Compuware_-_NITC_SOW_11-29-12.doc

TABLE OF CONTENTS

PART I

THE SCHEDULE

SF 1449 Solicitation/Contract Form

SF 1449 Continuation

Statement of Work

PART II

ATTACHMENTS

Schedule of Products and Services

Release of Claim & Contract Completion Statement

PART III

CONTRACT CLAUSES & PROVISIONS

Contract Terms and Conditions

Instructions to Offerors

SF 1449 CONTINUATION

Administered By:

Contracting Officer:

Janice L. Tillery

USDA, DM, MS, POD

300 7th Street. S.W. RM 377

Washington, DC 20024

Phone: (202) 720-8057

JaniceL.Tillery@dm.usda.gov

The Contracting Officer's Representative (COR) is:

Sally Soule

USDA, OCIO, NITC

8930 Ward Parkway

Kansas City, MO 64114-3363

Phone: (816) 926-2330 Sally.Soule@ocio.usda.gov The COR is responsible for: providing direction to the contractor which clarifies the task order effort, filling in details or otherwise serves to accomplish the contractual Scope of Work; and evaluating performance. Personnel at each ordering office are responsible for: receiving all deliverables; inspecting and accepting the supplies or services provided hereunder in accordance with the terms and conditions of this contract; and certifying all invoices/vouchers for acceptance of the supplies or services furnished for payment prior to forwarding the original invoice to the payment office and a conformed copy along with a copy of the receipt to the Contracting Officer.

The COR does not have the authority to alter the contractor's obligations under the contract, direct changes that fall within the purview of the FAR Clause 52.212-4 “Contract Terms and Conditions – Commercial Items” (c) and/or modify any of the expressed terms, conditions, specification, or cost of the agreement. If as a result of technical discussions it is desirable to alter/change contractual obligations or the Scope of Work, the Contracting Officer shall issue such changes in writing and signed.

B. Invoice Submission:

Invoice Processing Platform (IPP). Invoices must be submitted online through the Invoice Processing Platform (IPP) at https://www.ipp.gov/ to enroll. Effective December 10, 2012, the Contractor must submit all invoices online via the Invoice Processing Platform (IPP). The Invoice Processing Platform (IPP) is a Web-based system that more efficiently manages government invoicing from purchase order (PO) through payment notification. The U.S. Department of the Treasury's Financial Management Service offers IPP, and the Federal Reserve Bank of Boston manages its implementation and operations. IPP is a secure online platform outside federal agencies' core financial systems that centralizes all invoice transaction data and documents in one place.

The Contractor shall obtain payment status online at https://www.ipp.gov/.

Partial payments will NOT be made for incorrect invoices. Incorrect invoices will be rejected and returned to the Contractor. Individual Blanket Purchase Agreement (BPA) Call Orders shall identify the COR, Technical Program Managers, if applicable and the Contracting Officer for each BPA Call Order issued. Individual BPA Call Orders may provide any additional invoice instructions.

Invoice Details: The Contractor’s invoice must be completely detailed to include, but not be limited to: Order number; period of service (i.e. December 1-31, 2012), full description of services provided; labor category (if applicable); contract line item billed against; number of hours billed against the specific line item; unit price; extended price; invoice total; Contractor name, address, telephone and contact person; invoice number and date; and GSA Federal Supply Schedule Contract number. Incorrect invoices will be rejected and returned to the Contractor.

Invoice Against Line Item: The Contractor must identify and invoice against each individual line item in accordance with the applicable order for service.

The Contractor’s invoice must be completely detailed to include, but not be limited to:

a. Contractor name, address, telephone and contact person;

b. GSA Federal Supply Schedule Contract number

c. Contractor Business Size

d. Invoice number and date;

e. USDA Contract Number

f. Project Title;

g. Agency (i.e. Departmental Management; Procurement Systems Division)

h. COR

i. Applicable Line Item number

j. Description of Services with Period of Services Billed (i.e. December 1-31, 2012), full description of services provided. Include the name of individual(s) who performed the services, hourly rate, number of hours worked, total amount (hourly rate times hours worked), a description of service and labor category

k. Any other information or documentation required, such as reports, copies of travel vouchers, hotel and meal receipts to support charges other than hours billed.

Invoice Billing Schedule: The Contract must identify the Invoice Billing Schedule (i.e. monthly) in each proposal. The Contractor must note in the price proposal whether the contractor intends to bill monthly or upon completion of all services for the applicable order. The Contractor shall not bill in advance of services being performed. The Contractor shall submit no more than one (1) invoice per month for the previous month’s services.

Final Invoice, Contractor Release of Claims Required To Closeout BPA Call Orders and the Contract Completion Statement: The Contractor must submit Attachment 2, Release of Claim & Contract Completion Statement (signed by the BPA Call Order COR), to the BPA Call Order Contracting Officer via email immediately following submission of the Contractor’s final invoice. Attachment 2 is required for the closeout process.

