MAS - Susteen Inc. - GS35F0041S

GENERAL SERVICES ADMINISTRATION

Federal Supply Service

Authorized Federal Supply Schedule Price List

On-line access to contract ordering information, terms and conditions, up-to-date pricing, and the option to create an electronic delivery order are available through GSA

Advantage!®, a menu-driven database system. The INTERNET address GSA

Advantage!® is: GSAAdvantage.gov.

MULTIPLE AWARD SCHEDULE (MAS)

FSC CLASS 7030 - INFORMATION TECHNOLOGY SOFTWARE

Contract number:

GS-35F-0041S

For more information on ordering from Federal Supply Schedules click on the FSS Schedules button at GSA.gov Contract period: October 27, 2005 to October 26, 2025 Susteen, Inc.

8001 Irvine Center Drive, Suite 1500

Irvine, CA 92618

Tel: 949.341.0007

Fax: 949.341.0008 www.susteen.com Contract administration source:

Francis DeGiorgio

Phone Number: 714-396-2398

Email: fdegiorgio@datapilot.com

Fax Number: 949-341-0008 Business Size: Small Business Pricelist is current through Mod 0068 dated 10/04/2022.

Prices Shown Herein are Net (discount deducted) Customer Information

1a. Table of Awarded Special Item Numbers (SINs): 33411: Purchase of New Electronic Equipment, 511210 Software Licenses, 54151 Software Maintenance Services and OLM Order Level Materials

OLMRC

Order-Level Materials (OLM’s)

1b. Lowest Priced Model Number and Lowest Unit Price per SIN: See attached GSA Pricelist

1c. Hourly Rates: Not Applicable

2. Maximum Order for the following Special Item Numbers (SINs) is $500,000: 511210: Software Licenses, 54151 Software Maintenance Services

3. Minimum Order: $100

4. Geographic Coverage (Delivery Area): Domestic, 50 states, Washington DC, Puerto Rico.

5. Points of Production: Not Applicable

6. Discount from List Prices or Statement of Net Price: Prices shown are Net Prices.

7. Quantity Discounts: None.

8. Prompt Payment Terms: None

9. Foreign Items: Not Applicable 10a. Time of Delivery: 5 Days ARO.

10b. Expedited Delivery: Customers may contact Susteen, Inc. for rates.

10c. Overnight and 2-day Delivery: Both overnight and 2-day delivery is available. Customers may contact Susteen, Inc. for rates.

10d. Urgent Requirements: Under the provisions of the Urgent Requirements clause of this contract, agencies may contact Susteen, Inc. to affect an expedited delivery.

11. FOB Point: Destination

12a. Ordering Address: Susteen, Inc.

ATTN: Jeremy Kirby Sales

8001 Irvine Center Drive

Irvine, CA 92618 Website: www.Susteen.com 12b. Ordering Procedures: For supplies and services, the ordering procedures, information on Blanket Purchase Agreements (BPAs) are found in Federal Acquisition Regulation (FAR) 8.405-3.

13. Payment Address: Susteen, Inc.

ATTN: A/P

8001 Irvine Center Dr. Ste. 1500

Irvine, CA 92618 Website: www.susteen.com

14. Warranty Provision: a.

Unless specified otherwise in this contract, the Contractor’s standard commercial warranty as stated in the contract’s commercial pricelist will apply to this contract. The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the purpose described in this contract. Limitation of Liability. Except as otherwise provided by an express or implied warranty, the Contractor will not be liable to the ordering activity for consequential damages resulting from any defect or deficiencies in accepted items. If inspection and repair of defective equipment under this warranty will be performed at the Contractor's plant, the address is as follows:

Susteen, Inc.

