IT-70 - Replay Systems, Inc. - GS35F0742V

GENERAL SERVICES AMINISTRATION

Federal Acquisition 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 for GSA Advantage!® is: GSAAdvantage.gov

GSA SCHEDULE 70

Special Item No. 132-8 Purchase of New Equipment

FSC CLASS 7010 - System Configuration End User Computers/Desktop Computers

FSC CLASS 5995 - Cable, Cord, And Wire Assemblies: Communications Equipment Communications Equipment Cables

FSC CLASS 5810 - Communications Security Equipment And Components Communications Security Equipment

FSC CLASS 5895 - Miscellaneous Communication Equipment Miscellaneous Communications Equipment

Special Item Number 132-12 - Equipment Maintenance

FSC/PSC Class J070 - Maintenance and Repair Service)(Repair / Spare Parts - Maintenance Repair Service Repair Parts/Spare Parts

Special Item Number 132-33 Perpetual Software Licenses

FSC CLASS 7030 ADP Software Communications Software

Contract Number: GS-35F-0742V

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

Period Covered by Contract: September 30, 2009 through September 29, 2019

Pricelist current through Modification PS-0030

Replay Systems, Inc.

6555 NW 9th Avenue, Suite 105

Fort Lauderdale, FL 33309

Phone: 954-267-9199 Fax: 954-267-9184 www.replaysystems.com

Contract administration source: Same as Above

Business Size: Small Business

CUSTOMER INFORMATION

1a. Awarded Special Item Numbers (All SIN’s subject to Cooperative Purchasing):

132 8 Purchase Of New Equipment

132 12 Equipment Maintenance

132 33 Perpetual Software Licenses

1b. Lowest Priced Items:

SIN Item Number Description

NET GSA

Price

132-8 FUT-COMPHEADSET Futurenet - Computer Headset $36.04

132-12 RPL-TRAVEL Travel Labor Rate $90.93

132-33 VP5-CVOIP Voip Interface License For Passive Taps $11.77

1c. Description Of IT Services- Not Applicable

2. Maximum Order:

132 8 $ 500,000

132 12 $ 500,000

132 33 $ 500,000

3. Minimum Order: The minimum dollar value of orders to be issued is $ 100.00

4. Geographic Coverage (Delivery Area): Delivery within the 48 contiguous states, Washington, DC and Puerto Rico.

5. Point of Production: Fort Lauderdale, Broward County, FL

6. Prices shown are NET Prices; Basic Discounts have been deducted.

7. Quantity Discounts: None

8. Prompt Payment Terms: Net 30 Days.

9a. Acceptance of Government Purchase Cards: Replay Systems, Inc. accepts credit cards for payments equal to or less than the micro-purchase threshold for all orders.

9b. Credit cards will be acceptable for payment above the micro-purchase threshold.

10. Foreign Items: None

11a. Time of Delivery

SIN DELIVERY TIME (ARO)

132-8 30 Days

132-12 30 Days

132-33 30 Days

11b. Expedited Delivery: Contact Replay Systems, Inc. Contract Administrator for information on expedited delivery.

11c. Overnight and 2-Day Delivery: Contact Replay Systems, Inc. Contract Administrator for information on overnight and 2-day delivery.

11d. URGENT REQUIREMENTS: Contact Replay Systems, Inc. Contract Administrator for information on urgent delivery.

12. F.O.B. Point: Destination

13a. Ordering Address(es)

Replay Systems, Inc.

13b. Ordering Procedures: For supplies and services, the ordering procedures, information on Blanket Purchase Agreements (BPA’s) are found in Federal Acquisition Regulation (FAR) 8.405-3.

14. Payment Address:

Replay Systems, Inc.

15. Warranty Provision

Replay Systems Standard Warranty Replay Systems offers a 1 year onsite warranty on all of our systems, which provides for all parts, 24 X 7 telephone support, and onsite support Monday-Friday 8am – 5pm.

The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular 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:

16. Export packing charges: Not Available.

17. Credit cards will be accepted for payment up to $25,000.

18. Terms and conditions of rental, maintenance and repair: Rental, Maintenance and Repairs are not covered under this contract.

19. Terms and Conditions of Installation: Replay Systems offers equipment which requires professional installation. Replay Systems offers onsite installation services per day plus travel expenses and remote installation services on an hourly charge basis. Prices for installation are shown within the pricing section.

20. Terms and conditions of repair parts: Not covered under this contract.

20a. Terms and conditions of any other services – N/A

21. List of service and distribution points:

Replay Systems, Inc.

22. List of participating dealers (if applicable):

Following are participating dealers (authority to quote only - all orders are issued to Replay Systems):

VPI (Quotes for VPI products and services only) 160 Camino Ruiz Camarillo, CA 93012

Contact: Jeff Visger

JVisger@VPI-corp.com

800.200.5430 x5217

RTAS (Quotes for FutureNet products and services only) 31 Union Avenue Sudbury, MA 01776

Contact: Jerry Delaney gdelaney@rtas.com 800-876-8888 x205

23. Preventative maintenance: N/A mailto:JVisger@VPI-corp.com mailto:gdelaney@rtas.com

24a. Special attributes such as environmental attributes: None

24b. Section 508 Compliance Section 508 compliance information on the supplies and services in this contract are available at the following website address (URL):

www.replaysystems.com. The EIT standards can be found at: www.Section508.gov/.

