MAS - Harvey Rock Physics Inc. - 47QTCA19D00KM

GENERAL SERVICES ADMINISTRATION

FEDERAL SUPPLY SERVICE

AUTHORfZED FEDERAL SUPPLY SCHEDULE PRfCE UST

Prices Shown Herein are Net (discount deducted)

On-line access to contract ordering information, terms and conditions, up-to-date pricing, and the option to create an electronic delivery order are available through GSA Advantage!®, a menu-driven database system. The INTERNET address GSA Advantage!® is: GSAAdvantage.gov.

MULTIPLE AWARD SCHEDULE

LARGE CATEGORY: INFORMATION TECHNOLOGY

SUBCATEGORY: IT SOFTWARE

SIN: 511210 SOFTWARE LICENSES

COMMODITY: B

PSC: 7030

SIN: 54151 SOFTWARE MAINTENANCE SERVICES

COMMODITY: B

PSC: 1070

Contract number: 47QTCA19D00KM

For more information on ordering from Federal Supply Schedules click on the FSS Schedules button at fss.gsa.gov.

Contract period: SEPT 9, 2019- SEPT 8, 2024

PRICELIST UPDATED: 12/09/2020

Supplement No. MAS Consolidation A812 02/06/2020

Supplement No. Schedule MAS Refresh 5 A826 12/09/2020

Harvey Rock Physics, Inc.

815 Brazos ST, STE 500, Austin, TX 78701-2509 USA.

Mailing Address: 2101 Citywest Blvd., Building 1, Houston, TX 77042 USA

DUNS: 079910682

CAGE Code: 7KJE6 Website: www.harveyrockphysics.com

Small Business http://www.harveyrockphysics.com/

CUSTOMER INFORMATION

la. SIN 511210 SOFTWARE LICENSES

SIN : 54151 SOFTWARE MAlNTENANCE SERVICES

*See price table for item descriptions and awarded price(s).

lb. SIN 511210 Lowest Priced Model Number: HRP-LOG-050 Module License-LogScope Report Analysis $500.00 each (exclusive of the IFF)

SIN 54151 Lowest Priced Model Number: HRP-DS-004 Digitising 1:500/600 Interval Cost $0.03 per foot (exclusive ofIFF)

1c. If the Contractor is proposing hourly rates, a description of all corresponding commercial job titles, experience, functional responsibility and education:

Petro physicist:

Experience: At least I-year experience Functional Responsibility: Petrophysical Advisor Education: College Degree

Business Development and Sales Consultant:

Experience: At least 5 years experience Functional Responsibility: Borehole wireline log interpretation, advisor and software support

Chief Software Architect:

Experience: At least 5 years experience Functional Responsibility: LogScope Software- general design, supervising implementation of features as required

2. Maximum order: $500,000.00

3. Minimum order: $100.00

4. Geographic coverage: 50 States and DC

5. Point(s) of production: Austin, Texas, Travis County USA

6. Discount from list prices or statement of net price: 0.75% - 40%

7. Quantity discounts:

Additional 1% on single task orders 2: $300K Additional 1.5% on single task orders 2: $IM Additional 2.0% on single task orders 2: $2M

8. Prompt payment terms. Note: 0%, Net 30 days

Information for Ordering Offices: Prompt payment terms cannot be negotiated out of the contractual agreement in exchange for other concessions.

9a. Government purchase cards are accepted at or below the micro-purchase threshold.

9b. Government purchase cards are accepted or above the micro-purchase threshold.

10. Foreign items: NIA

11a. Time of delivery: Delivery is as negotiated between ordering agency and contractor.

11b. Expedited Delivery: Items available for expedited delivery are noted(*) in this price list. Delivery is as negotiated between ordering agency and contractor.

l lc. Overnight and 2-day delivery: Not Available l ld. Urgent Requirements: Refer to I-FSS-140-B URGENT REQUIREMENTS (JAN 1994) of the Solicitation.

FCIS-JB-980001-B agencies may also contact the Harvey Rock Physics POC to effect a faster delivery.

12. F.O.B. point(s): Destination

13a. Ordering address(es): 2101 Citywest Blvd., Building 1, Houston, TX 77042 USA

13b. Ordering procedures: For supplies and services, the ordering procedures, information on Blanket Purchase

Agreements (BPA's) are found in Federal Acquisition Regulation (FAR) 8.405-3.