ATTN: A/P

8001 Irvine Center Dr. Ste. 1500

Irvine, CA 92618

15. Export Packing Charges: Not applicable

16. Terms and Conditions of Rental, Maintenance, and Repair: Not applicable

17. Terms and Conditions of installation: Not applicable

18a. Terms and conditions of repair parts indicating date of parts price lists and any discounts from list prices: Not applicable

18b. Terms and conditions for any other services: Not applicable

19. List of service and distribution points: Not applicable

20. List of participating dealers: Not applicable

21. Preventive maintenance: Not applicable

22a. Special attributes such as environmental attributes (e.g. recycled content, energy efficiency, and/or reduced pollutants): Not applicable

22b. if applicable, indicate that Section 508 compliance information is available on Electronic and Information Technology (EIT) supplies and services and show where full details can be found (e.g. contractor’s website or other location). The EIT standards can be found at www.Section508.gov: Not applicable

23. Data Universal Number System (DUNs) number: 797052701

24. Notification regarding registration in System for Award Management (SAM) Database: Currently registered in SAM.

About Susteen Inc.

Founded in 1992 in Southern California, Susteen Inc., is an international design solution provider, specializing in the area of data communications and mobile computing. Susteen strives to enhance data communications through multi-level applications, and to develop products that provide convenience to the client through technological innovations.

Susteen, Inc., is experiencing tremendous growth and expansion in various areas of research, development and engineering. Begun as a small young group of engineers pursuing the technology of the computer and software development, Susteen has grown into a formidable worldwide presence.

From its birth, Susteen has forged an enviable record of successful product introductions in the fast paced disciplines of telecommunication, system design/integration, firmware, and software development for Windows and Mac operating systems.

Over the years, Susteen has developed various software and hardware products in collaboration with numerous, world-renowned international corporations. Susteen has expanded its scope to the global arena and currently has several projects underway. These projects are either built upon strategic alliances with distinguished corporate partners, or through Susteen's internal product development.

Susteen’s core competencies consists in both hardware and software solutions for the wireless communication industry and consumer market, carefully designed, expanded and enhanced to provide excellent mobile experience to the end user.

For more information visit our website at www.susteen.com TERMS AND CONDITIONS APPLICABLE TO TERM SOFTWARE LICENSES (SPECIAL ITEM NUMBER 132-32), PERPETUAL SOFTWARE LICENSES (SPECIAL ITEM NUMBER 132-33) AND MAINTENANCE (SPECIAL ITEM NUMBER 132-34) OF GENERAL-PURPOSE COMMERCIAL INFORMATION TECHNOLOGY SOFTWARE

1.

INSPECTION/ACCEPTANCE

The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The ordering activity reserves the right to inspect or test any software that has been tendered for acceptance. The ordering activity may require repair or replacement of nonconforming software at no increase in contract price. The ordering activity must exercise its post acceptance rights (1) within a reasonable time after the defect was discovered or should have been discovered; and (2) before any substantial change occurs in the condition of the software, unless the change is due to the defect in the software.

2.

GUARANTEE/WARRANTY

a.

Unless specified otherwise in this contract, the Contractor’s standard commercial guarantee/warranty as stated in the contract’s commercial pricelist will apply to this contract.

See Attachment I containing the Susteen End User Software License Agreement for further terms and conditions.

Warranty Disclaimers. THE SOFTWARE AND THE DOCUMENTATION ARE PROVIDED "AS IS AND WHERE IS" AND WITHOUT WARRANTIES OF ANY KIND, EXPRESS, STATUTORY, OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. The entire risk as to the quality and performance of the Software and Documentation is with you. Should the Software or Documentation prove defective, you (and not SUSTEEN, or any of its distributors, licensors, representative, or dealers) assume the entire cost of all necessary servicing or repair.

SUSTEEN does not warrant that: (i) the functions contained in the Software will meet your requirements or operate in the combination that you may select for use; (ii) the operation of the Software will be uninterrupted or error free; or (iii) defects in the Software will be corrected. No oral or written statement by SUSTEEN, or any of its distributors, licensors, representative, or dealers, shall create a warranty or increase the scope of this warranty.

