MAS - Business Products Group, Inc. - GS35F0029T

Business Resource Group GS-35F-0029T

GENERAL SERVICES ADMINISTRATION

Federal Supply Service Authorized Federal Supply Schedule Price List

Schedule Title: Multiple Award Schedule

Contract Number: GS-35F-0029T

Large Category: Information Technology, Office Management

PSC Codes: D399

Contract Period: October 15, 2021 to October 14, 2026

Contractor Name: Business Products Group, Inc. dba Business Resource Group (BRG)

Address: 2020 K Street, NW, Suite 1100, Washington, DC 20006-1806

Phone Number: 202.719.5000

Website: http://www.us.jll.com

Point of Contact: Bill Barton, Vice President, 2020 K Street, NW, Suite 1100, Washington, DC 20006-

Telephone: 202.719.6906

Fax: 312.601.1110

Business Size: Other than Small Business (Large)

Prices: Prices Herein are Net (Discount Deducted)

Date: Price list current as of mod PS-A897 effective June 2, 2025

On-line access to contract ordering information, terms and conditions, up-to-date pricing and the option to create an electronic delivery order or blanket purchase agreement are available through GSA Advantage!™, a menu-driven database system. The Internet address for GSA Advantage!™ is:

http://www.GSAAdvantage.gov/.

For more information on ordering from Federal Supply Schedules, click on the FSS Schedules button at:

http://www.gsa.gov/schedules-ordering.

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About Us

BRG: A Leader in Workplace Management Solution

Our team of seasoned professionals serves real estate and facilities management clients within corporate, institutional and government sectors by providing innovative solutions that drive quantifiable results. These include ARCHIBUS real estate and facilities management software and IBM® TRIRIGA® facilities management software.

Workplace Intelligence

BRG designs and implements integrated workplace management software to solve complex issues. Our consulting, technology and operational delivery expertise leads to increased visibility and exceptional results.

Management Consulting

Our strategic advisory services provide our clients with a personalized roadmap to optimize the workplace and to integrate the technology that enables it.

Integrated Workplace Management Systems

(IWMS)

We work closely with select industry-leading IWMS vendors to address your unique and dynamic business needs with the best integrated technology solutions available in the marketplace.

http://www.brg.com/archibus http://www.brg.com/archibus http://www.brg.com/ibm-tririga http://www.brg.com/what-we-do http://www.brg.com/what-we-do http://www.brg.com/what-we-do http://www.brg.com/index.htm http://www.brg.com/what-we-do http://www.brg.com/what-we-do http://www.brg.com/management-consulting http://www.brg.com/management-consulting http://www.brg.com/management-consulting http://www.brg.com/technology http://www.brg.com/technology http://www.brg.com/technology http://www.brg.com/technology http://www.brg.com/technology

Program and Project Management for Occupiers

Our approach to Project Management, Space and Move Management and Asset Logistics drives down costs and increases the performance of your workplace assets.

We're Everywhere You Are

Our service center locations are around the world. BRG is never too far away to help our clients address large-scale business transformations with strategic advice, innovative technology, program management and sustainment services.

http://www.brg.com/management-services http://www.brg.com/management-services http://www.brg.com/management-services http://www.brg.com/locations http://www.brg.com/locations http://www.brg.com/locations

Table of Contents 1a. TABLE OF AWARDED Categories:

1b. LOWEST PRICED MODEL NUMBER AND PRICE FOR EACH Category:

1c. HOURLY RATES: (Services Only):

2. MAXIMUM ORDER:

3. MINIMUM ORDER:

4. GEOGRAPHIC COVERAGE:

5. POINT(S) OF PRODUCTION:

6. DISCOUNT FROM LIST PRICES:

7. QUANTITY DISCOUNT(S):

8. PROMPT PAYMENT TERMS:

9A. GOVERNMENT PURCHASE CARDS MUST BE ACCEPTED AT OR BELOW THE MICRO-PURCHASE THRESHOLD.

9B. GOVERNMENT PURCHASE CARDS ARE ACCEPTED ABOVE THE MICRO-PURCHASE THRESHOLD

10. FOREIGN ITEMS:

11a. TIME OF DELIVERY:

11b. EXPEDITED DELIVERY:

11c. OVERNIGHT AND 2-DAY DELIVERY:

11d. URGENT REQUIREMENTS:

12. FOB POINT:

13a. ORDERING ADDRESS:

13b. ORDERING PROCEDURES:

14. PAYMENT ADDRESS:

15. WARRANTY PROVISION:

16. EXPORT PACKING CHARGES:

17. TERMS AND CONDITIONS OF GOVERNMENT PURCHASE CARD ACCEPTANCE:

18. TERMS AND CONDITIONS OF RENTAL, MAINTENANCE, AND REPAIR (IF APPLICABLE):

19. TERMS AND CONDITIONS OF INSTALLATION (IF APPLICABLE):

20. TERMS AND CONDITIONS OF REPAIR PARTS INDICATING DATE OF PARTS PRICE LISTS AND ANY DISCOUNTS

FROM LIST PRICES (IF AVAILABLE):