14. Payment address(es): 2101 Citywest Blvd., Building 1, Houston, TX 77042 USA

15. Warranty provision: 90 Days on Software

16. Export packing charges: NIA

17. Terms and conditions of Government purchase card acceptance: No thresholds above the micro-purchase level.

18. Terms and conditions of rental, maintenance, and repair: NIA

19. Terms and conditions of installation: NIA

20. Terms and conditions of repair parts indicating date of parts price lists and any discounts from list prices: NIA

20a. Terms and conditions for any other services: NIA

21. List of service and distribution points: 2101 Citywest Blvd., Building 1, Houston, TX 77042 USA

22. List of participating dealers: NIA

23. Preventive maintenance: NIA

24a. Special attributes such as environmental attributes (e.g., recycled content, energy efficiency, and/or reduced pollutants).: NIA

24b. Section 508 compliance information is available on Electronic and Information Technology (EIT) supplies and services and The EJT standards can be found at: www.Section508.gov1.: NIA

25. Data Universal Number System (DUNS) number: 79910682

26. Registered in System for Award Management (SAM) database: YES http://www.section508.gov1/

AUTHORIZED FEDERAL SUPPLY SCHEDULE PRICE LIST

Harvey Rock Physics, Inc.

Prices Shown Herein are Net (discount deducted)

SIN/SIN(s)

PROPOSED MFR PART NO PRODUCT NAME UOI

DISCOUNT PRICE

OFFERED TO GSA

(including IFF)

511210 HRP-LOG-010 Bundle License- LogScope Basic Display Bundle EA

$2,009.96

511210 HRP-LOG-020 Bundle License-LogScope Adv.

Display Bundle EA

$2,414.87

511210 HRP-LOG-030 Bundle License-LogScope Basic Log Analysis Bundle EA

$1,859.90

511210 HRP-LOG-040 Bundle License-LogScope Adv.

Log Analysis Bundle EA

$3,999.78

511210 HRP-LOG-050 Module License-LogScope Report Analysis EA

$499.97

511210 HRP-LOG-060 Module License-LogScope Log Analysis Multi EA

$7,999.55

511210 HRP-LOG-100 Annual Package- LogScope Basic Display Package EA

$3,324.81

511210 HRP-LOG-130

Annual Package-LogScope Basic Display Package w/ Basic Log Analysis Bundle

EA

$5,179.71

511210 HRP-LOG-200

Annual Package-LogScope Adv. Display Package*

* Requires Basic Display Bundle

EA

$5,739.68

511210 HRP-LOG-300

Annual Package-LogScope Adv. Display Package* w/ Basic Log Analysis Bundle.

