R--Fuel Tank Assessment Buffalo VA Medical Center

COMBINED SYNOPSIS/SOLICITATION FOR COMMERCIAL ITEMS General Information Document Type: Combined Synopsis/Solicitation Solicitation Number: VA528-16-Q-0347 Posted Date: August 24, 2016 Original Response Date: September 6, 2016 Current Response Date: September 6, 2016 Classification Code: R425-Professional Support: Engineering/Technical Set Aside: 100% SDVOSB NAICS Code: 541330-Engineering Services Contracting Office Address Department of Veterans Affairs Syracuse VA Medical Center Richard Williams 1304 Buckley Road- Suite C104 Syracuse, NY 13212-4311 Description This is a combined synopsis/solicitation for commercial items prepared in accordance with the format in FAR subpart 12.106 in conjunction with FAR subpart 13.501 as supplemented with additional information included in this notice. This announcement constitutes the only solicitation; quotations are being requested, and a written solicitation document will not be issued. This solicitation is a request for quotes. The solicitation document and incorporated provisions and clauses are those in effect through Federal Acquisition Circular (FAC) 2005-83-July 2, 2015. The associated North American Industrial Classification System (NAICS) code for this procurement is 541330, with a small business size standard of $15.0 million. This solicitation is 100% set aside for Service Disabled Veteran Owned Small Business (SDVOSB). The Department of Veterans Affairs, Buffalo VA Medical Center is seeking a Contractor to provide an assessment of the current status of three (3) underground storage tanks (UST 1, 2, and 3), and associated piping, pumping, and monitoring equipment, and, based on applicable technologies, present recommendations for appropriate replacement of three (3) tanks and associated equipment at the Buffalo VA Medical Center, 3495 Bailey Avenue, Buffalo, NY 14215-1129. All interested companies shall provide proposals for the following: Scope of Work (SOW) Fuel Tank Assessment Buffalo VA Medical Center 3495 Bailey Avenue Buffalo, NY 14215 Purpose: Consultant to provide VA Western New York Healthcare System (VAWNYHS) with a detailed assessment of the current status of underground storage tanks (USTs) 1, 2, and 3, and associated piping, pumping, and monitoring equipment, and, based on applicable technologies, present recommendations for appropriate replacement of three (3) tanks and equipment at the Buffalo VA Medical Center, 3495 Bailey Avenue, Buffalo, NY 14215-1129. Discussion: Tanks 1, 2, and 3 are single-walled, steel, 40,000 gallon USTs containing No. 2 Fuel Oil. This fuel is stored for backup purposes for the facility boilers. The boilers are normally fired by natural gas. However, VHA Directive 2008-062 requires that VA Medical Centers also have available an alternative source of fuel for their boilers in the event that the natural gas supply is not available. Hence, these tanks are currently used to store the fuel backup purposes. Further, the facility fires each of its boilers on fuel oil for one hour on a monthly basis for testing purposes. These tanks were installed in 1989 and were retrofitted with cathodic protection (sacrificial anodes) for anticorrosion in 1997. Based on the age and construction of these tanks and associated pipes and pumping equipment, their replacement will be necessary in the future. Therefore, the assessment performed by the Consultant shall be used to determine the appropriate timeframe for replacement of these tanks, as well as any reconfiguration of the tanks, piping, pumps, and monitoring systems to improve their safety, operating efficiency, and environmental protectiveness. The assessment of the current tank system and recommendations for the replacement system shall include a narrative specifically addressing federal and state regulations. Specifically, the requirements stated in 40 Code of Federal Regulations (CFR) Part 280 and 6 New York State Code of Rules and Regulations (NYCRR) Part 613. Although the Buffalo VAMC is a federal installation, conformance with these state regulations is also required. Tasks to be Performed by Consultant: This work shall be performed by a qualified Architecture and Engineering (A/E) Firm (referred to henceforth as the Consultant). To achieve the purpose stated above, the Consultant shall provide VAWNYHS with the following assessment services and deliverables. A. Consultant shall perform an initial site visit to the facility review and document the current location, and observable infrastructure for Tanks 1, 2, and 3 and associated piping, pumping, and monitoring systems. This observable infrastructure will include at a minimum: 1. The current outside locations for Tanks 1, 2, and 3 including their respective manway vaults. 