20a. TERMS AND CONDITIONS FOR ANY OTHER SERVICES (IF APPLICABLE):

21. LIST OF SERVICE AND DISTRIBUTION POINTS (IF APPLICABLE):

22. LIST OF PARTICIPATING DEALERS (IF APPLICABLE):

23. PREVENTIVE MAINTENANCE (IF APPLICABLE):

24a. SPECIAL ATTRIBUTES SUCH AS ENVIRONMENTAL ATTRIBUTES 24b. SECTION 508 COMPLIANCE FOR EIT:

25. DUNS NUMBER:

26. NOTIFICATION REGARDING REGISTRATION IN SYSTEM FOR AWARD MANAGEMENT (SAM) DATABASE:

Terms and Conditions Applicable to Information Technology (IT) Professional Services (Category 54151S)

1. SCOPE

2. PERFORMANCE INCENTIVES I-FSS-60 Performance Incentives (April 2000)

3. ORDER

4. PERFORMANCE OF SERVICES

5. STOP-WORK ORDER (FAR 52.242-15) (AUG 1989)

6. INSPECTION OF SERVICES

7. RESPONSIBILITIES OF THE CONTRACTOR

8. RESPONSIBILITIES OF THE ORDERING ACTIVITY

9. INDEPENDENT CONTRACTOR

10. ORGANIZATIONAL CONFLICTS OF INTEREST

11. INVOICES

12. PAYMENTS

13. RESUMES

14. INCIDENTAL SUPPORT COSTS

15. APPROVAL OF SUBCONTRACTS

16. DESCRIPTION OF IT SERVICES AND PRICING

1a. TABLE OF AWARDED Categories:

Category Large Category Subcategory Category Title

54151S Information Technology IT Services

Information Technology Professional

Services

511210 Information Technology IT Software Software Licenses

333316P Office Management Printing and

Photographic Equipment

Photographic Supplies

1b. IDENTIFICATION OF THE LOWEST PRICED MODEL NUMBER AND LOWEST UNIT PRICE FOR THAT

MODEL FOR EACH CATEGORY AWARDED IN THE CONTRACT. THIS PRICE IS THE

GOVERNMENT PRICE BASED ON A UNIT OF ONE, EXCLUSIVE OF ANY QUANTITY/DOLLAR

VOLUME, PROMPT PAYMENT, OR ANY OTHER CONCESSION AFFECTING PRICE. THOSE

CONTRACTS THAT HAVE UNIT PRICES BASED ON THE GEOGRAPHIC LOCATION OF THE

CUSTOMER, SHOULD SHOW THE RANGE OF THE LOWEST PRICE, AND CITE THE AREAS TO

WHICH THE PRICES APPLY. Not Applicable.

1c. IF THE CONTRACTOR IS PROPOSING HOURLY RATES, A DESCRIPTION OF ALL

CORRESPONDING COMMERCIAL JOB TITLES, EXPERIENCE, FUNCATIONAL RESPONSIBILITY

AND EDUCATION FOR THOSE TYPES OF EMPLOYEES OR SUBCONTRACTORS WHO WILL

PERFORM SERVICES SHALL BE PROVIDED. IF HOURLY RATES ARE NOT APPLICABLE, INDICATE

“NOT APPLICABLE” FOR THIS ITEM.

54151S Hourly Rates

Labor Category 2/1/21 to

10/14/21

10/15/21 to

10/14/22

10/15/22 to

10/14/23

10/15/23 to

10/14/24

10/15/24 to

10/14/25

10/15/25

To

10/14/26

CAD/CAFM

Technician 1

$73.75 $75.38 $77.03 $78.73 $80.46 $82.23

CAD/CAFM

Technician 2

$81.36 $83.15 $84.98 $86.85 $88.76 $90.71

Director $177.08 $180.97 $184.96 $189.02 $193.18 $197.43

Integration Specialist

$115.82 $118.37 $120.97 $123.63 $126.35 $129.13

Operations Coordinator

$57.43 $58.69 $59.99 $61.31 $62.65 $64.03

Process Manager

$124.43 $127.17 $129.97 $132.83 $135.75 $138.74

Project Manager 1

$119.65 $122.28 $124.97 $127.72 $130.53 $133.40

Project Manager 2

$148.36 $151.63 $154.96 $158.37 $161.86 $165.42

Senior Integration Specialist

$156.21 $159.65 $163.16 $166.75 $170.42 $174.17

Solution Consultant 2

$163.20 $166.79 $170.46 $174.21 $178.05 $181.96

Solution Consultant 3

$167.51 $171.19 $174.96 $178.81 $182.74 $186.76

Technical Architect 1

$171.33 $175.09 $178.95 $182.88 $186.91 $191.02

Technical Consultant 2

$163.94 $167.54 $171.23 $175.00 $178.85 $182.78

Technical Consultant 3

$173.70 $177.53 $181.43 $185.42 $189.50 $193.67

CAD/CAFM Technician 1

Minimum/General Experience: 1 year of work experience using relevant industry tools such as CAFM, CMMS, CAD and RDBMS platforms.