SUSTEEN DOES NOT WARRANT THE SOFTWARE AGAINST INFRINGEMENT OR THE LIKE WITH RESPECT TO ANY UNITED STATES OR INTERNATIONAL COPYRIGHT, PATENT, TRADE SECRET, TRADEMARK, OR OTHER PROPRIETARY RIGHT OF ANY THIRD PARTY AND DOES NOT WARRANT THAT THE SOFTWARE DOES NOT INCLUDE ANY VIRUS, SOFTWARE ROUTINE, OR OTHER SOFTWARE DESIGNED TO PERMIT UNAUTHORIZED ACCESS, TO DISABLE, ERASE, OR OTHERWISE HARM SOFTWARE, HARDWARE, OR DATA, OR TO PERFORM ANY OTHER SUCH ACTIONS.

Susteen disclaims any liability for any infringement claims arising from any use or combination of the Software with any material, data, software, or hardware not provided by SUSTEEN if such infringement would not have occurred but for the use or combination of the Software.

Any warranties that by law survive the foregoing disclaimers shall terminate sixty (60) days from the date you received the Software.

b.

The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular purpose described in this contract.

c.

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

3.

TECHNICAL SERVICES

The Contractor, without additional charge to the ordering activity, shall provide a hot line technical support number 949.789.8200 for the purpose of providing user assistance and guidance in the implementation of the software. The technical support number is available during normal business hours of 8:00am – 5:00pm (PST), Monday - Friday.

4.

SOFTWARE MAINTENANCE

a.

Software maintenance service shall include the following:

Susteen, Inc. provides 6 months free online updates for personal users and 12 months free online updates for corporate users.

b.

Invoices for maintenance service shall be submitted by the Contractor on a quarterly or monthly basis, after the completion of such period. Maintenance charges must be paid in arrears (31 U.S.C. 3324). PROMPT PAYMENT DISCOUNT, IF APPLICABLE, SHALL BE SHOWN ON THE INVOICE.

5.

PERIODS OF TERM LICENSES (132‑32) AND MAINTENANCE (132‑34) (Not Applicable) a.

The Contractor shall honor orders for periods for the duration of the contract period or a lessor period of time.

b.

Term licenses and/or maintenance may be discontinued by the ordering activity on thirty (30) calendar days written notice to the Contractor.

c.

Annual Funding. When annually appropriated funds are cited on an order for term licenses and/or maintenance, the period of the term licenses and/or maintenance shall automatically expire on September 30 of the contract period, or at the end of the contract period, whichever occurs first. Renewal of the term licenses and/or maintenance orders citing the new appropriation shall be required, if the term licenses and/or maintenance is to be continued during any remainder of the contract period.

d.

Cross-Year Funding Within Contract Period. Where an ordering activity’s specific appropriation authority provides for funds in excess of a 12 month (fiscal year) period, the ordering activity may place an order under this schedule contract for a period up to the expiration of the contract period, notwithstanding the intervening fiscal years.

e.

Ordering activities should notify the Contractor in writing thirty (30) calendar days prior to the expiration of an order, if the term licenses and/or maintenance is to be terminated at that time. Orders for the continuation of term licenses and/or maintenance will be required if the term licenses and/or maintenance is to be continued during the subsequent period.

6.

CONVERSION FROM TERM LICENSE TO PERPETUAL LICENSE (Not Applicable) a.

The ordering activity may convert term licenses to perpetual licenses for any or all software at any time following acceptance of software. At the request of the ordering activity the Contractor shall furnish, within ten (l0) calendar days, for each software product that is contemplated for conversion, the total amount of conversion credits which have accrued while the software was on a term license and the date of the last update or enhancement.

b.

Conversion credits which are provided shall, within the limits specified, continue to accrue from one contract period to the next, provided the software remains on a term license within the ordering activity.

c.

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

d.

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

7.