* Requires Basic Display Bundle

EA

$7,599.57

511210 HRP-LOG-400

Annual Package-LogScope Adv. Display Package* w/ Adv. Log Analysis Package**

* Requires Basic Display Bundle ** Requires Basic Log Analysis Bundle

EA

$11,599.35

511210 HRP-LSF-100 Annual Package-LogScope Optical Fiber Display Package EA

$5,599.69

54151 HRP-DM-001 Data Conversion EA $99.99

54151 HRP-DM-002 Data- Media Cost EA $50.00

54151 HRP-DM-003 Data Verification & QC EA $99.99

54151 HRP-DM-004 Discrete Data Input HR $299.98

54151 HRP-DM-005 Data- Tape Copy EA $99.99

54151 HRP-DM-006 Data Sale Raw EA $50.00

54151 HRP-DM-007 Data Brokerage EA $99.99

54151 HRP-DS-001 Digitising - 1:200/240 EA $399.98

54151 HRP-DS-002 Digitising 1:200/240 Interval Cost EX

$0.05

54151 HRP-DS-003 Digitising 1:500/600 Flat Charge EA

$399.98

54151 HRP-DS-004 Digitising 1:500/600 Interval Cost EX

$0.04

54151 HRP-DS-005 Scanning Analogue Prints LF $0.75

54151 HRP-DC-001 Date Edting and Well- Well Edit Flat Charge EA

$1,999.89

54151 HRP-DC-002 Date Edting and Well- Well Edit/Suite Cost EA

$199.99

54151 HRP-DT-001 Tailored Composits- Composite Flat Charge EA

$1,999.89

54151 HRP-DT-002 Tailored Composits-Composite time charge HR

$299.98

54151 HRP-LA-001 Open Hole Log Analysis- Environmental Corrections EA

$499.97

54151 HRP-LA-002 Open Hole Log Analysis- Formal Interp EA

$1,499.92

54151 HRP-LA-003 IOpen Hole Log Analysis- Interval Interp charge MR

$2.00

54151 HRP-LA-004 Open Hole Log Analysis- Multimin Flat Charge EA

$499.97

54151 HRP-LA-005 Open Hole Log Analysis- Multimin Interval Cost EX

$1.00

54151 HRP-CHL-001 Case Hole Analysis- Production Log Interpretation EA

$599.97

54151 HRP-CHL-002 Case Hole Analysis-Prod Log interval cost MR

$1.00

54151 HRP-CHL-003 Case Hole Analysis-TDT Processing EA

$599.97

54151 HRP-CHL-004 Case Hole Analysis-TDT interval cost MR

$1.00

54151 HRP-CHL-005 Case Hole Analysis-C/O Processing EA

$599.97

54151 HRP-CHL-006 Case Hole Analysis-C/O Interval cost MR

$1.00

54151 HRP-FWS-001 Digital Sonic Flat Charge EA $2,499.86

54151 HRP-FWS-002 Digital Sonic Processing Interval Charge EX

$1.55

54151 HRP-FWS-003 Full Wave Sonic Processing- Shear Anisotropy` EX

$0.85

54151 HRP-FWS-004 Full Wave Sonic Processing- Stoneley Permeability EX

$0.50

54151 HRP-FWS-005 Full Wave Sonic Processing- Fracture identification DA

$1,999.89

54151 HRP-USFN-001 Open Hole Processing- User Function computation EA

$599.97

54151 HRP-USFN-002 Open Hole-User algorithm complex curve(s) computation EA

$599.97

54151 HRP-NMR-003 Open Hole Processing-NMR Processing EA

$1,399.92

54151 HRP-NMR-004 Open Hole Processing-NMR Processing Interval Cost EX

$0.50

54151 HRP-NNT-005 Open Hole Processing-Neural Network EA

$1,799.90

54151 HRP-NNT-006 Open Hole Processing-Neural Network Interval Cost EX

$1.00

54151 HRP-SEN-007 Open Hole Processing-Basic Uncertainty Processing EA

$599.97

54151 HRP-SEN-008 Open Hole Processing- Sensitivity analysis EA

$1,499.92

54151 HRP-CSG-009 Open Hole Processing-Coal Seam Gas flat charge EA

$899.95

54151 HRP-SHL-010 Open Hole Processing-Shale analysis EA

$1,499.92

54151 HRP-CPH-001 Barehole Image Services- Core Photo Loading ZP

$99.99

54151 HRP-CPH-002 Barehole Image Services- Core Photo Loading ZP

$599.97

54151 HRP-DLG-003 Barehole Image Services- Autocorrelation processing EA

$899.95

54151 HRP-DLG-004 Barehole Image Services- Autocorrelation processing EX

$0.50

54151 HRP-IMG-005 Borehole image processing EA $1,199.93

54151 HRP-IMG-006 Borehole image processing EX $1.00

54151 HRP-IMG-007 Barehole Image Services- Image dip picking EA

$1,499.92

54151 HRP-IMG-008 Barehole Image Services- Image dip picking EX

$1.00

54151 HRP-IMG-009 Barehole Image Services- Image Interpretation EA

$1,599.91

54151 HRP-IMG-010 Barehole Image Services- Image Interpretation HR

$199.99

54151 HRP-HRPP-011 Barehole Image Services- Image petrophysics EA

$12,499.30

54151 HRP-HRPP-012 Barehole Image Services- Image petrophysics EX

$1.36

CONSULTING SERVICES

54151 HRP-CON-001 Day charge consulting DA $2,399.87

54151 HRP-CON-002 Onsite Consulting Services- Hour rate HR

$299.98

54151 HRP-CON-003 Consulting Day charge HRP office DA

$1,599.91

54151 HRP-CON-004 Consulting Hour rate HRP Office HR

$199.99

54151 HRP-MWF-001 Multi-well X-Plots/well LS $99.99

54151 HRP-MWF-002 Multi-well X-Plots /plot EA $10.00

54151 HRP-MWF-003 Multi-well Normalisation EA $599.97

54151 HRP-MWF-004 Multi-Well and Field Studies- Cross Section Flat Charge LS

$1,999.89

54151 HRP-MWF-005 Multi-Well and Field Studies- Cross Section Time Charge HR

$199.99

54151 HRP-MWF-006 Field Study Setup Charge HR $199.99

54151 HRP-MWF-007 Field Study Processing Charge RU - RUN $199.99

54151 HRP-MWF-008 Field Study Processing Charge EA $199.99

54151 HRP-MWF-010 Field or area map generation LS $1,999.89

54151 HRP-MWF-011 Field or area map generation DA $1,599.91

* Expedited Delivery: Some items are available for expedited delivery. Delivery is as negotiated between the ordering agency and contractor.

Descriptions and Equipment Compatibility:

SIN PRODUCT DESCRIPTION

511210 Bundle License- LogScope Basic Display Bundle

The basic bundle consists of the Display, Deviation and Export modules which allows the user to create and store their own displays, plot deviated well bores with first two tracks and export plots, exchange projects and export data as LAS files. The Bundle includes cross section and map view of wells and the new tadpole display option. LAS files and zone tops can be imported from multiple wells. Pricing reflects per Annual Package

511210 Bundle License-LogScope Adv.

Display Bundle

This bundle is designed for people with the need to plot full waveform images and load DLIS files.