Functional Responsibilities: Provides services related to the implementation, maintenance and upkeep of facilities AutoCAD drawings and related CAFM/CIFM/TIFM facilities and real estate data either as an in-house project resource or as an outsourced resource working on-site at one or multiple client locations.

Minimum Education: Bachelor’s Degree

CAD/CAFM Technician 2 Minimum/General Experience: 2 years of work experience using relevant industry tools such as CAFM, CMMS, CAD and RDBMS platforms.

Functional Responsibilities: Provides services related to the implementation, maintenance and upkeep of facilities AutoCAD drawings and related CAFM/CIFM/TIFM facilities and real estate data either as an in-house project resource or as an outsourced resource working on-site at one or multiple client locations.

Minimum Education: Bachelor’s Degree

Director Minimum/General Experience: 8 years of relevant work experience. Experience includes consistent exposure to real estate and facilities management practices in multiple vertical industries as it related to information systems design and knowledge of relevant technical management software packages.

Functional Responsibilities: Overall strategy and direction in the development of technical solutions.

Minimum Education: Bachelor’s Degree.

Integration Specialist

Minimum/General Experience: 1 year of relevant work experience. Experience includes information systems design, understanding of applications programming, experience in various programming languages, and knowledge of contemporary computer equipment and software packages.

Functional Responsibilities: Technical Specialist to support technology implementations for CRE/FM clients.

The role combines client-contact and back office functions including: technical development, implementation and maintenance, quality assurance, and some on-site client data administration.

Minimum Education: Bachelor’s Degree

Operations Coordinator Minimum/General Experience: 2 years of work experience using relevant industry tools such as CAD.

Functional Responsibilities: Provides services related to the implementation, maintenance and upkeep of facilities AutoCAD drawings either as an in-house project resource or as an outsourced resource working on-site at one or multiple client locations.

Minimum Education: High School Graduate

Process Manager

Minimum/General Experience: 5 years of relevant work experience. Experience includes consistent exposure to real estate and facilities management practices in multiple vertical industries as it relates to information systems design and knowledge of relevant technical management software packages.

Functional Responsibilities: Support implementations for CRE/FM clients. The role encompasses developing requirements analysis for solution design, documentation development and quality assurance.

Minimum Education: Bachelor’s Degree

Project Manager 1 Minimum/General Experience: 2 years of relevant work experience in information systems design as well as experience in the direction of resource teams, project financials, and scope.

Functional Responsibilities: Supports the project implementation team (typically under the direction of an SPM) through the implementation and support of integrated technical solutions for facilities and real estate management for their clients. The key elements of the role include: project communication, project financial management, logistics management, QA.

Minimum Education: Bachelor’s Degree

Project Manager 2 Minimum/General Experience: 5 years of relevant work experience. Experience includes consistent exposure to real estate and facilities management practices in multiple vertical industries, as it relates to information systems design and knowledge of relevant management software packages as well as experience in management of technical resource teams, project financials and scope.

Functional Responsibilities: Directs project implementation teams through the design, development, implementation and support of integrated technical solutions for facilities and real estate management for their clients. The key elements of the role include: project communication, project financial management, logistics management and quality assurance.

Minimum Education: Bachelor’s Degree

Senior Integration Specialist Minimum/General Experience: 8 years of relevant work experience. Experience includes information systems design, understanding of applications programming, experience in various programming languages, and knowledge of contemporary computer equipment and software packages and their application in the Facility Management industry.

Functional Responsibilities: Technical Specialist to support technology implementations for CRE/FM clients.

The role combines client-contact and back office functions including: solution design, technical development, implementation and maintenance, and quality assurance.

Minimum Education: Bachelor’s Degree

Solution Consultant 2

Minimum/General Experience: 5 years of relevant work experience. Experience includes consistent exposure to real estate and facilities management practices in multiple vertical industries, best practice processes, information systems design and knowledge of relevant management software packages as well as experience in the coordination of project commencement and scope development.

Functional Responsibilities: The Solution Consultant 2 provides transitional support through the design, development, implementation and support of integrated technical and process solutions for facilities and real estate management for their clients.

Minimum Education: Bachelor’s Degree.

Solution Consultant 3 Minimum/General Experience: 8 years of relevant work experience. Experience includes consistent exposure to real estate and facilities management practices in multiple vertical industries, best practice processes, information systems design and knowledge of relevant management software packages as well as experience in the coordination of project commencement and scope development.

Functional Responsibilities: The Solution Consultant 3 directs transitional support through the design, development, implementation and support of integrated technical and process solutions for facilities and real estate management for their clients.

Minimum Education: Bachelor’s Degree.

Technical Architect 1 Minimum/General Experience: 5 years of relevant work experience. Experience includes identifying organization needs, coordinating plans with client, discussing the best products and systems with client, explaining plans to designers and developers, producing progress reports, dealing with problems as they arise, and advising client on future developments.

Functional Responsibilities: Technical Architect 1 acts as a liaison between the upper management of a company and the designers and developers who work on the company’s information technology (IT) needs. The Technical Architect 1 must anticipate and identify these IT needs and design a solution, and they must make sure the solution works as efficiently as possible for all parties involved. It also is possible for technical architects to specialize in a specific part of an IT framework, such as security.