C. Contract Type:

In accordance with FAR 52.216-1, Type of Contract, the Government contemplates award of a Blanket Purchase Agreement (BPA) with fixed price rates for Compuware (Brand Name) Software Maintenance, Upgrades and related Technical Support. USDA has determined that there are adequate resources necessary to properly plan for, award, and administer the contract type selected. The Schedule of Products and Services is an estimate and does not commit the Government to ordering. NITC may order more or less of these quantities dependent upon NITC and customer needs.

D. BPA Funding and BPA Ceiling

The BPA does not obligate any funds. Funds will be obligated on each Individual BPA Call Order. The BPA shall not exceed $1.5 Million. This amount is only for NITC’s planning purposes and does not represent an estimate of expenditures to be incurred or any specific level of needs to be satisfied under this BPA and therefore should not be considered an anticipated level of funding on the part of the Government. The Government does not guarantee to purchase a minimum quantity or dollar amount under this BPA. Funds must be available on each individual BPA Call Order for the Contractor to perform services. The Contractor is not authorized to perform without a funded BPA Call Order authorizing the specified services.

E. Inconsistencies

The BPA is issued against GSA Federal Supply Schedule Contract GS-35F-5337H. No other terms and condition except those expressed in this BPA and BPA Call Orders are in effect. In the event of an inconsistency between this BPA, the GSA FSS or BPA Call Orders referencing this BPA, the order of precedence in descending order shall be a) the BPA Call Order including attachments; b) the BPA; and c) GSA FSS Contract GS-35F-5337H.

F. Award Maintenance – Discounted Rates

The Contractor must continue to provide the best discounted rates from their GSA Federal Supply Schedule Contract to maintain this BPA.

F. System for Award Management (SAM)

Service Desk http://www.FSD.gov , https://www.sam.gov/portal/public/SAM/, (8am – 8pm ET), Telephone 866-606-8200

The General Service Administration’s (GSA) Office of Governmentwide Policy is consolidating the government-wide acquisition and award support systems into one new system—the System for Award Management (SAM). The System for Award Management (SAM) is a free web-site which consolidates Federal procurement systems and the Catalog of Federal Domestic Assistance. Currently CCR, Federal Register (FedReg), ORCA and Excluded Parties Lists System (EPLS) have been migrated into SAM. SAM is currently being developed in phases. Phase 1, released in July 2012, includes the capabilities found previously in Central Contractor Registration (CCR)/Federal Agency Registration (FedReg), Online Representations and Certifications Application (ORCA), and the Excluded Parties List System (EPLS). Upcoming releases to SAM will include the capabilities found today in the electronic Subcontracting Reporting System (eSRS)/FFATA Subaward Reporting System (FSRS), the Catalog of Federal Domestic Assistance (CFDA), Federal Business Opportunities (FBO), Wage Determinations On Line (WDOL), Federal Procurement Data System (FPDS), and the combination of Past Performance Information Retrieval System (PPIRS), Contractor Performance Assessment Reporting System (CPARS) and the Federal Awardee Performance and Integrity Information System (FAPIIS).

What is CCR & ORCA? (now referred to as the SAM Registration and Representations & Certifications): The Central Contractor Registration (CCR) (now referred to as the SAM Registration) database is primarily a payment database that tracks where money is going to who for what (an accountability measure). Any time money changes hands between the Federal Government and a PSE (Private Sector Entity), in most cases (under current Federal Acquisition Regulations) that private entity must be registered and certified in order to receive those funds from the Federal Government. The ORCA Certification (now referred to as an entity's Representations & Certifications) is the document between the Federal Government and a PSE that certifies they are who they say they are, they are not misrepresenting themselves and they are not trying to defraud the government in any way. It does get very detailed on many of the questions so that the Federal Government can ensure private vendors are following all rules, regulations and laws of the United States Federal Government. By utilizing the new mandatory "Reps & Certs", PSEs are either deemed "Certified" or "Not Certified" to conduct business with the United States Federal Government.

G. Contractor Employee Confidentially Nondisclosure of Nonpublic Information and Conflict of Interest Agreement

Each Contractor employee after being assigned to the order, must complete Attachment 3, Contractor Employee Confidentially Nondisclosure of Nonpublic Information and Conflict of Interest Agreement and return it to the COR and the Contracting Officer via email.

H. BPA Call Order Reports (Quarterly and End of Performance of Performance)

The Contractor must provide quarterly detailed cumulative BPA Call Order Report not later than the 9th business day of the month. These quarterly reports are due April, July, October and January. The Contractor must provide the BPA Call Order Reports to the BPA Contracting Officer, Janice Tillery via email at JaniceL.Tillery@dm.usda.gov and the BPA COR, Sally Soule via email at Sally.Soule@ocio.usda.gov.

This is a cumulative running BPA Call Order Report of all USDA BPA Call Orders issued against this BPA to date. For example: If a report is due on April 9, 2013, it would include all BPA Call Orders issued against this BPA from BPA award date through May 31, 2013. If a report is due on July 9, 2013, it would include all BPA Call Orders issued against this BPA from BPA award date through June 30, 2013.