This is the advanced bundle and includes:

Basic Display Deviation Plot Export functionality Advanced Display

DLIS

The Bundle includes cross section and map view of wells and the new tadpole display option. LAS files and zone tops can be imported from multiple wells .Pricing reflects per Annual Package

511210 Bundle License-LogScope Basic Log Analysis Bundle

This bundle adds basic log analysis capability and includes computation ofhydrocarbn corrected cross plot porosity, density porosity, neutron porosity and sonic porosity. Also includes saturation computed by indonesia equation, modified waxman schmitt or archie's equation .Pricing reflects per Annual Package

511210 Bundle License-LogScope Adv.

Log Analysis Bundle

This I the advanced log analysis module which contains a deterministic mineral module, silty shaley sand module and dual water module. It allows the user to use one of 9 saturation equations. It also allows robert elphick mineralogy from neutron density to be used in place of normal photoelectric effect lithology models. Pricing reflects per Annual Package

511210 Module License-LogScope Report Analysis

This is the hydrocarbon volume report module. Pricing reflects per Annual Package

511210 Module License-LogScope Log Analysis Multi

This module allows the following functionality: a (Log Analysis can be completed on multiple wells using any of the models in basic or advanced. 8) Python scripting and solver functions can be run multi well ,c) Plots can be produced multi well, d) Miscellaneous functions such as curve rename, linear functions, unit rename etc can be run multi well. Pricing reflects per Annual Package

511210 Annual Package- LogScope Basic Display Package

The basic bundle consists of the Display, Deviation and Export modules which allows the user to create and store their own displays ,plot deviated well bores with first two tracks and export plots, exchange projects and export data as LAS files. The Bundle includes cross section and map view of wells and the new tadpole display option. LAS files and zone tops can be imported from multiple wells. Pricing reflects per Annual Package

511210 Annual Package-LogScope Basic Display Package w/ Basic Log Analysis Bundle

The basic bundle plus provides the log analysis in addition to the basic bundle consists of the Display, Deviation and Export modules which allows the user to create and store their own displays, plot deviated well bores with first two tracks and export plots, exchange projects and export data as LAS files.

The Bundle includes cross section and map view of wells and the new tadpole display option. LAS files and zone tops can be imported from multiple wells This also includes the basic log analysis. Pricing reflects per Annual Package

511210 Annual Package-LogScope Adv.

Display Package*

* Requires Basic Display Bundle

This bundle is designed for people with the need to plot full waveform images and load DLIS files.

This is the advanced bundle and includes:

Basic Display Deviation Plot Export functionality Advanced Display

DLIS

The Bundle includes cross section and map view of wells and the new tadpole display option. LAS files and zone tops can be imported from multiple wells .Pricing reflects per Annual Package

511210 Annual Package-LogScope Adv.

Display Package* w/ Basic Log Analysis Bundle.

* Requires Basic Display Bundle

This bundle is designed for people with the need to plot full waveform images and load DLIS files. It includes Log Analysis as well.

This is the advanced bundle and includes:

Basic Display Deviation Plot Export functionality Advanced Display

DLIS

Log Analysis The Bundle includes cross section and map view of wells and the new tadpole display option. LAS files and zone tops can be imported from multiple wells .Pricing reflects per Annual Package

511210 Annual Package-LogScope Adv.

Display Package* w/ Adv. Log Analysis Package**

* Requires Basic Display Bundle ** Requires Basic Log Analysis Bundle

This bundle is designed for people with the need to plot full waveform images and load DLIS files. It includes Advanced Log Analysis as well.

This is the advanced bundle and includes:

Basic Display Deviation Plot Export functionality Advanced Display

DLIS

Advanced Log Analysis The Bundle includes cross section and map view of wells and the new tadpole display option. LAS files and zone tops can be imported from multiple wells

It includes:

Insertion of special minerals Nphi matrix reference can be set by zone (i.e Limestone, Sandstone and Dolomite( DPHI can be used to back calculate the density Inclusion of deterministic mineral model (DMM), silty shaley sand (SSS) and dual or two water model (TWA):

These models can be selected and used by zone Basic model is similar to DMM but when the PEF is bad or not available it uses a simple matrix lithology model.

Variable Mand N entry Geomechanical model computing moduli and other additional parameters Shale gas model computing TOC and Shale Gas volume using a variety of methodologies Coal Bed Methane (CBM) computation Hydrocarbon Volume Report Undo/Redo LAS 3 import and export The module adds to the BASIC log analysis module a Deterministic Mineral Model, a Silty Shaley Sand Model and a Dual water model.

Any combination of modules can be used in a well by specifying the model required in each zone.

511210 Annual Package-LogScope Optical Fiber Display Package

LogScope Fiber is a package that reads DAS, DTS information stored in native format and HDF5 format. It allows the frequency spectrum and amplitude to be output as a depth indexed RP66 DLIS file over specific windowed range. The software uses gesture functionality and simple drag drop to read files .Pricing reflects per Annual Package

Right-to-Copy Pricing: Offerors shall insert the discounted pricing for right-to-copy licenses, if commercially available, in an attachment to the GSA Price List (l-FSS-600 CONTRACT PRICE LISTS

(OCT 2016).

Not Commercially Available

Terms and Conditions for all IT Contractors

I) Organizational Conflicts Of Interest

a) Definitions.

"Contractor" means the person, firm, unincorporated association, joint venture, partnership, or corporation that is a party to this contract.