2. The underground piping and pump corridor (walkway) that connects these tanks with the Boiler Plant. 3. The Boiler Plant and boilers. The Consultant will be escorted by VAWNYHS Engineering and/or Environmental Staff during the site visit. The Consultant shall also review applicable plans and as-built diagrams and figures as needed to acquire the needed information to complete the assessment of current conditions. B. Consultant shall review applicable technologies and provide VAWNYHS with feasible replacement configuration options for the tank, tank infrastructure, piping, pump, and monitoring systems. The review of applicable technologies shall also take into consideration recent improvements within the boiler plant that have increased fuel efficiency of the boiler equipment. Analysis and calculations to determine the new amount of emergency fuel required to meet regulatory requirements and applicable VHA Directives (below) shall also be included in the report. The following criteria shall be considered by the Consultant in its evaluation of the replacement options for the system: 1. Adherence with the requirements in VHA Directive 2008-062. 2. Cost-effectiveness of system construction and installation. 3. Reliability of system components and operation and maintenance (O&M). 4. Compliance with 40 CFR Part 280 federal regulatory requirements (as applicable). 5. Compliance with 6 NYCRR Part 613 state regulatory requirements (as applicable). C. Consultant shall rank the three most applicable options for the tank, piping, pump, and monitoring system based on the above evaluation criteria. Other factors will also be assessed by the Consultant for VA consideration outside these criteria. The additional assessment factors will include at a minimum: 1. Facility layout. 2. Efficacy and logistics associated with safe removal and replacement of the tanks, piping, pumps and monitoring systems with respect to existing infrastructure and utilities. 3. Best-practice environmentally preferable tank, piping, pump, and monitoring replacement systems which minimize the potential for impacts to the surface sewers, subsurface soil, and groundwater from leaks and spills. The systems to be considered shall include but not be limited to USTs, partially buried (vaulted/accessible) tanks, and aboveground tank systems. Deliverables to be provided by Consultant: D. Consultant shall provide VAWNYHS with a Tank Assessment Report that at a minimum provides the following CLINs: CLIN Description 01 Introduction and Purpose. 02 Assessment of Current Conditions for Tanks 1, 2, and 3 and Associated Piping, Pump, and Monitoring Components. 03 Assessment of Current System Longevity and Need for Replacement. 04 Identification of Tank Removal and Replacement Concerns Associated with Current Tank Location. 05 Analysis and Calculations of Fuel Consumption to Determine Required Emergency Fuel Supply. 06 Identification of Alternative Tank Location and Configuration (if appropriate). 07 Identification and Ranking of Three Feasible Replacement System Options and Costs (Planning-Level Cost Estimate). 08 Identification of and Corrective Action Recommendations for Any Imminent System Failures Discovered (if applicable). 09 Recommendations for System Replacement Based on Above Criteria Shown above in Task B. 10 Identification of Further Needs for System Implementation. 11 Appendices Including Supporting Documentation Referenced In the Tank Assessment Report. E. Project Schedule The Consultant shall attend a post award conference at the facility within fourteen (14) calendar days of contract award (Notice to Proceed). It is anticipated that the conference/site visit will be completed within a total of two days. The Consultant shall provide a Draft Tank Assessment Report within forty five (45) calendar days of contract award. The VA Project Team will provide written comments to the Consultant within twenty one (21) calendar days of its receipt of the Draft Report. The Consultant shall submit to VAWNYHS two (2) complete copies of the Final Tank Assessment Report in three-ring binders that incorporates and addresses all VA comments within ninety (90) days of contract award. The Consultant shall also provide the Final Tank Assessment Report to VAWNYHS in original electronic format and pdf. F. Period of Performance The period of performance will be on or about September 15, 2016 (upon issuance of the Notice to Proceed) to December 31, 2016. G. Protection of Government Property Damage resulting from Contractor operations shall be repaired by the contractor at no additional cost to the government. Contractor shall be responsible to meet all OSHA and Safety requirements in the performance of the work. This shall include but not limited to taking all the necessary precautions to protect the patients, visitors and/or staff at each location. The Contractor