However, most technical architects are responsible for improving end-user experience or ensuring a company’s internal digital framework works smoothly.

Minimum Education: Bachelor’s Degree.

Technical Consultant 2 Minimum/General Experience: 8 years of relevant work experience. Experience includes information systems design, understanding of applications programming, experience in various programming languages, and knowledge of contemporary computer equipment and software packages and their application in our industry. This technical background is coupled with solid experience in project and program management, resource scheduling and leveling and business process knowledge.

Functional Responsibilities: Technical Consultant 2 is to support technology implementations for CRE/FM clients. The role combines client-contact and back office functions including: consulting and solution design, technical development, implementation and maintenance, process enhancement, quality assurance, resource scheduling and training, process enhancements and program development.

Minimum Education: Bachelor’s Degree.

Technical Consultant 3 Minimum/General Experience: 10 years of relevant work experience. Experience includes information systems design, understanding of applications programming, experience in various programming languages, and knowledge of contemporary computer equipment and software packages and their application in our industry. This technical background is coupled with solid experience in project and program management, resource scheduling and leveling and business process knowledge.

Functional Responsibilities: Technical Consultant 3 is to direct technology implementations for CRE/FM clients. The role combines client-contact and back office functions including: consulting and solution design, technical development, implementation and maintenance, process enhancement, quality assurance, resource scheduling and training, process enhancements and program development.

Minimum Education: Bachelor’s Degree

2. MAXIMUM ORDER:

54151S: $500,000 511210: $500,00 333316P: $250,000

3. MINIMUM ORDER:

$100.00

4. GEOGRAPHIC COVERAGE:

Domestic Delivery Only (the 48 contiguous states, Washington, D.C., Hawaii, Alaska & U.S.

Territories. Domestic Delivery also includes a port of consolidation point, within the aforementioned areas, for orders received from overseas activities.

5. POINT(S) OF PRODUCTION:

Business Resource Group 2020 K. St. NW Ste. 1100 Washington, DC 20006

6. DISCOUNT FROM LIST PRICES:

Prices are listed as GSA Net, Discount Deducted and IFF included.

7. QUANTITY DISCOUNT(S):

N/A

8. PROMPT PAYMENT TERMS:

54151S: 1% - 20, Net 30. Information for Ordering Offices: Prompt Payment terms cannot be negotiated out of the contractual agreement in exchange for other concessions.

511210 and 333316P: N/A

9A. GOVERNMENT PURCHASE CARDS MUST BE ACCEPTED AT OR BELOW THE MICRO-PURCHASE

THRESHOLD.

Yes. Government Purchase Cards are accepted at or below the micro-purchase threshold.

9B. GOVERNMENT PURCHASE CARDS ARE ACCEPTED ABOVE THE MICRO-PURCHASE

THRESHOLD.

Yes. Government Purchase Cards are accepted above the micro-purchase threshold.

10. FOREIGN ITEMS:

N/A

11a. TIME OF DELIVERY:

54151S: Business Resource Group will adhere to the delivery schedule stipulated in each delivery order and/or delivery order amendment.

511210: Five business days

333316P: 10 business days

11b. EXPEDITED DELIVERY:

Contact Contractor

11c. OVERNIGHT AND 2-DAY DELIVERY:

Contact Contractor

11d. URGENT REQUIREMENTS:

Please note the Urgent Requirements of this contract and contact contractor

12. FOB POINT:

Destination, Point of Exportation

13a. ORDERING ADDRESS:

Business Resource Group 2020 K. St. NW Ste. 1100 Washington, DC 20006

13b. ORDERING PROCEDURES:

For supplies and services, the ordering procedures, information on Blanket Purchase Agreements (BPA’s) are found in FAR 8.405-3

14. PAYMENT ADDRESS:

Business Resource Group 33845 Treasury Center Chicago, IL 60694-1700

15. WARRANTY PROVISION:

54151S: N/A

511210, 333316P: Two years

16. EXPORT PACKING CHARGES:

N/A

17. TERMS AND CONDITIONS OF GOVERNMENT PURCHASE CARD ACCEPTANCE:

Yes. Government purchase cards are accepted for payment below, equal to and above the Micropurchase threshold.

18. TERMS AND CONDITIONS OF RENTAL, MAINTENANCE, AND REPAIR (IF APPLICABLE):

N/A

19. TERMS AND CONDITIONS OF INSTALLATION (IF APPLICABLE):

N/A

20. TERMS AND CONDITIONS OF REPAIR PARTS INDICATING DATE OF PARTS PRICE LISTS AND

ANY DISCOUNTS FROM LIST PRICES (IF AVAILABLE):

N/A

20a. TERMS AND CONDITIONS FOR ANY OTHER SERVICES (IF APPLICABLE):

N/A

21. LIST OF SERVICE AND DISTRIBUTION POINTS (IF APPLICABLE):

Business Resource Group 2020 K. St. NW Ste. 1100 Washington, DC 20006

22. LIST OF PARTICIPATING DEALERS (IF APPLICABLE):

N/A

23. PREVENTIVE MAINTENANCE (IF APPLICABLE):

N/A

24a. SPECIAL ATTRIBUTES SUCH AS ENVIRONMENTAL ATTRIBUTES N/A

24b. If applicable, indicate that Section 508 compliance information is available on Electronic and Information Technology supplies and services and show where full details can be found (e.g. contractors website or other location.) The EIT standards can be found at www.Section508.gov. Section 508 compliance information can be found at:

www.BRG.com

25. Unique Entity ID (UEI):

QFDDKN9SHT64

http://www.section508.gov/ http://www.brg.com/

26. NOTIFICATION REGARDING REGISTRATION IN SYSTEM FOR AWARD MANAGEMENT (SAM)

DATABASE:

Contractor has an Active Registration in the SAM database.