"Contractor and its affiliates" and "Contractor or its affiliates" refers to the Contractor, its chief executives, directors, officers, subsidiaries, affiliates, subcontractors at any tier, and consultants and any joint venture involving the Contractor, any entity into or with which the Contractor subsequently merges or affiliates, or any other successor or assignee of the Contractor.

An "Organizational conflict of interest" exists when the nature of the work to be perfonned under a proposed ordering activity contract, without some restriction on ordering activities by the Contractor and its affiliates, may either (i) result in an unfair competitive advantage to the Contractor or its affiliates or (ii) impair the Contractor's or its affiliates' objectivity in performing contract work.

b) To avoid an organizational or financial conflict of interest and to avoid prejudicing the best interests of the ordering activity, ordering activities may place restrictions on the Contractors, its affiliates, chief executives, directors, subsidiaries and subcontractors at any tier when placing orders against schedule contracts. Such restrictions shall be consistent with FAR 9.505 and shall be designed to avoid, neutralize, or mitigate organizational conflicts of interest that might otherwise exist in situations related to individual orders placed against the schedule contract. Examples of situations, which may require restrictions, are provided at FAR 9.508

2) Services Performed

a) All services performed by the Contractor under the terms of this contract shall be as an independent Contractor, and not as an agent or employee of the ordering activity.

b) The Contractor shall commence performance of services on the date agreed to by the Contractor and the ordering activity.

c) The Contractor agrees to render services only during normal working hours, unless otherwise agreed to by the Contractor and the ordering activity.

3) Travel. Any Contractor travel required in the performance of services must comply with the Pub. L. 99-234 and FAR Part 31.205-46, as applicable, in effect on the date(s) the travel is performed. Established Federal Government per diem rates will apply to all Contractor travel.

4) Warranty

a) Unless otherwise specified in this contract, the Contractor's standard commercial warranty as stated in the contract's commercial pricelist will apply to this contract.

b) The Contractor's commercial guarantee/warranty shall be included in the Commercial Supplier Agreement to include Enterprise User License Agreements or Terms of Service (TOS) agreements, if applicable.

c) Except as otherwise provided by an express or implied warranty, the Contractor will not be liable to the ordering activity for consequential damages resulting from any defect or deficiencies in accepted items.

Regulation Number Regulation Title/Comments

52.222-46 EVALUATION OF COMPENSATION FOR PROFESSIONAL EMPLOYEES (FEB 1993)

52.222-48 EXEMPTION FROM APPLICATION OF THE SERVICE CONTRACT LABOR STANDARDS TO

CONTRACTS FOR MAINTENANCE, CALIBRATION, OR REPAIR OF CERTAIN EQUIPMENT

CERTIFICATION (MAY 2014)

52.223-19 COMPLIANCE WITH ENVIRONMENTAL MANAGEMENT SYSTEMS (MAY 2011)

52.223-2 AFFIRMATIVE PROCUREMENT OF BIOBASED PRODUCTS UNDER SERVICE AND

CONSTRUCTION CONTRACTS (SEP 2013)

52.229-1 STATE AND LOCAL TAXES (APR 1984)

52.222-62 PAID SICK LEAVE UNDER EXECUTIVE ORDER 13706 (JAN 2017)

52.223-13 ACQUISITION OF EPEAT- REGISTERED IMAGING EQUIPMENT (JUN 2014)

52.223-14 ACQUISITION OF EPEAT® - REGISTERED TELEVISIONS (JUN 2014)

52.223-16 ACQUISITION OF EPEAT® - REGISTERED PERSONAL COMPUTER PRODUCTS (OCT 2015)

552.238-115 SPECIAL ORDERING PROCEDURES FOR THE ACQUISITION OF ORDER-LEVEL

MATERIALS

(MAY 2019)

552.238-107 TRAFFIC RELEASE (SUPPLIES) (MAY 2019)

552.238-73 IDENTIFICATION OF ELECTRONIC OFFICE EQUIPMENT PROVIDING ACCESSIBILITY FOR

THE

HANDICAPPED (MAY 2019)

552.238-86 DELIVERY SCHEDULE (MAY 2019)

552.238-89 DELIVERIES TO THE U.S. POSTAL SERVICE (MAY 2019)

552.238-90 CHARACTERISTICS OF ELECTRIC CURRENT (MAY 2019)

552.238-91 MARKING AND DOCUMENTATION REQUIREMENTS FOR SHIPPING (MAY 2019)

552.238-92 VENDOR MANAGED INVENTORY (VMI) PROGRAM (MAY 2019)

552.238-93 ORDER ACKNOWLEDGMENT (MAY 2019)

552.238-94 ACCELERATED DELIVERY REQUIREMENTS (MAY 2019)

F04. IT Software Subcategory Instructions:

****Best-in-Class (BIC) Designation**** Offerors submitting an offer for a SIN(s) under the "IT Software Sub-category" must also comply with the following:

1) Technical Support: Without additional charge to the ordering activity, shall provide a hot line technical support number for the purpose of providing user assistance and guidance in the implementation of the software. The technical support number is available shall be available during specified hours.

a) At the task or delivery order level, provide a telephone number and hours of operation for technical support hotline; indicate applicable time zone for the hours of operation-i.e., Eastern time, Central, Mountain or Pacific time.

