[] 852.233–71, Alternate Protest Procedure.

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

[] 852.246–71, Rejected Goods.

[] 852.246–72, Frozen Processed Foods.

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

[] 852.270–1, Representatives of Contracting Officers.

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

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

[] 852.271–74, Inspection.

[] 852.271–75, Extension of Contract Period.

[] 852.273–70, Late Offers.

[] 852.273–71, Alternative Negotiation Techniques.

[] 852.273–72, Alternative Evaluation.

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

[] 852.273–74, Award without Exchanges.

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

[] 852.237–74, Nondiscrimination in Service Delivery.

(End of Clause)

C.6 VAAR 852.219-10 VA NOTICE OF TOTAL SERVICE-DISABLED

VETERAN-OWNED SMALL BUSINESS SET-ASIDE (JUL 2019) (DEVIATION)

(a) Definition. For the Department of Veterans Affairs, “Service-disabled veteran owned small business concern or SDVOSB”:

(1) Means a small business concern:

(i) Not less than 51 percent of which is owned by one or more service-disabled veterans or, in the case of any publicly owned business, not less than 51 percent of the stock of which is owned by one or more service-disabled Veterans or eligible surviving spouses (see VAAR 802.101, Surviving Spouse definition);

(ii) The management and daily business operations of which are controlled by one or more service-disabled Veterans (or eligible surviving spouses) or, in the case of a service-disabled Veteran with permanent and severe disability, the spouse or permanent caregiver of such Veteran;

(iii) The business meets Federal small business size standards for the applicable North American Industry Classification System (NAICS) code identified in the solicitation document;

(iv) The business has been verified for ownership and control pursuant to 38 CFR part 74 and is so listed in the Vendor Information Pages (VIP) database (https://www.vip.vetbiz.va.gov);

and

(v) The business will comply with VAAR subpart 819.70 and Small Business Administration (SBA) regulations regarding small business size and government contracting programs at 13 CFR part 121 and 125, including the nonmanufacturer rule and limitations on subcontracting requirements in 13 CFR 121.406 and 125.6, provided that any reference therein to a service-disabled veteran-owned small business concern (SDVO SBC), is to be construed to apply to a VA verified and VIP-listed SDVOSB. The nonmanufacturer rule and the limitations on subcontracting apply to all SDVOSB and VOSB set-asides and sole source contracts.

(2) “Service-disabled Veteran” means a Veteran, as defined in 38 U.S.C. 101(2), with a disability that is service-connected, as defined in 38 U.S.C. 101(16).

(b) General.

(1) Offers are solicited only from eligible service-disabled veteran-owned small business concerns. Only VIP-listed service-disabled veteran-owned small business concerns (SDVOSBs) may submit offers in response to this solicitation. Offers received from concerns that are not VIP-listed service-disabled veteran-owned small business concerns shall not be considered.

(2) Any award resulting from this solicitation shall be made to a VIP-listed service-disabled veteran-owned small business concern that meets the size standard for the applicable NAICS code.

(c) Representation. By submitting an offer, the prospective contractor represents that it is an eligible SDVOSB as defined in this clause, 38 CFR part 74, and VAAR subpart 819.70.

Pursuant to 38 U.S.C. 8127(e), only VIP-listed SDVOSBs are considered eligible. Therefore, any reference in 13 CFR part 121 and 125 to a servicedisabled veteran-owned small business concern (SDVO SBC), is to be construed to apply to a VA verified and VIP-listed SDVOSB and only such concern(s) qualify as similarly situated. The offeror must also be eligible at the time of award.

(d) Agreement. Agreement. When awarded a contract (see FAR 2.101, Definitions), including orders under multiple-award contracts, or a subcontract, an SDVOSB agrees that in the performance of the contract, the SDVOSB shall comply with requirements in VAAR subpart

819.70 and SBA regulations on small business size and government contracting programs at 13 CFR part 121 and 125, including the nonmanufacturer rule and limitations on subcontracting requirements in 13 CFR part 121.406 and 125.6, provided that for purposes of the limitations on subcontracting, only VIP-listed SDVOSBs shall be considered eligible and/or “similarly situated” (i.e., a firm that has the same small business program status as the prime contractor). An independent contractor shall be considered a subcontractor. An otherwise eligible firm further agrees to the following:

https://vaww.aams.ecms.va.gov/AAMS_Production/DAV/8--vyybjyywkrq0y/(https:/www.vip.vetbiz.va.gov)

(1) Services. In the case of a contract for services (except construction), it will not pay more than 50% of the amount paid by the government to it to firms that are not VIP-listed SDVOSBs.

(2) Supplies or products.

(i) In the case of a contract for supplies or products (other than from a nonmanufacturer of such supplies), it will not pay more than 50% of the amount paid by the government to it to firms that are not VIP-listed SDVOSBs.

(ii) In the case of a contract for supplies from a nonmanufacturer, it will supply the product of a domestic small business manufacturer or processor, unless a waiver as described in 13 CFR 121.406(b)(5) is granted.

(3) General construction. In the case of a contract for general construction, it will not pay more than 85% of the amount paid by the government to it to firms that are not VIP-listed SDVOSBs.

(4) Special trade contractors. In the case of a contract for special trade contractors, it will not pay more than 75% of the amount paid by the government to it to firms that are not VIP-listed SDVOSBs.

(5) Subcontracting. Any work that a VIP-listed SDVOSB subcontractor further subcontracts will count towards the percent of subcontract amount that cannot be exceeded. For supply or construction contracts, cost of materials is excluded and not considered to be subcontracted.

For mixed contracts and additional limitations, refer to 13 CFR 125.6.

(e) Joint ventures. A joint venture may be considered an SDVOSB if the joint venture is listed in VIP and complies with the requirements in 13 CFR 125.18(b), provided that any reference therein to service-disabled veteran-owned small business concern or SDVO SBC, is to be construed to mean a VIP-listed SDVOSB. A joint venture agrees that, in the performance of the contract, the applicable percentage specified in paragraph (d) of this clause will be performed by the aggregate of the joint venture participants.

(f) Precedence. For any inconsistencies between the requirements of the SBA program for service-disabled veteran-owned small business concerns and the VA Veterans First Contracting Program, as defined in VAAR subpart 819.70 and this clause, the VA Veterans First Contracting Program requirements have precedence.

(End of Clause)

C.7 VAAR 852.219-74 LIMITATIONS ON SUBCONTRACTING—

MONITORING AND COMPLIANCE (JUL 2018)

(a) This solicitation includes VAAR 852.219-10 VA Notice of Total Service- Disabled Veteran- Owned Small Business Set-Aside.

(b) Accordingly, any contract resulting from this solicitation is subject to the limitation on subcontracting requirements in 13 CFR 125.6, or the limitations on subcontracting requirements in the FAR clause, as applicable.