This cumulative running BPA Call Order Report must include:

a. Contractor name, address, telephone and contact person;

b. GSA Federal Supply Schedule Contract number

c. BPA number

d. BPA Call Order numbers and corresponding Project Titles;

e. BPA Call Order Agency (I.e. Departmental Management; Forest Service; Rural Development; etc)

f. BPA Call Order COR

g. BPA Call Order Contracting Officer

h. Invoice number, date and amount;

i. Brief Description of Services and Period of Services (i.e. Date BPA Call Order Award through BPA Call Order Completion Date)

j. Cumulative total for all USDA I. Unliquidated Obligations Notice, Communication Plan, Release of Claims and Closeout

Unliquidated Obligations Notice. The Contractor shall provide assistance with identifying Unliquidated Obligations by reviewing all line items received under this contract to determine if all invoices have been paid and if there are remaining balances on any line items received under this contract, which need to be deobligated by each BPA Call Order Contracting Officer via modification prior to closeout. The Contractor shall notify the BPA Call Order COR and the BPA Call Order Contracting Officer that: a) BPA Call Order Number ___________ (insert the BPA and the BPA Call Order Number) can be closed out and all invoices have been paid; or b) the Contractor’s records indicate that BPA Call Order Number ___________ (insert the BPA and the BPA Call Order Number) has remaining balances on the following BPA Call Order Line Item Numbers that need to be deobligated prior to closeout; c) or the Contractor’s records indicate that Invoice ________ (insert BPA Call Order Number and invoice number) has not been paid and this BPA Call Order Number ___________ (the BPA and the BPA Call Order Number) cannot be closed out yet. The Contractor shall provide this notification via email as soon as the final payment of the contract is received or immediately after the Contractor has realized that an invoice has not been paid for an order with an expired period of performance date.

Communications Plan. The Contractor must identify unliquidated obligations on all BPA Call Orders, by determining if all invoices have been paid and if there are any remaining balances on any related BPA Call Order, which need to be deobligated prior to close out by the BPA Call Order Contracting Officer. The Contractor must submit an unliquidated obligation Communication Plan with each proposal. The Contractor shall review the Communications Plan with the BPA Call Order COR during the Kick-off meeting and prior to submission of the contractor’s final invoice. The Communication Plan must address: how the Contractor will comply with OMB and legislative requirements involving recovery auditing\payment recapture (i.e. improper payments, overpayments); how the Contractor will conduct audits and make determination(s) that an overpayment was made by USDA and any other Federal or nonfederal agency (includes how the Contractor reports this to each USDA Agency); how the Contractor identifies conditions giving rise to overpayments; how the Contractor identifies credible evidence of fraud and/or vulnerabilities to fraud; and how the Contractor identifies conditions giving rise to accidental or intentional access of unauthorized persons.

Release of Claim & Contract Completion Statement. A release of claims is required under this contract. The Contractor shall submit a completed Attachment 2, Release of Claim & Contract Completion Statement (signed by the BPA Call Order COR prior to submission) to the BPA Call Order COR and BPA Call Order Contracting Officer immediately following submission of the Contractor’s final invoice (which completes services) through the online Invoice Processing Platform (IPP) and after all remaining unliquidated balances have been deobligated by the BPA Call Order Contracting Officer via modification. The Government may withhold final payment until receipt of the Contractor’s Release.

J. AGAR Advisory 96, Contractor Performance Assessment Reporting System (CPARS) Evaluation

Contracting Officers, Contracting Officer’s Representatives (COR)/ Technical Representatives (COR)/Technical Project Managers (TPMs) and Contractors are required to complete CPARS training at http://www.cpars.gov. The Contracting Officers, COR/TPMs and Contractors will be notified via email, if/when this order has been registered in CPARS. After receipt of email notification, the Contracting Officer will initiate the evaluation and notify the COR/TPMs to complete the performance evaluation. In addition, the Contracting Officer may also request CPO to provide Contractor performance comments. The Contractor will then review and approve or provide rebuttal/comments regarding the evaluation. No response from the Contractor after 30 days is an automatic approval.

United States Department of Agriculture

Office of the Chief Information Officer (OCIO)

National Information Technology Center (NITC)

STATEMENT OF WORK

Software Technical Support (Maintenance), New Versions and Releases, and Upgrades 1.0

PURPOSE

The United States Department of Agriculture (USDA), Office of the Chief Information Officer (OCIO), National Information Technology Center (NITC) and its customers has a requirement for Compuware software technical support (maintenance), new versions and releases, upgrades, and technical support of the software products.

2.0

BACKGROUND

The National Information Technology Center (NITC) is a part of the United States Department of Agriculture’s (USDA) Office of the Chief Information Officer (OCIO). The mission of NITC is to enable Government agencies to achieve their missions by providing innovative, cost effective, and secure information technology solutions. The NITC provides information management services and technology to support the missions of the USDA and its agencies, the Federal Aviation Administration (FAA), General Services Administration (GSA), Department of Labor (DOL), and other Government clients. NITC headquarters is located in Kansas City, Missouri, with employees also stationed in Fort Collins, Colorado, Beltsville, Maryland, St. Louis, Missouri, Ft. Worth, Texas, and Washington D.C.