OpenSpace Terms and Conditions

PLEASE READ THESE TERMS AND CONDITIONS (“TERMS”) CAREFULLY

BEFORE USING THE SERVICES OFFERED BY OPEN SPACE LABS, INC.

(“OPEN SPACE”). BY MUTUALLY EXECUTING ONE OR MORE ORDER FORMS

IN WRITING WITH OPEN SPACE WHICH REFERENCE THESE TERMS (EACH,

AN “ORDER FORM”), YOU (“CUSTOMER”) AGREE TO BE BOUND BY THESE

TERMS (TOGETHER WITH ALL ORDER FORMS, THE “AGREEMENT”) TO THE

EXCLUSION OF ALL OTHER TERMS. IF THE TERMS OF THIS AGREEMENT ARE

CONSIDERED AN OFFER, ACCEPTANCE IS EXPRESSLY LIMITED TO SUCH

TERMS.

1. Order Forms and Service

Upon mutual execution, each Order Form shall be incorporated into and form a part of the Agreement. Subject to Customer’s compliance with the terms and conditions of this Agreement (including any limitations and restrictions set forth on the applicable Order Form) Open Space will use commercially reasonable efforts to provide Customer with access to services specified in an applicable Order Form (“Services”) during the applicable Order Form Term (as defined below) for the internal business purposes of Customer, only as provided herein..

2. Equipment Sale and Purchase

Open Space will use commercially reasonable efforts to supply Customer with the quantities of Equipment set forth in the above Order Form and with additional quantities of Equipment agreed to by the parties in a subsequent Order Form. Upon Company’s acceptance in writing of any Order Form for the purchase of Equipment, such purchases are binding commitments.

3. Implementation

Upon payment of any applicable fees set forth in each Order Form, Open Space agrees to use reasonable commercial efforts to provide standard implementation assistance for the Service and/or Equipment only if and to the extent such assistance is set forth on such Order Form (“Implementation Assistance”). If Open Space provides Implementation Assistance in excess of any agreed-upon hours estimate, or if Open Space otherwise provides additional services beyond those agreed in an Order Form, Customer will pay Open Space at its then-current hourly rates for consultation.

4. Support; Service Levels

Open Space will provide support and uptime for the Service in accordance with Open Space’s Support and Availability Policy.

5. Service Updates

From time to time, Open Space may provide upgrades, patches, enhancements, or fixes for the Services to its customers generally without additional charge (“Updates”), and such Updates will become part of the Services and subject to this Agreement; provided that Open Space shall have no obligation under this Agreement or otherwise to provide any such Updates. Customer understands that Open Space may cease supporting old versions or releases of the Services at any time in its sole discretion; provided that Open Space shall use commercially reasonable efforts to give Customer sixty (60) days prior notice of any major changes.

6. Confidentiality; Customer Materials; Publicity

Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose information relating to the Disclosing Party’s technology or business (hereinafter referred to as “Proprietary Information” of the Disclosing Party).

The Receiving Party agrees: (i) not to divulge to any third person any such Proprietary Information, (ii) to give access to such Proprietary Information solely to those employees with a need to have access thereto for purposes of this Agreement, and (iii) to take the same security precautions to protect against disclosure or unauthorized use of such Proprietary Information that the party takes with its own proprietary information, but in no event will a party apply less than reasonable precautions to protect such Proprietary Information. The Disclosing Party agrees that the foregoing will not apply with respect to any information that the Receiving Party can document (a) is or becomes generally available to the public without any action by, or involvement of, the Receiving Party, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party. Nothing in this Agreement will prevent the Receiving Party from disclosing the Proprietary Information pursuant to any judicial or governmental order, provided that the Receiving Party gives the Disclosing Party reasonable prior notice of such disclosure to contest such order. When the end user is the Federal Government, neither this Agreement nor the pricing terms are confidential information notwithstanding any such markings. Open Space recognizes that Federal agencies are subject to the Freedom of Information Act, 5 U.S.C. 552, which requires that certain information be released, despite being characterized as “confidential” by the vendor.