2) Descriptions and Equipment Compatibility: Offerors shall include as an attachment to the GSA Price List (I-FSS-600 CONTRACT PRICE LISTS (OCT 2016) a complete description of each software product including the operating systems on which the software can be used. Also included shall be a brief, introductory explanation of the modules and documentation which are offered.

3) Right-to-Copy Pricing: Offerors shall insert the discounted pricing for right-to-copy licenses, if commercially available, in an attachment to the GSA Price List (I-FSS-600 CONTRACT PRICE LISTS

(OCT 2016).

4) Utilization Limitations

a) Software acquisition is limited to commercial computer software defined in FAR Part 2.101.

b) When acquired by the ordering activity, commercial computer software and related documentation shall be subject to the following:

i.) Title to and ownership of the software and documentation shall remain with the Contractor, unless otherwise specified.

ii.) Software licenses are by site and by ordering activity. An ordering activity is defined as a cabinet level or independent ordering activity. The software may be used by any subdivision of the ordering activity (service, bureau, division, command, etc.) that has access to the site the software is placed at, even if the subdivision did not participate in the acquisition of the software. Further, the software may be used on a sharing basis where multiple agencies have joint projects that can be satisfied by the use of the software placed at one ordering activity's site. This would allow other agencies access to one ordering activity's database. For ordering activity public domain databases, user agencies and third parties may use the computer program to enter, retrieve, analyze and present data. The user ordering activity will take appropriate action by instruction, agreement, or otherwise, to protect the Contractor's proprietary property with any third parties that are permitted access to the computer programs and documentation in connection with the user ordering activity's permitted use of the computer programs and documentation. For purposes of this section, all such permitted third parties shall be deemed agents of the user ordering activity.

iii.) Except as provided above, the ordering activity shall not provide or otherwise make available the software or documentation, or any portion thereof, in any form, to any third party without the prior written approval of the Contractor. Third parties do not include prime Contractors, subcontractors and agents of the ordering activity who have the ordering activity's permission to use the licensed software and documentation at the facility, and who have agreed to use the licensed software and documentation only in accordance with these restrictions. This provision does not limit the right of the ordering activity to use software, documentation, or information therein, which the ordering activity may already have or obtains without restrictions.

iv.) The ordering activity shall have the right to use the software and documentation with the run-time computing environment (e.g. operating system, virtual machine, mobile operating system, processor etc.) to be specifically identified for which it is acquired at any other facility/user device to which that time computing environment may be transferred, or in cases of Disaster Recovery, the ordering activity has the right to transfer the software to another site/user device if the ordering activity site for which it is acquired is deemed to be unsafe for ordering activity personnel; to use the software and documentation with a backup time computing environment when the primary is inoperative; to copy computer programs for safekeeping (archives) or backup purposes; to transfer a copy of the software to another site/user for purposes of benchmarking new hardware and/or software; and to modify the software and documentation or combine it with other software, provided that the unmodified portions shall remain subject to these restrictions.

v.) "Commercial Computer Software" may be marked with the Contractor's standard commercial restricted rights legend, but the schedule contract and schedule pricelist, including this clause, "Utilization Limitations" are the only governing terms and conditions, and shall take precedence and supersede any different or additional terms and conditions included in the standard commercial legend.

vi.) Licensee Data belongs exclusively to Licensee, regardless of where the Data may reside at any moment in time including, but not limited to Licensor hardware, networks or other infrastructure and facilities where Data may reside, transit through or be stored from time to time. Licensor makes no claim to a right of ownership in Licensee Data. Licensor agrees to keep the Licensee Data Confidential as that term is defined in the relevant FAR and

DFARS

provisions pertaining to Confidential Information and Confidentiality. Licensor is not permitted to use Licensee's data for a purpose that is not explicitly granted in writing by Licensee. Upon Licensee request, for any reason whatsoever, Licensor must promptly return all Licensee Data in Licensor's possession in a format as may be designated at the time of request by Licensee.

vii.) Licensee may create or hire others (including Licensor) to create modifications, customizations or other enhancements to the Software which might be classified as "Derivative Works" of the software. Unless otherwise negotiated and mutually agreed upon at the order level, the intellectual property (IP) rights to the Derivative Works shall be owned by the owner of the underlying intellectual property. The Derivative Work[s] shall be made available to the Licensee through a royalty free, perpetual worldwide, no charge license to the Licensee.

SIN 511210 Software Licenses 511210 Includes both term and perpetual software licenses and maintenance. Includes operating system software, application software, EDI translation and mapping software, enabled email message based applications, Internet software, database management applications, and other software.