shall be held responsible for any injuries and/or damages which may be caused as a result of the contractor's failure to adhere to these requirements. Any damage caused by the contractor shall be repaired and/or replaced to the satisfaction of the VA at the contractor's expense. H. By submitting a quote, the offeror acknowledges the requirement to be registered in SAM (System for Award Management) and verified in the VETBIZ database prior to award, during performance and through final payment of a contract resulting from this solicitation. I. Site Visit. The only site visit will be held on Wednesday, August 31, 2016 at 9:00 AM EST at the Buffalo VA Medical Center, 3495 Bailey Avenue, Buffalo, NY 14215. Any questions must be submitted in writing to the Contracting Officer via email at contact@example.gov. Responses to the solicitation are due on Tuesday, September 6, 2016 at 2:00 PM EST. ? Place of Performance Name: Buffalo VA Medical Center Address: 3495 Bailey Avenue, Buffalo, NY Postal Code: 14215-1129 Country: UNITED STATES Evaluation of Quotes The Government will award a contract resulting from this solicitation to the responsible offeror whose offer conforming to the solicitation will be the Best Value to the Government, price and other factors considered. The following factors shall be used to evaluate offers: 1. Technical capability 2. Past experience 3. Past performance 4. Price Factor 1- Technical Capability (Acceptable/Unacceptable) a) A capabilities statement demonstrating the knowledge, skills and ability to complete the assessment of fuel tanks and associated systems in accordance with the Scope of Work. b) A statement detailing the contractor's capability to meet all deadlines of the deliverables in Paragraph D of the Scope of Work and a schedule defining the duration of the work with milestones. Technical Capability will be graded as Acceptable or Not Acceptable. The Offeror must receive an "Acceptable" in all technical areas in order to receive an overall rating of "Acceptable" in Technical Capability. Factor 2-Past Experience (Acceptable/Unacceptable) The Government will evaluate the quality and extent of offeror's experience deemed relevant to the requirements of this RFQ. At least three years of demonstrable industry experience for all key personnel involved in providing fuel tank assessments specifically listed. Past Experience will be graded as Acceptable or Not Acceptable. The Offeror must receive an "Acceptable" in order to receive an overall rating of "Acceptable" in Past Experience. Factor 3-Past Performance (Acceptable/Unacceptable/Neutral) All offerors must submit at least three (3) references from contracts with a similar scope of work. References shall include: 1. The organization name, point of contact, phone number and e-mail addresses, total award, and period of performance. 2. The information obtained will enable the Government to evaluate the offeror's past performance and the degree of satisfaction among the offeror's customers. Contractors are reminded that the Government may elect to consider data obtained from other sources. The Government may obtain past performance information from the Past Performance Information Retrieval System (PPIRS). Please note that the information submitted in PPIRS is based on previous government contracts. Past Performance shall be rated Acceptable or Non-acceptable. If there is no past performance, it is considered "unknown", which is rated as neutral. Past Experience Evaluation Ratings Rating Description Acceptable Based on the offeror's performance record, the Government has a reasonable expectation that the offeror will successfully perform the required effort, or the offeror's performance record is unknown. Non-acceptable Based on the offeror's performance record, the Government has no reasonable expectation that the offeror will successfully perform the required effort. Neutral Unable to provide a score. Performance in this are not applicable to the effort assessed. Factor 4 - Price a) Evaluation of Price: While the evaluated price is a substantial area to be taken into consideration in the overall integrated assessment of offers, the Government intends to select the Lowest Price Technically Acceptable (LPTA) offer contingent upon the proposal being otherwise rated as acceptable. Preparation of Proposals: The VA will not pay any costs incurred in preparation and submission of proposals. (b) A written notice of award or acceptance of an offer, mailed or otherwise furnished to the successful offeror within the time for acceptance specified in the offer, shall result in a binding contract without further action by either party. Before the offer's specified expiration time, the Government may accept an offer (or part of an offer), whether or not there are negotiations after its