For purposes of this Agreement, “Customer Materials” shall mean any pictures, data, information or other material provided, uploaded, or submitted by Customer to the Service in the course of using the Service. Customer shall retain all right, title and interest in and to the Customer Materials, including all intellectual property rights therein. Customer, not Open Space, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Customer Materials. Open Space shall use commercially reasonable efforts to maintain the security and integrity of the Service and the Customer Materials. Customer is responsible for the use of the Service by any person to whom Customer has given access to the Service, even if Customer did not authorize such use. Open Space will use its commercially reasonable efforts to retain the relevant information and data contained in the Customer Materials during the applicable Order Form Term, but Customer acknowledges and agrees that Open Space may transform such Customer Materials in a proprietary manner and only retain such proprietary transformation. Notwithstanding anything to the contrary, Customer acknowledges and agrees that Open Space may (i) internally use and modify (but not disclose) Customer Materials for the purposes of (A) providing the Services and any support or consultation services to Customer and (B) generating derived data and analytics, provided such derived data and analytics do not identify Customer, and (ii) freely use, exploit and make available such derived data and/or analytics for Open Space’s business purposes (including without limitation, for purposes of improving, testing, operating, promoting and marketing Open Space’s products and services). Notwithstanding anything else, Open Space is permitted to disclose that Customer is one of its customers (including in its publicity and marketing materials) with the Customer’s prior written consent and to the extent permitted by the General Services Acquisition Regulation (GSAR) 552.203-71..

7. Ownership; Restrictions; Feedback

As between the parties, Open Space retains all right, title, and interest in and to the Services and all software, products, outputs from the Services, derived data, analytics, works, and other intellectual property and moral rights related thereto or created, used, or provided by Open Space for the purposes of this Agreement, including any copies of the foregoing. Ownership of derivative works should be as set forth in the copyright statute, 17 U.S.C. § 103 and the FAR clause at 52.227-14, but at a minimum, the Customer shall receive rights to use such derivative works subject to the same limited license that applies to the “Services” at no further cost. The Services and, to the extent made available by Open Space, any software, outputs from the Services, derivative works, derived data or analytics made available to Customer (whether accessed via the Services or otherwise) is licensed only during the applicable Order Form Term and solely for Customer’s internal use. Such license is non-exclusive, non-sublicensable and does not include any right to (and` Customer will not) modify, reverse engineer (except to the extent applicable law prohibits reverse engineering restrictions), incorporate or use in any other works, create derivatives of, or copy any portion of the Services, software, derived data or analytics, or to use any of the foregoing for the benefit of any third party. Customer acknowledges that the Services may contain or use or be distributed alongside certain third-party software; third-party software is (in addition to the terms and conditions of this Agreement), subject to and governed by the respective licenses for that third-party software. By executing this agreement, the Customer does not agree to be bound by any Third Party terms without executing an agreement in writing. The Customer acknowledges that third party software has different terms. Customer acknowledges that the Services may include features to prevent use after the applicable authorized usage period and/or use inconsistent with this Agreement.

Customer is responsible for all of Customer’s activity in connection with the Service, including but not limited to uploading Customer Materials (as defined below) onto the Service. Customer (i) shall use the Services in compliance with all applicable local, state, national and foreign laws, treaties and regulations in connection with Customer’s use of the Service (including those related to data privacy, international communications, export laws and the transmission of technical or personal data laws), and (ii) shall not use the Service in a manner that violates any third party intellectual property, contractual or other proprietary rights.

No rights or licenses are granted except as expressly and unambiguously set forth in this Agreement. Customer may from time to time provide suggestions, comments or other feedback to Open Space with respect to the Service (“Feedback”). Feedback, even if designated as confidential by Customer, shall not create any confidentiality obligation for Open Space notwithstanding anything else. Customer shall, and hereby does, grant to Open Space a nonexclusive, worldwide, perpetual, irrevocable, transferable, sublicensable, royalty-free, fully paid up license to use and exploit the Feedback for any purpose.

8. Fees; Payment

Customer shall pay Open Space fees for the Service and Equipment as set forth in each Order Form (“Fees”). Unless otherwise specified in an Order Form, all Fees shall be invoiced annually in advance and all invoices issued under this Agreement are payable in U.S. dollars within thirty (30) days from date of invoice. Past due invoices are subject to interest that shall accrue on such due amounts at a monthly rate equal to the amount indicated by the Prompt Payment Act (31 USC 3901 et seq) and Treasury regulations at 5 CFR 1315.Open Space shall state separately on invoices taxes excluded from the fees, and the Customer agrees either to pay the amount of the taxes (based on the current value of the equipment) or provide evidence necessary to sustain an exemption, in accordance with FAR 52.229-1 and FAR 52.229-3. All Fees paid are not subject to set-off.