The NITC is a centralized computing facility of mainframe and mid-range platforms, software and support. NITC customers access their services from remote locations throughout the continental United States via private and public networks. NITC’s computing facility of mainframe and mid range platforms, software and support represents “leading edge” capability, consistency, and reliability. The applications that run in the NITC environment are national in scope and importance, directly serving approximately 70,000 end users. The NITC works closely with customers to provide the technical resources, the expertise and the processing environments critical to their applications.

NITC is located at 8930 Ward Parkway, Kansas City, Missouri. NITC is a 24 hour per day, 7 days a week, 365 days a year continuous operation. NITC’s current disaster recovery facility is located at its data center in St. Louis, Missouri. For more information on NITC, see www.ocio.usda.gov/nitc/index.html.

Beginning in 1993, the NITC began to acquire perpetual rights to use certain software products. The current contract under which those rights were acquired and maintained expired on September 30, 20012. To effectively continue to use the licensed products requires constant software product support such as Help Desk support, product customization, new versions and releases, and upgrades of the software as these upgrades become available. The need for software product support is expected to continue for the full life of this contract, and into the years beyond.

3.0 DEFINITIONS

The following CLIN list and their associated definitions are to be used by the Contractor in preparing the Contractor’s price quote.

Backup Copy means one (1) copy of the software and documentation/manuals retained by the Licensee at an off-site storage location for use in the event of a software or system failure at the primary facility.

CLIN means Contract Line Item Number. Each individually priced item must have a separate CLIN.

Contract Life means the total duration of a resulting contract, including any exercised optional periods.

Disaster Recovery Facility means the alternate facility used for testing and/or production in the event that production at the “primary” facility is disrupted. This facility is presently located at NITC’s facility in St. Louis, Missouri. (Note: this site may be moved during the life of this contract.)

Equipment is an all-inclusive term which refers either to individual machines or to the total complement of machines operating as an integrated group.

Fiscal Year (FY) for the purposes of this procurement, a fiscal year is defined as that period of time between October 1, 201X (preceding year) through September 30, 201Y (following year). (e.g., October 1, 2012 through September 30, 2013.)

Installation Date means the date by which the Contractor must have the offered the software ready for use by the NITC.

Licensee means the National Information Technology Center (NITC), or its successor organization in the event of a re-organization within the U.S. Department of Agriculture.

Licensed Program means a non-transferable and a non-exclusive right to use/operate a computer program as provided under the terms and conditions of this contract.

Methods of Acquisition means:

(1) Purchase: Acquisition by payment by the NITC to the vendor of the full price for the software. A perpetual right-to-use license is acquired.

(2) Lease: Use of the software is acquired by periodic payments. If the periodic payments are discontinued, the Government’s right to use the software terminates as of the last day for which a lease payment is made.

MIPS mean millions of instructions/second, within a general purpose processing engine, excluding specialty engines. As used herein it is a denominator to equate price adjustments to fluctuations in the mainframe capacity on which a software product is used. MIPS shall be based on the Gartner rating for each mainframe computer within the USDA environment on which the software shall be installed. This is to include only MIPS on which the software is capable of operation regardless of the physical attributes of the mainframe computer. This is to exclude any MIPS utilization defined within the coupling facilities, timers, clocks, assigned to UNIX/Linux system services, or any other non-production MIPS that both parties have agreed upon in writing.

N/A means not applicable.

N/C means no charge. The CLIN is provided by the Contractor to the Government at no charge to the Government.

NSP (Not Separately Priced) means that the price for this CLIN is included in the price of another CLIN.

New Product means any software product added to the contract by modification after contract award date.

Non-transferable means that the right-to-use the licensed product(s) may not be transferred from the Licensee or its successor organization to another Agency of the Government without the approval of the Contractor.

Operating Software means those routines that interface directly with equipment, the computer operations, applications, and utility programs.

Other Direct Costs (ODCs) includes Direct Material and Direct Travel and other costs associated with performance under specific delivery orders. Typically, ODCs include the cost of long distance travel, special equipment or software required for the particular work to be performed, reproduction costs, etc.

Primary Facility means the operating facility actively performing the USDA client workload.

Software Location or Location refers to the physical location(s) of the Licensee without designation or description of the equipment on which the software is operating. For the purposes of this contract, the software sites for which software is provided are the NITC in Kansas City, Missouri, at its disaster recovery site in the event of a disaster at the primary facility, and any staff office of USDA.

Software Release means a modification (update) of the software which may contain additional functions and incorporate all program fixes made to the software since issuance of the prior release. A software release does not change the name or number of the program and is provided by the Contractor at no increase in license price. However, Technical Support fees must be paid in order to acquire new software releases.

Software Version means a separate (new) software product which contains significantly more code and/or function than its earlier version. A software version has its own name, product number, terms and conditions and price.

4.0

SCOPE OF WORK

The Contractor shall provide software maintenance and technical support for the U.S. Department of Agriculture’s National Information Technology Center (NITC), and for any other agency, staff office or customer of the U.S. Department of Agriculture (USDA). In addition, optional software products and associated product support may be acquired under this contract as the need arises during the life of this contract.