receipt, unless a written notice of withdrawal is received before award. The full text of FAR provisions or clauses may be accessed electronically at http://acquisition.gov/comp/far/index.html. The following solicitation provisions apply to this acquisition: 1. FAR 52.212-1, "Instructions to Offerors-Commercial Items" [October 2015]. The Government will award a contract resulting from this solicitation to the responsible offeror whose offer conforming to the solicitation will be the Best Value to the Government, price and other factors considered. The following factors shall be used to evaluate offers: 1) Technical capability 2) Past experience 3) Past performance 4) Price 2. FAR 52.212-3, "Offerors Representations and Certifications-Commercial Items" [October 2015] 3. FAR 52.203-99, "PROHIBITION ON CONTRACTING WITH ENTITIES THAT REQUIRE CERTAIN INTERNAL CONFIDENTIALITY AGREEMENTS (DEVIATION) (FEB 2015)." 4. FAR 52.216-1, "Type of Contract". 5. VAAR 852.233-70, "PROTEST CONTENT/ALTERNATIVE DISPUTE RESOLUTION (JAN 2008)." 6. VAAR 852.270-1, "Representatives of Contracting Officers." Offerors must complete annual representations and certifications on-line at https://www.sam.gov in accordance with FAR 52.212-3, "Offerors Representations and Certifications-Commercial Items." If paragraph (j) of the provision is applicable, a written submission is required. The following contract clauses apply to this acquisition: " FAR 52.212-4, "Contract Terms and Conditions-Commercial Items" [May 2015] " FAR 52.212-5, "Contract Terms and Conditions Required to Implement Statutes or Executive Orders" [October 2015] The following subparagraphs of FAR 52.212-5 are applicable: (a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial items: (1) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (NOV 2015). (2) 52.233-3, Protest After Award (Aug 1996) (31 U.S.C. 3553). (3) 52.233-4, Applicable Law for Breach of Contract Claim (Oct 2004) (Public Laws 108-77 and 108-78 (19 U.S.C. 3805 note)). (b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items: [X] (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (Sept 2006), with Alternate I (Oct 1995) (41 U.S.C. 4704 and 10 U.S.C. 2402). [X] (4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (OCT 2015) (Pub. L. 109-282) (31 U.S.C. 6101 note). [X] (8) 52.209-6, Protecting the Government's Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (OCT 2015) (31 U.S.C. 6101 note). [X] (16) 52.219-8, Utilization of Small Business Concerns (OCT 2014) (15 U.S.C. 637(d)(2) and (3). [X] (22) 52.219-28, Post Award Small Business Program Rerepresentation (Jul 2013) (15 U.S.C 632(a)(2)). [X] (25) 52.222-3, Convict Labor (June 2003) (E.O. 11755). [X] (27) 52.222-21, Prohibition of Segregated Facilities (APR 2015). [X] (28) 52.222-26, Equal Opportunity (APR 2015) (E.O. 11246). [X] (29) 52.222-35, Equal Opportunity for Veterans (OCT 2015) (38 U.S.C. 4212). [X] (30) 52.222-36, Equal Opportunity for Workers with Disabilities (JUL 2014) (29 U.S.C. 793). [X] (31) 52.222-37, Employment Reports on Veterans (OCT 2015) (38 U.S.C. 4212). [X] (32) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (DEC 2010) (E.O. 13496). [X] (33)(i) 52.222-50, Combating Trafficking in Persons (MAR 2015) (22 U.S.C. chapter 78 and E.O. 13627). [X] (34) 52.222-54, Employment Eligibility Verification (OCT 2015). (E. O. 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.) [X] (40) 52.223-18, Encouraging Contractor Policies to Ban Text Messaging While Driving (AUG 2011) [X] (44) 52.225-13, Restrictions on Certain Foreign Purchases (JUN 2008) (E.O.'s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury). [X] (51) 52.232-34, Payment by Electronic Funds Transfer-Other than System for Award Management (Jul 2013) (31 U.S.C. 3332). (c) The Contractor shall comply with the FAR clauses in this paragraph (c), applicable to commercial services, that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items: [X] (2) 52.222-41, Service Contract Labor Standards (MAY 2014) (41 U.S.C. chapter 67). [X] (3) 52.222-42, Statement of Equivalent Rates for Federal Hires (MAY 2014) (29 U.S.C. 206 and 41 U.S.C. chapter 67). Employee Class Monetary Wage-Fringe Benefits [X] (4) 52.222-43, Fair Labor Standards Act and Service Contract Labor Standards-Price Adjustment (Multiple Year and Option Contracts) (MAY 2014) (29 U.S.C. 206 and 41 U.S.C. chapter 67). [X] (8) 52.222-55, Minimum Wages Under Executive Order 13658 (DEC 2015) (E.O. 13658). The following FAR clauses pertain to this acquisition: 52.212-4 CONTRACT TERMS AND CONDITIONS-COMMERCIAL ITEMS (MAY 2015) (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, contract 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 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 contract 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 s...