9. Term; Termination

This Agreement shall commence upon the effective date set forth in the first Order Form, and, unless earlier terminated in accordance herewith, shall last until the expiration of all Order Form Terms. For each Order Form, the “Order Form Term” shall begin as of the effective date set forth on such Order Form, and unless earlier terminated as set forth herein, (x) shall continue for the initial term specified on the Order Form (the “Initial Order Form Term”), and (y) following the Initial Order Form Term, shall renew if agreed upon in writing by both parties for additional successive periods of one year each (each, a “Renewal Order Form Term”).When the End User is an instrumentality of the U.S., recourse against the United States for any alleged breach of this Agreement must be brought as a dispute under the contract Disputes Clause (Contract Disputes Act). During any dispute under the Disputes Clause, Open Space shall proceed diligently with performance of this Agreement, pending final resolution of any request for relief, claim, appeal, or action arising under the Agreement, and comply with any decision of the Contracting Officer. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, accrued payment obligations, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

10. Indemnification

Open Space (“Indemnitor”) has the right to intervene to defend, indemnify, and hold harmless the Customer, its affiliates and each of its and its affiliates’ employees, contractors, directors, suppliers and representatives (collectively, the “Indemnitee”) from all liabilities, claims, and expenses paid or payable to an unaffiliated third party

(including reasonable attorneys’ fees) (“Losses”), that arise from or relate to any claim that (i) reserved, or (ii) the Service (in the case of Open Space as Indemnitor), infringes, violates, or misappropriates any third party intellectual property or proprietary right. Each Indemnitor’s indemnification obligations hereunder shall be conditioned upon the Indemnitee providing the Indemnitor with: (i) prompt written notice of any claim (provided that a failure to provide such notice shall only relieve the Indemnitor of its indemnity obligations if the Indemnitor is materially prejudiced by such failure); (ii) control over the defense and settlement of any claim (provided that the Indemnitee may participate in such defense and settlement at its own expense);

and (iii) reasonable information and assistance in connection with such defense and settlement (at the Indemnitor’s expense). The foregoing obligations of Open Space do not apply with respect to the Service or any information, technology, materials or data (or any portions or components of the foregoing) to the extent (i) not provided by Open Space (including without limitation any Customer Materials), (ii) made in whole or in part in accordance to Customer specifications, (iii) modified after delivery by Open Space, (iv) combined with other products, processes or materials not provided by Open Space (where the alleged Losses arise from or relate to such combination),

(v) where Customer continues allegedly infringing activity after being notified thereof or after being informed of modifications that would have avoided the alleged infringement, or (vi) Customer’s use of the Service is not strictly in accordance herewith. Nothing contained herein shall be construed in derogation of the U.S.

Department of Justice’s right to defend any claim or action brought against the U.S., pursuant to its jurisdictional statute 28 U.S.C. §516.

11. Disclaimer

Open Space warrants that the SOFTWARE will, for a period of sixty(60) days from the date of your receipt, perform substantially in accordance with SOFTWARE written materials accompanying it. EXCEPT AS EXPRESSLY SET FORTH IN THE

FOREGOING, THE SERVICE, EQUIPMENT AND ANYTHING ELSE PROVIDED BY

OPEN SPACE HEREUNDER IS PROVIDED “AS IS” AND “AS AVAILABLE” AND IS

WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT

NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT,

MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY

WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE, USAGE OF

TRADE, OR COURSE OF DEALING, ALL OF WHICH ARE EXPRESSLY

DISCLAIMED. THIS AGREEMENT DOES NOT LIMIT OR DISCLAIM ANY OF THE

WARRANTIES SPECIFIED IN THE GSA MULTIPLE AWARD SCHEDULE

CONTRACT UNDER FAR 52.212-4(O). IN THE EVENT OF A BREACH OF

WARRANTY, THE U.S. GOVERNMENT RESERVES ALL RIGHTS AND REMEDIES

UNDER THE CONTRACT, THE FEDERAL ACQUISITION REGULATIONS, AND

THE CONTRACT DISPUTES ACT, 41 U.S.C. 7101-7109.

12. Limitation of Liability

EXCEPT FOR THE PARTIES’ INDEMNIFICATION OBLIGATIONS AND EXCEPT

FOR BODILY INJURY OR DEATH, FRAUD, OR FOR ANY OTHER MATTER FOR

WHICH LIABILITY CANNOT BE EXCLUDED BY LAW, IN NO EVENT SHALL

EITHER PARTY, NOR ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS,

SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT,

STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE

THEORY WITH RESPECT TO THE SUBJECT MATTER OF THIS AGREEMENT (I)

FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF

SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL,

PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, OR

(II) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) THE

FEES PAID (OR PAYABLE) BY CUSTOMER TO OPEN SPACE FOR SOFTWARE,

DOCUMENTATION OR SERVICES PURSUANT TO THE PURCHASE ORDER(S)

GIVING RISE TO THE CLAIM. . THIS AGREEMENT SHALL NOT IMPAIR THE U.S.

GOVERNMENT’S RIGHT TO RECOVER FOR FRAUD OR CRIMES ARISING OUT

OF OR RELATED TO THIS CONTRACT UNDER ANY FEDERAL FRAUD

STATUTE, INCLUDING THE FALSE CLAIMS ACT, 31 U.S.C. 3729-3733.

FURTHERMORE, THIS CLAUSE SHALL NOT IMPAIR NOR PREJUDICE THE U.S.

GOVERNMENT’S RIGHT TO EXPRESS REMEDIES PROVIDED IN THE GSA

SCHEDULE CONTRACT (E.G., CLAUSE 552.238-81 – PRICE REDUCTIONS,

CLAUSE 52.212-4(H) – PATENT INDEMNIFICATION, AND GSAR 552.215-72 –

PRICE ADJUSTMENT – FAILURE TO PROVIDE ACCURATE INFORMATION).