Pricing in this contract is based on Millions of Instructions/Second (MIPS) for software products to be operated on IBM-compatible mainframe computers. MIPS rating for the various CPUs operated by the government shall be those published by Gartner.

The NITC anticipates changes in the utilization of new and existing products, as NITC’s capacity changes and as users’ needs change.

4.1 Software Support tc "C.3 Software Support " \l 2

(a) Software Furnished

The Contractor shall provide technical support for the software products listed in Attachment 1 Schedule of Products and Services of this contract. The Contractor shall support such software, including any Contractor‑sponsored modifications or revisions thereof for the payment of the Technical Support fees specified in Attachment 1 Schedule of Products and Services, for the duration of this contract, including renewals thereof. The support provided will consist of correction of errors, provision of Contractor‑sponsored modifications, improvements, and revisions.

The Contractor shall provide technical support of the software, including changes required for its operation, modifications, new releases and/or updates. Documentation associated with these changes, modifications, new releases and/or updates shall be included at no additional cost

(b) Modifications and Revisions

The Contractor shall furnish full documentation of all Contractor changes and/or modifications to the software products provided to meet the NITC’s requirements. In the case of new software level releases, the NITC may elect to accept the later versions of the software and, if accepted, software support will be provided at no additional cost over and above the prices contained in Attachment 1 Schedule of Products and Services, during the period of this contract, including renewals thereof.

(c) Software Performance

The software furnished shall conform to and perform substantially in accordance with the Contractor's then-current Technical Publications and shall meet all the other requirements stated in this contract.

4.2 Older Software Releases/Versions - Help Desk Support tc "C.4 Older Software Releases/Versions - Help Desk Support " \l 2 The Contractor shall provide Help Desk Support for non-current software versions at no additional cost to the USDA as long as such services are provided to any commercial customers at no additional charge. In the event that the Contractor charges an additional fee to any commercial customers for assistance in solving problems related to its older software versions, the USDA may elect to: (1) continue to receive Help Desk support for the successor version under its current year payment, and/or (2) negotiate for continued support of the older version(s) under the Changes clause of this contract.

4.3 Current Versions tc "C.9 Current Versions " \l 2 Current Versions of the USDA-licensed software offered by the Contractor shall be provided to the USDA at no additional license cost at the beginning of the contract period. The USDA will continue to receive current versions of its licensed software through the provision of Technical Support, as ordered by the USDA.

4.4 Perpetual Licenses tc "C.6 Purchased Licenses " \l 2 Any software licenses purchased under this contract shall be perpetual licenses, whereby USDA acquires the right to run the licensed software in perpetuity.

4.5 Software Copies tc "C.7 Software Copies " \l 2 The MIPS-based license shall permit the NITC to operate no fewer than three (3) operational copies of the software, one of which shall be used only for contingency site testing or operation. The NITC reserves the right to backup as many copies of the software as needed for security purposes. All proprietary notices, logos, copyright notices, and similar markings shall be retained on such copies.

4.6 Disaster Recovery

4.6.1 Disaster Recovery Site tc "C.8 Contingency Site " \l 2 The Contractor shall permit operation and testing of all products and services provided under this contract at contingency location(s) as designated by USDA without prior approval and at no additional cost to the NITC.

The USDA may install and use the software at its Disaster Recovery Facility. NITC’s Disaster Recovery Facility is presently located at its facility in St. Louis, Missouri. (Note: NITC’s disaster recovery site may change during the life of this contract.)

4.6.2 Disaster Recovery Testing and Relocation of Workload tc "H.4 Disaster Recovery Testing and Relocation of Workload " \l 2 The software will be installed at the disaster recovery site and used to test “readiness” of the facility in the event USDA client production must be relocated to that site. The period of time in each test event during which the software is used at the disaster recovery site for testing purposes shall not exceed thirty (30) days.

In the event of a serious failure of the primary computing facility, the Government may relocate and use the software at the disaster recovery site. The Government will promptly notify the Contractor of such alternative contingency computers and the location where the back-up system is installed.

At no time will this back-up system be used at the same time as the licensed system for production work, unless it is to periodically test, maintain, or upgrade the computer and the system, or to replace the licensed system as a contingency. Continued use of the software at the disaster recovery site after normal production could be resumed at the “primary” facility shall be subject to an equitable adjustment in price as provided under the “Changes” clause of this contract.

4.7 Manuals and Publications tc "C.14 Manuals and Publications " \l 2 The Contractor shall furnish the most current version of user manuals and documentation for all software provided or maintained under this contract.

(a) Right to Reproduce tc "(c) Right to Reproduce " \l 3 The USDA, at its discretion, may reproduce a reasonable number of any Contractor- provided documentation furnished under this contract, without costs. All proprietary notices, logos, copyright notices and similar markings shall be retained on all copies.

The reproduced copies are for no other purpose than the use of the software acquired or maintained under this contract.

4.8 Help Desk Service tc "C.17 Help Desk Service " \l 2 The Contractor shall provide remote software technical support in the identification, diagnosis, and resolution of application, installation, and operation problems in the use of the software. Remote support shall be obtained via telephone at the number(s) designated by the Contractor. The provision of Help Desk Service is contingent upon the payment of Technical Support fees.