TERM LICENSE CESSATION (Not Applicable) a.

After a software product has been on a continuous term license for a period of ___________ * months, a fully paid‑up, non‑exclusive, perpetual license for the software product shall automatically accrue to the ordering activity. The period of continuous term license for automatic accrual of a fully paid‑up perpetual license does not have to be achieved during a particular fiscal year; it is a written Contractor commitment which continues to be available for software that is initially ordered under this contract, until a fully paid‑up perpetual license accrues to the ordering activity. However, should the term license of the software be discontinued before the specified period of the continuous term license has been satisfied, the perpetual license accrual shall be forfeited.

b.

The Contractor agrees to provide updates and maintenance service for the software after a perpetual license has accrued, at the prices and terms of Special Item Number l32‑34, if the licensee elects to order such services. Title to the software shall remain with the Contractor.

8.

UTILIZATION LIMITATIONS ‑ (132‑32, 132‑33, AND 132‑34)

a.

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

b.

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

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

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

(3) Except as is provided in paragraph 8.b(2) above, the ordering activity shall not provide or otherwise make available the software or documentation, or any portion thereof, in any form, to any third party without the prior written approval of the Contractor. Third parties do not include prime Contractors, subcontractors and agents of the ordering activity who have the ordering activity's permission to use the licensed software and documentation at the facility, and who have agreed to use the licensed software and documentation only in accordance with these restrictions. This provision does not limit the right of the ordering activity to use software, documentation, or information therein, which the ordering activity may already have or obtains without restrictions.

(4) The ordering activity shall have the right to use the computer software and documentation with the computer for which it is acquired at any other facility to which that computer may be transferred, or in cases of disaster recovery, the ordering activity has the right to transfer the software to another site if the ordering activity site for which it is acquired is deemed to be unsafe for ordering activity personnel; to use the computer software and documentation with a backup computer when the primary computer is inoperative; to copy computer programs for safekeeping (archives) or backup purposes; to transfer a copy of the software to another site for purposes of benchmarking new hardware and/or software; and to modify the software and documentation or combine it with other software, provided that the unmodified portions shall remain subject to these restrictions.

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

See Attachment I containing Susteen’s stated guidelines regarding multiple site licensing as described in the Susteen End User Software License Agreement terms and conditions.

9.

SOFTWARE CONVERSIONS ‑ (132‑32 AND 132‑33)

Full monetary credit will be allowed to the ordering activity when conversion from one version of the software to another is made as the result of a change in operating system, or from one computer system to another. Under a perpetual license (132‑33), the purchase price of the new software shall be reduced by the amount that was paid to purchase the earlier version. Under a term license (132‑32), conversion credits which accrued while the earlier version was under a term license shall carry forward and remain available as conversion credits which may be applied towards the perpetual license price of the new version.

10.

DESCRIPTIONS AND EQUIPMENT COMPATIBILITY

The Contractor shall include, in the schedule pricelist, a complete description of each software product and a list of equipment on which the software can be used. Also, included shall be a brief, introductory explanation of the modules and documentation which are offered.

See page 17 for a complete description of software products and list of equipment offered including the prices.

11.

RIGHT‑TO‑COPY PRICING

Subject to the terms and conditions set forth in this Susteen End User Software License Agreement, Susteen, Inc. (“SUSTEEN”) hereby grants you a non-exclusive, non-transferable, and indivisible right and license to use the Software and the related documentation (the "Documentation"), as set forth in this Agreement. You may reproduce, install, and use one license of the Software only on one designated computer and only in and for your own internal purposes and business operations. You may make a single copy of the Software for backup and archival purposes only and all Software copies you make must contain all proprietary notices included in the original. You may use the Documentation to assist in your use of the Software, but you may not make copies of the Documentation. You own the media, on which the Software is recorded, but not the Software itself or any copy of it. This license is not a sale of the original or any copy of the Software.

GSA PRICES