NOTE: Subject to Cooperative Purchasing

Cooperative Purchasing: Yes Set Aside: No FSC/PSC Code : 7A21 Maximum Order: $500,000

NAICS

Number Description Business Size 511210 Software Publishers $41.5 million

Additional SIN Description: Term Licenses. The word "Term" is defined in this Solicitation as "a limited period of time". Term Software Licenses have a limited duration and are not owned in perpetuity. Unless Offerors provide an option for converting Term licenses into perpetual licenses, users lose the right to use these licenses upon the end of the term period. This SIN is NOT Infrastructure as a Service (laaS), Platform as a Service (PaaS), or Software as a Service (SaaS) as defined in SIN 518210C - Cloud and Cloud-Related IT Professional Services. Term Software Licenses are distinct from Electronic Commerce and Subscription Services (SIN 5415 lECOM).

Perpetual Licenses The word "perpetual" is defined in this Solicitation as "continuing forever, everlasting, valid for all time".

Software maintenance as a product includes the publishing of bug/defect fixes via patches and updates/upgrades in function and technology to maintain the operability and usability of the software product.

It may also include other no charge support that is included in the purchase price of the product in the commercial marketplace. No charge support includes items such as user biogs, discussion forums, online help libraries and FAQs (Frequently Asked Questions), hosted chat rooms, and limited telephone, email and/or web-based general technical support for users self diagnostics.

Software Maintenance as a product is billed at the time of purchase.

Software maintenance as a product does NOT include the creation, design, implementation, integration, etc.

of a software package. These examples are considered software maintenance services under SIN 54151 Software Maintenance Services.

1.) Specific Instructions for SIN 511210 - Software Licenses a.) Offerors are encouraged to identify within their software items any component interfaces that support open standard interoperability. An item's interface may be identified as interoperable on the basis of participation in a Government agency-sponsored program or in an independent organization program. Interfaces may be identified by reference to an interface registered in the component registry located at http://www.core.gov.

b.) The words "term software" or "perpetual software" shall be the first word in the product title/name for: 1) the price proposal template and 2) the SIP file for GSA Advantage. The word "term software" or "perpetual software" shall be the first word in the product title/name for the GSA Pricelist pricing charts (I-FSS-600 CONTRACT PRICE LISTS (OCT 2016). The words "term software" or "perpetual software" shall be in each product title in any response to a customer Request for Quote (RFQ) or Request for Information (RFI).

c.) Contractors are encouraged to offer SIN 54151 Software Maintenance Services in conjunction with SIN 511210 - Software Licenses.

d.) Conversion From Term License To Perpetual License i.) When standard commercial practice offers conversions of term licenses to perpetual licenses, and an ordering activity requests such a conversion, the contractor shall provide the total amount of conversion credits available for the subject software within ten (10) calendar days after placing the order.

ii.) When conversion credits are provided, they shall continue to accrue from one contract period to the next, provided the software has been continually licensed without interruption.

iii.) The term license for each software product shall be discontinued on the day immediately preceding the effective date of conversion from a term license to a perpetual license.

iv.) When conversion from term licenses to perpetual licenses is offered, the price the ordering activity shall pay will be the perpetual license price that prevailed at the time such software was initially ordered under a term license, or the perpetual license price prevailing at the time of conversion from a term license to a perpetual license, whichever is the less, minus an amount equal to a percentage of all term license payments during the period that the software was under a term license within the ordering activity.

e.) Term License Cessation i.) After a software product has been on a continuous term license for a period of_X (Fill-in the period of time.) months, a fully paid-up, non-exclusive, perpetual license for the software product shall automatically accrue to the ordering activity. The period of continuous term license for automatic accrual of a fully paid-up perpetual license does not have to be achieved during a particular fiscal year; it is a written Contractor commitment which continues to be available for software that is initially ordered under this contract, until a fully paid-up perpetual license accrues to the ordering activity. However, should the term license of the software be discontinued before the specified period of the continuous term license has been satisfied, the perpetual license accrual shall be forfeited. Contractors who do not commercially offer conversions of term licenses to perpetual licenses shall indicate that their term licenses are not eligible for conversion at any time.

http://www.core.gov/

Harvey Rock Physics, Inc. term licenses are not eligible for conversion at any time.

ii.) Each separately priced software product shall be individually enumerated, if different accrual periods apply for the purpose of perpetual license attainment.

iii.) Fill-in data and specific terms shall be attached to the GSA Price List (l-FSS-600

CONTRACT PRICE LISTS (OCT 2016)).

iv.) The Contractor agrees to provide updates and software maintenance services for the software after a perpetual license has accrued, at the prices and terms of SIN 54151 - Software Maintenance Services, if the licensee elects to order such services. Title to the software shall remain with the Contractor.

f.) Utilization Limitations for Perpetual Licenses i.) Software Asset Identification Tags (SWID) (Option 1 Perpetual License)

1.) Option 1 is applicable when the Offeror agrees to include the International Organization for Standardization/International Electrotechnical Commission 19770-2 (ISO/IEC 19770- 2:2015) standard identification tag (SWID Tag) as an embedded element in the software. An ISO/IEC 19970-2 tag is a discoverable identification element in software that provides licensees enhanced asset visibility. Enhance visibility supports both the goals of better software asset management and license compliance. Offerors may use the National Institute of Standards and Technology (NIST) document "NISTIR 8060:

Guidelines for Creation oflnteroperable Software Identification (SWID) Tags," December 2015 to determine if they are in compliance with the ISO/IEC 19770-2 standard.