4.8.1 Help Desk Hours of Operation tc "C.18 Help Desk Hours of Operation " \l 2 The Contractor shall provide telephone technical support services 24 hours per day.

4.8.2 Service Availability tc "C.19 Service Availability " \l 2 The Contractor shall ensure that sufficient resources are provided so that Users can obtain access to support services on 95% of their attempted calls.

4.8.3 Help Desk Users tc "C.20 Help Desk Users " \l 2 The Contractor shall provide Help Desk support (software technical support services) only to authorized users under this contract.

4.8.4 Monitoring Technical Support Service Requests tc "C.24 Monitoring Technical Support Service Requests " \l 2 The Contractor shall be responsible for recording technical support service requests, including the date, time, and identity of the caller, description of problem, proposed resolution, and successful or unsuccessful resolution. Upon request by the COR, the Contractor shall provide a monthly summary report of any difficulties in maintaining services during the required hours including the time periods involved, nature of the problem, and the remedy. Records shall be maintained for 12 months.

4.9 On‑site Technical Support tc "C.21 On‑site Technical Support " \l 2 When ordered by the USDA, the Contractor shall provide on‑site technical support at any USDA selected site at the prices specified in the schedule. The Contractor's costs, other than labor, shall be reimbursed based on Federal Travel Regulations and Federal Acquisition Regulation 31.205-46 in effect at that time.

4.9.1 Software Installation tc "C.27 Software Installation " \l 2 At the USDA’s option, the Contractor shall install the software products at the NITC, or at the NITC’s disaster recovery sites, at the prices agreed to at the time services are ordered.

4.9.2 Software Customization tc "C.28 Software Customization " \l 2 The USDA may require software customization in the installation or use of the Contractor’s products pursuant to a mutually acceptable statement of work. Contractor personnel shall provide programming and systems analysis support at the rates shown in Attachment 1 Schedule of Products and Services. At the USDA’s option, the Contractor’s personnel may perform the work either at its facility or at the NITC or another location. The Contracting Officer will issue a BPA Call Order/modification to the Contractor prior to commencement of the work.

4.9.3 Minimum On-Site Technical Support tc "C.29 Minimum On-Site Software Support " \l 2 When the Government orders on-site technical support services, the minimum order shall be eight (8) hours/one day.

4.9.4 On-Site Response Time tc "C.31 On-Site Response Time " \l 2 When ordered by the USDA, the Contractor shall provide personnel capable of software installation, software customization, and/or client training, at the prices shown in Attachment 1 Schedule of Products and Services. In an emergency, as determined by the USDA, the Contracting Officer may provide the Contractor with a verbal/email authorization to proceed with services. The Contractor shall not begin services without authorization via BPA Call Order/modification/verbal or email from the Contracting Officer. Verbal orders for emergency onsite support must be placed directly with the Contractor’s designated point of contact. In all other instances, a BPA Call Order/modification will be issued prior to the commencement date for these services. Actual response times, i.e., the times when the personnel are due on site at the NITC, are as follows:

(a) Standard Response Time- within 15 days

(b) Emergency Response Time - within 48 hours

4.9.5 Technical Support and Related Travel tc "H.9 Technical Support-Related Travel " \l 2 When USDA orders on-site technical support, travel (outside of the metropolitan area of the traveler’s normal residence) shall be reimbursed in accordance with the Federal Travel Regulations in affect at the time of the travel, and Federal Acquisition Regulation 31.205-46. Extended on-site travel required by the USDA shall include provision for a return to the employee’s duty station on a bi-weekly basis.

The hourly/daily rates for technical support are not in effect until the Contractor arrives at the location where the technical support is to be provided. The hourly/daily rates for technical support will cease upon departure of the Contractor from the location where the technical support was provided.

4.10 Software Testing tc "C.32 Software Testing " \l 2 The Contractor may make new software upgrades available for testing by the NITC prior to its use in the production environment.

4.11 Substitute Software tc "F.8 Substitute Software " \l 2 Software which performs all or part of the functional specifications of any product(s) acquired or maintained under this contract may be considered as a replacement for that product(s). If the Contractor provides suitable substitute software, acceptable to the USDA, on or before the specified delivery date, no liquidated damages shall apply to ordered software for which substitute software was accepted. The accepting official is the Contracting Officer’s Representative.

4.12 Optional Products tc "F.9 Optional Products " \l 2 The USDA reserves the right to acquire software products, technical support and/or technical support for new software products offered by the Contractor subsequent to the date of contract award at the prices shown in the Schedule of Products and Services of the contract.

4.13 Software Warranty/Software Warranty Period tc "H.1 Software Warranty/Software Warranty Period " \l 2 For all software licenses, license upgrades, or MIPS increases acquired from the Contractor, the initial license fee, license upgrade fee, or MIPS increase fee (whether paid in full or in installments) shall include 12 months of technical support at no additional cost, except for Workstation Support products, where technical support is provided separately at the prices indicated in the Schedule of Products and Services, if ordered by the Government.

