Z1DA--612A4-19-016 | Renovate Outpatient Pharmacy and HVAC

ial Products and Commercial Services. Terms and Conditions Commercial Products and Commercial Services (NOV 2023) (DEVIATION OCT 2025) (a)� Definitions. The clause at Federal Acquisition Regulation (FAR) 52.202-1, Definitions, is incorporated by reference. (b)� Inspection/Acceptance. See 52.246-12. (c)� 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. (d)� Changes. See 52.243-4 or 52.243-5, whichever is inserted in this contract. (e)� 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 FAR 52.233-1, Disputes, which is incorporated in this contract by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract. (f)� Excusable delays. See paragraph (m) (g)� Invoice. The Government will handle invoices according to the Prompt Payment Act (31 U.S.C. 3903) and 5 CFR part 1315. The Contractor shall submit invoices to the address designated in the contract to receive invoices. An invoice must include the information required by 5 CFR part 1315.9(b). (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)� 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 that appears on the payment check or the specified payment date if an electronic funds transfer payment is made. (4)� 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; (D)� Contractor point of contact; and (ii)� Provide a copy of the remittance and supporting documentation to the Contracting Officer. (5)� 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 FAR part 33 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 FAR part 32). (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 termination for cause. (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 for interest credits prescribed in FAR part 32 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 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 a