13. U.S. Government Matters

Notwithstanding anything else, Customer may not provide to any person or export or re-export or allow the export or re-export of anything provided hereunder or any direct product thereof (collectively “Controlled Subject Matter”), in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign agency or authority. Without limiting the foregoing, Customer acknowledges and agrees that the Controlled Subject Matter will not be used or transferred or otherwise exported or re-exported to countries as to which the United States maintains an embargo (collectively, “Embargoed Countries”), or to or by a national or resident thereof, or any person or entity on the U.S. Department of Treasury’s List of Specially Designated Nationals or the U.S. Department of Commerce’s Table of Denial Orders (collectively, “Designated Nationals”). The lists of Embargoed Countries and Designated Nationals are subject to change without notice. The Controlled Subject Matter may use or include encryption technology that is subject to licensing requirements under the U.S. Export Administration Regulations.

14. Miscellaneous

This Agreement, together with the underlying GSA Schedule Contract, Schedule Pricelist, and Purchase Order(s), represents the entire agreement between Customer and Open Space with respect to the subject matter hereof, and supersedes all prior or contemporaneous communications and proposals (whether oral, written or electronic) between Customer and Open Space with respect thereto. The Agreement shall be governed by and construed in accordance with the Federal laws of the United States of America. All notices under this Agreement shall be in writing and shall be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service. Notices must be sent to the contacts for each party set forth on the Order Form. Either party may update its address set forth above by giving notice in accordance with this section. Except as otherwise provided herein, this Agreement may be amended only by a writing executed by both parties. Excusable delays shall be governed by FAR 52.212-4(f).Neither party may assign any of its rights or obligations hereunder without the other party’s consent as set forth in FAR 42.1204; provided that (i) reserved, and

(ii) Open Space may utilize subcontractors in the performance of its obligations hereunder so long as Open Space shall remain liable for the actions and services provided by such subcontractors at all times. No agency, partnership, joint venture, or employment relationship is created as a result of this Agreement and neither party has any authority of any kind to bind the other in any respect. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable. The failure of either party to act with respect to a breach of this Agreement by the other party shall not constitute a waiver and shall not limit such party’s rights with respect to such breach or any subsequent breaches.

OpenSpace Support and Availability Policy

This Support and Availability Policy (the “Policy”) sets forth the policies and procedures with respect to services (the “Service”) provided by Open Space to a customer (“Customer”) pursuant to a separate Service agreement between Open Space and Customer (a “Customer Agreement”).

Summary As further described below, Open Space will use commercially reasonable efforts to: (i) provide Customer with 99.0% availability to the Service (the “Service Availability”); and (ii) provide standard support to Customer.

Availability If the Service becomes substantially unavailable to Customer due to defects with the Service, Open Space will respond to Customer (i) within eight (8) hours from Customer’s notification to Open Space of such unavailability, if during normal business hours (Monday- Friday, 8:00am – 6:00pm Pacific), or (ii) within eight (8) hours of the start of the next business day, if outside of normal business hours. The Service Availability will be measured on a monthly basis, with all hours weighted equally, but the Service Availability measurement will exclude reasonable scheduled downtime for system maintenance as well as any downtime or performance issues resulting from third party connections, services or utilities or other reason beyond Open Space’s control (including without limitation, acts of God, acts of government, flood, fire, earthquakes, civil unrest, acts of terror, strikes or other labor problems (other than those involving Open Space employees), computer, telecommunications, Internet service provider or hosting facility failures or delays involving hardware, software or power systems not within Open Space’s possession or reasonable control, and denial of service attacks). If the Service is unavailable to Customer due to defects with the Service beyond the Service Availability metric, then, as Customer’s sole and exclusive remedy (and Open Space’s sole liability), Open Space will provide Customer a credit for the subsequent Service billing cycle.The credit amount will be determined by:

Multiplying (i) the percent of the applicable project’s construction value out of the construction value of all projects under the same license by (ii) the total Open Space fee for those projects under the same license.

That value is then divided by the applicable project’s duration (in months) under the license.

The resulting value is then multiplied by the Credit Percentage corresponding to the Service Availability measurement from that month as follows:

Availability: 97.5%–98.9%, Credit: 5% Availability: 95%–97.5%, Credit: 10% Availability: <95%, Credit: 20%

In order to receive downtime credit, Customer must notify Open Space support within seventy-two (72) hours from the time of downtime, and failure to provide such notice will forfeit the right to receive downtime credit. All credits provided hereunder are nonrefundable. If Customer elects not to renew the Agreement, such that the above credit cannot be applied, Customer will have the option to receive up to one free month of Service as its sole remedy in lieu of such credit.

Support Open Space will provide support to customer for defects with the Service in accordance with the Service Plan selected by Customer. Any other support services are outside of the scope of this policy and must be separately agreed in writing by Customer and Open Space. Customer may designate up to one (1) support contact (“Designated Support Contacts”), and all support requests must come through the Designated Support Contacts.

Customer may update the Designated Support Contacts by providing notice to Open Space.