While an “in production” software program is under current technical support, the Contractor shall provide reasonable telephone assistance in the operation of the software, verification of existing errors and malfunctions, and the provision of any existing detours, fixes, corrections, or modifications for such errors and malfunctions, all on an as available basis. In addition, except as set for forth herein, the Contractor will make reasonable efforts to: (i) supply the Licensee with subsequent software releases, as available, containing modifications to the software that are not charged for separately; (ii) supply updated documentation from time to time as available; and (iii) exert reasonable efforts to correct or provide within a reasonable time a detour for a material programming error which is directly attributed to the Contractor in the then current release of the software, provided the Licensee notifies the designated Contractor contact point of the problem with a software program, and provides the Contractor with information sufficient to identify the problem. Such information may include, but shall not be limited to, error diagnostic messages, diagnostic memory dumps, operator console logs, data file dumps, application program listings, and a written explanation of the problem. The Licensee acknowledges that corrections, detours, or modifications to a software program shall be subject to the provisions of this contract. The Contractor does not warrant that the functions contained in any software will meet the Licensee’s requirements or purposes, will operate in the combination which may be selected for use by the Licensee, or that the operation of the software will be uninterrupted or error free, or that all software defects will be corrected.

4.14 Software Title(s) tc "H.2 Software Title(s) " \l 2 The License shall grant USDA the right to use the software product only. The Contractor will retain title to the software. The Government shall retain title to all applications it develops using the Contractor’s software, and shall have a non-restricted right to use and/or distribute those applications.

4.15 Backup Copy(ies) tc "H.3 Backup Copy(ies) " \l 2 The USDA may retain one (1) copy of the software in non-printed, machine-readable form and documentation as a backup copy. The backup copy may be retained off-site (i.e., not at the primary facility). All proprietary notices, logos, copyright notices and similar markings shall be retained on the backup copies. At the USDA’s option, the disaster recovery site may be used as the off-site location for storage of the backup.

4.16 CPU Authorization Codes tc "H.5 CPU Authorization Codes " \l 2 The Contractor shall provide to the USDA all codes, equipment, instructions, technical support and/or software necessary to authorize use of the software versions for which licenses have been acquired.

4.17 Software Acceptance Date – New Productstc "H.6 Software Acceptance Date " \l 2 Software acceptance shall occur on the earlier of 30 days from the date the software is received by the Licensee, or the date on which the Licensee notifies the Contractor that the software is accepted.

4.18 Discontinued Software and Software Technical Support tc "H.8 Discontinued Software and Software Technical Support " \l 00000000000002 The USDA reserves the right to discontinue the use of any software product(s) or technical support (in whole or part) at any time during the life of this contract without further compensation to the Contractor.

In the event USDA elects to discontinue technical support on a product, USDA shall have the right to run the software in an ‘unsupported’ mode at the licensed MIPS level.

4.19 User Limitation tc "H.10 User Limitation " \l 2 This Clause applies solely to any new software product licenses acquired under this contract. Software Licenses acquired under other contracts are subject to the terms and conditions of those contract(s). No modification of this contract to amend or alter software license agreements for software not acquired under this contract shall be within the scope of this contract.

5.0

PERIOD OF PERFORMANCE

Base Year:

Award Date through November 30, 2013 Option Year 1:

December 1, 2013 through November 30, 2014 Option Year 2:

December 1, 2014 through November 30, 2015 Option Year 3:

December 1, 2015 through November 30, 2016 Option Year 4:

December 1, 2016 through November 30, 2017 The full life of this contract, including all option periods, is Date of Award through November 30, 2017.

Funds may not presently available for performance under the individual BPA Call Order beyond September 30, 2013. The Government’s obligation for performance of the individual BPA Call Order beyond that date may be contingent upon the availability of appropriated funds from which payment for BPA Call Order purposes can be made.

Continuing Resolution: September 30 of each year marks the end of the federal government fiscal year. The federal government normally operates under a continuing resolution from October 1 through approximately February/March of each year until the federal budget is passed, signed by the President of the United States and the USDA receives its congressional approved operating budget for the year. Funds must be available on each individual BPA Call Order for the Contractor to perform services. The Contractor is not authorized to perform without a funded BPA Call Order authorizing the specified services.

In the event that the Contractor’s GSA FSS is modified and prices are reduced the Contractor shall modify this BPA to reflect the lower price.

The Government will review at least once annually the BPA to determine if it continues to provide the best value. Achievement of work in accordance with performance metrics will be one of the deciding factors in determining whether to exercise an option period.

The period of performance and deliverables of individual BPA Call Orders will be specified in each individual BPA Call Order. In the event that a BPA Call issued within the BPA period of Performance requires continued performance that extends beyond the current BPA period of performance, the Contractor shall be required to complete performance within the time frames set forth in the BPA Call Order, provided such period does not extend beyond 6 months after expiration of the overall BPA.

ATTACHMENTS

Attachment 1 Schedule of Services: The Contractor must complete and return Attachment 1 with each proposal.