2.) Section 837 of The Federal Information Technology Acquisition Reform Act (FITARA) of 2014, requires GSA to seek agreements with software vendors that enhance government- wide acquisition, shared use, and dissemination of software, as well as compliance with end user license agreements. The Megabyte Act of2016 requires agencies to inventory software assets and to make infonned decisions prior to new software acquisitions. In June of 2016, the Office of Management and Budget issued guidance on software asset management requiring each CFO Act (Public Law 101-576- 11/15/1990) agency to begin software inventory management (M-16-12). To support these requirements, Offerors may elect to include the terms of Option 1 and/or Option 2, which support software asset management and government-wide reallocation or transferability of perpetually licensed software.

ii.) Reallocation of Perpetual Software (Option 2 Perpetual License)

1.) The purpose of SIN 511210 OPTION 2 is to allow ordering activities to transfer software assets for a pre-negotiated charge to other ordering activities.

2.) When an ordering activity becomes aware that a reusable software asset may be available for transfer, it shall contact the Contractor, identify the software license or licenses in question, and request that these licenses be reallocated or otherwise made available to the new ordering activity.

3.) Contractors shall release the original ordering activity from all future obligations under the original license agreement and shall present the new ordering activity with an equivalent license agreement. When the new ordering activity agrees to the license terms, henceforth any subsequent infringement or breach of licensing obligations by the new ordering activity shall be a matter exclusively between the new ordering activity and the Contractor.

4.) The original ordering activity shall de-install, and/or make unusable all of the software assets that are to be transferred. It shall have no continuing right to use the software and any usage shall be considered a breach of the Contractor's intellectual property and a matter of dispute between the original ordering activity/original license grantee and the licensor.

5.) As a matter of convenience, once the original licenses are deactivated, di-installed, or made otherwise unusable by the original ordering activity or license grantee, the Contractor may elect to issue new licenses to the new ordering activity to replace the old licenses. When new licenses are not issued, the Contractor shall provide technical advice on how best to achieve the functional transfer of the software assets.

6.) Software assets that are eligible for transfer that have lapsed Software Maintenance 47QSMD20R0001 Refresh: 0005 Category: F Information Technology Page: 19 of61 Services (SIN 54151) may require a maintenance reinstatement fee, chargeable to the new ordering activity or license grantee. When such a fee is paid, the new ordering activity shall receive all the rights and benefits of Software Maintenance Services.

7.) When software assets are eligible for transfer, and are fully covered under pre-paid Software Maintenance Services (SIN 54151), the new ordering activity shall not be required to pay maintenance for those license assets prior to the natural termination of the paid for maintenance period. The rights associated with paid for current Software Maintenance Services shall automatically transfer with the software licenses without fee.

When the maintenance period expires, the new ordering activity or license grantee shall have the option to renew maintenance.

8.) The administrative fee to support the transfer of licenses, exclusive of any new incremental licensing or maintenance costs shall be percentage(%) of the original license fee. The fee shall be paid only at the time of transfer. In applying the transfer fee, the Software Contractor shall provide transactional data that supports the original costs of the licenses.

9.) Fill-in data and specific terms shall be attached to the GSA Price List (I-FSS-600

CONTRACT PRICE LISTS (OCT 2016).

g.) Software Conversions: Full monetary credit will be allowed to the ordering activity when conversion from one version of the software to another is made as a result of a change in operating system, or from one computer system to another. Under a perpetual license, the purchase price of the new software shall be reduced by the amount that was paid to purchase the earlier version.

Under a term license, if conversion credits had accrued while the earlier version was under a term license, those credits shall carry forward and remain available as conversion credits which may be applied towards the perpetual license price of the new version.

SIN 54151 Software Maintenance Services

54151 Software maintenance services creates, designs, implements, and/or integrates customized changes to software that solve one or more problems and is not included with the price of the software. Software maintenance services includes person-to-person communications regardless of the medium used to communicate: telephone support, online technical support, customized support, and/or technical expertise which are charged commercially.

NOTE: Subject to Cooperative Purchasing

Cooperative Purchasing: Yes Set Aside: No FSC/PSC Code: DA0l Maximum Order : $500,000

NAICS Number Description Business Size 541511 Custom Computer Programming Services $30 million 541512 Computer Systems Design Services $30 million

Additional SIN Description: Software maintenance services are billed in arrears in accordance with 31 U.S.C.

3324.

1. Specific Instructions for SIN 54151 - Software Maintenance Services

NIA