Attachment 2 Release of Claim & Contract Completion Statement: AFTER all remaining unliquidated balances have been deobligated by the Contracting Officer via modification; the Contractor must complete and submit Attachment 2, Release of Claim & Contract Completion Statement with COR signature to the Contracting Officer via email immediately following submission of the final invoice via the online Invoice Processing Platform (IPP).

ATTACHMENT 1

SCHEDULE OF PRODUCTS AND SERVICES

A1.

MIPS-Based Prices

Pricing in this contract is based on Millions of Instructions/Second (MIPS) for software products to be operated on IBM-compatible mainframe computers.

A2.

Current Mainframe Processor Environment

The software products maintained under this contract presently operate on the following IBM mainframe central processing units:

Table 1 – Current Mainframe Processor Environment

A3. Utilization

Within the NITC hardware and supported environments, a form of “Utilization” pricing shall be incorporated for each Licensed Program for any given 12 month period. Utilized MIPS shall be calculated by using an average utilization over a 12 month period summarized by LPAR for each licensed program(s) installed.

The Utilized Capacity for such Licensed Program(s) shall not exceed the Utilized z/OS MSU Capacity or Machine Rated Capacity for such hardware processor, in the aggregate, in any given 12 month period, regardless of where the Licensed Program(s) are actually installed or executed.

The scope of these Licensed Program(s) shall include the z/OS mainframe environments that are controlled and supported by NITC personnel.

See Table 3, MIPS Baseline Table for the baseline of all licensed programs(s).

A4.

Current Products and Licenses

The USDA is presently licensed for the products and MIPS shown in the following table. These licenses have been acquired and maintained under other contracts between Compuware and USDA.

Table 2 – Current Products and Licenses

Note: Compuware product suite has changed; Strobe Advantage Gen, and Strobe for WebSp[here MQ are replaced by Strobe for Java and DDF.

A5.

Fixed Price CLIN Schedule

The pricing data furnished by the Contractor in the Price schedule shall serve as the basis for establishing the pricing structure of the awarded contract and for computing payments due to the Contractor throughout the life of the contract.

Table 3 – Baseline MIPS Table

Table 4 – 25 MIPS Increment

A6.

Professional Services

The hourly labor rates furnished by the Contractor in this schedule shall serve as the basis for professional services ordered under the BPA.

A7.

Technical Support Prices tc "B.7 Technical Support Prices " \l 2 Technical Support (software maintenance) as described in Section II is priced for a twelve (12) consecutive month period and is due October 1 of the current contract year, payable semi-annually and in arrears.

Prices for Technical Support shall be: (a) all inclusive for new updates/ releases/modifications of the software products as these are made available at no additional fee to all other customers during the period(s) of this contract in which the USDA exercises its option to acquire Technical Support; and (b) for “help desk” services as specified in Section II of this contract.

A8.

Temporary Changes tc "B.8 Temporary Changes " \l 2 The USDA will report all permanent changes (make, model, or serial number of the CPU) to the Contractor within thirty (30) days following the last day on which the permanent change occurs. The NITC will not compensate the Contractor nor report to the Contractor when the CPU changes temporarily. A “temporary” change is an increase in use lasting fewer than thirty (30) consecutive days.

A9.

Payment Plan tc "B.9 Payment Plan " \l 2 Software product technical support prices shown in the schedules are annualized prices, payable semi-annually in arrears.

A10. Travel

Long-distance travel is not anticipated under this contract, unless the government separately orders on-site technical support. If on-site support is ordered by the government, travel costs will be reimbursed at actual expenses, not to exceed the applicable rates contained in the Federal Travel Regulations for Kansas City, in affect at the time of performance.

A11.

iStrobe Upgrade Price Adjustments

There are no (zero) charges associated with any upgrade/MIPS increase for iStrobe software.

A12. Contractor Pricing For Proposal. The Contractor shall provide complete descriptions of services, labor categories and applicable item numbers. Please spell out all abbreviations and acronyms prior to using them. Offerors are expected to list all applicable Labor categories, GSA FSS Contract Rates and applicable Discounts. Labor categories must include full job titles and descriptions included in the Offeror’s GSA FSS and as well as the matching full job title and description that the Offeror is proposing for the corresponding labor descriptions and titles that will be used for the Task Order (if different from the Offeror’s GSA FSS) to perform the Strategic Planning; Program Support; Change Management and Tool tasks/duties. The Contractor shall not use a different labor category/description if those labor categories and duties are not included in the BPA. Although Offerors will not be able to estimate the number of Labor Hours required in the price proposal needed to establish the BPA, Offerors are expected to list all applicable Labor Categories, Labor Descriptions, GSA FSS Contract Rates and applicable Discounts. Since a total number of hours cannot be estimated, Offeror will not be able the total amount of cost for each period of service for the BPA proposal. Offeror must include “competitive” GSA FSS Contract Rates and competitive discount rates.

Additional Information

1. Contractor name, address, telephone and contact person; invoice number and date.

2. Applicable GSA FSS Contract _____________ for the rates noted above.

3. Contractor’s Duns # _________________.

4. Contractor’s Tax ID # __________________.

5. Business Size and Socioeconomic Category _______________________________ __________________________________________________________________ (i.e.