25. Data Universal Number System (DUNS): 008701401

26. SAM Registration: Replay Systems, Inc. is registered in the SAM Database, effective through December 20, 2018.

TERMS AND CONDITIONS APPLICABLE TO PURCHASE OF

GENERAL PURPOSE COMMERCIAL INFORMATION TECHNOLOGY EQUIPMENT

(SPECIAL ITEM NUMBER 132-8)

1. MATERIAL AND WORKMANSHIP

All equipment furnished hereunder must satisfactorily perform the function for which it is intended.

2. ORDER

Written orders, EDI orders (GSA Advantage! and FACNET), credit card orders, and orders placed under blanket purchase agreements (BPA) agreements shall be the basis for purchase in accordance with the provisions of this contract. If time of delivery extends beyond the expiration date of the contract, the Contractor will be obligated to meet the delivery and installation date specified in the original order.

For credit card orders and BPAs, telephone orders are permissible.

3. TRANSPORTATION OF EQUIPMENT

FOB DESTINATION. Prices cover equipment delivery to destination, for any location within the geographic scope of this contract.

4. INSTALLATION AND TECHNICAL SERVICES

a. INSTALLATION. When the equipment provided under this contract is not normally self-installable, the Contractor's technical personnel shall be available to the ordering activity, at the ordering activity's location, to install the equipment and to train ordering activity personnel in the use and maintenance of the equipment.

Replay Systems offers equipment which requires professional installation. Replay Systems offers onsite installation services per day plus travel expenses and remote installation services on an hourly charge basis. Prices for installation are included in the pricing section.

b. INSTALLATION, DEINSTALLATION, REINSTALLATION. The Davis-Bacon Act (40 U.S.C. 276a- 276a-7) provides that contracts in excess of $2,000 to which the United States or the District of Columbia is a party for construction, alteration, or repair (including painting and decorating) of public buildings or public works with the United States, shall contain a clause that no laborer or mechanic employed directly upon the site of the work shall received less than the prevailing wage rates as determined by the Secretary of Labor.

The requirements of the Davis-Bacon Act do not apply if the construction work is incidental to the furnishing of supplies, equipment, or services. For example, the requirements do not apply to simple installation or alteration of a public building or public work that is incidental to furnishing supplies or equipment under a supply contract. However, if the construction, alteration or repair is segregable and exceeds $2,000, then the requirements of the Davis-Bacon Act applies.

The ordering activity issuing the task order against this contract will be responsible for proper administration and enforcement of the Federal labor standards covered by the Davis-Bacon Act. The proper Davis-Bacon wage determination will be issued by the ordering activity at the time a request for quotations is made for applicable construction classified installation, deinstallation, and reinstallation services under SIN 132-8.

c. OPERATING AND MAINTENANCE MANUALS. The Contractor shall furnish the ordering activity with one (1) copy of all operating and maintenance manuals which are normally provided with the equipment being purchased.

5. 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 equipment that has been tendered for acceptance. The ordering activity may require repair or replacement of nonconforming equipment at no increase in contract price. The ordering activity must exercise its postacceptance rights (1) within a reasonable time after the defect was discovered or should have been discovered; and (2) before any substantial change occurs in the condition of the item, unless the change is due to the defect in the item.

6. WARRANTY

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.

Replay Systems Standard Warranty

Replay Systems offers a 1 year onsite warranty on all of our systems, which provides for all parts, 24 X 7 telephone support, and onsite support Monday-Friday 8am – 5pm.

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.

d. If inspection and repair of defective equipment under this warranty will be performed at the Contractor's plant, the address is as follows:

Replay Systems, Inc.

7. PURCHASE PRICE FOR ORDERED EQUIPMENT

The purchase price that the ordering activity will be charged will be the ordering activity purchase price in effect at the time of order placement, or the ordering activity purchase price in effect on the installation date (or delivery date when installation is not applicable), whichever is less.

8. RESPONSIBILITIES OF THE CONTRACTOR

The Contractor shall comply with all laws, ordinances, and regulations (Federal, State, City or otherwise) covering work of this character, and shall include all costs, if any, of such compliance in the prices quoted in this offer.

9. TRADE-IN OF INFORMATION TECHNOLOGY EQUIPMENT

When an ordering activity determines that Information Technology equipment will be replaced, the ordering activity shall follow the contracting policies and procedures in the Federal Acquisition Regulation (FAR), the policies and procedures regarding disposition of information technology excess personal property in the Federal Property Management Regulations (FPMR) (41 CFR 101-43.6), and the policies and procedures on exchange/sale contained in the FPMR (41 CFR part 101-46).

TERMS AND CONDITIONS APPLICABLE TO MAINTENANCE, REPAIR SERVICE AND

REPAIR PARTS/SPARE PARTS FOR GOVERNMENT-OWNED GENERAL PURPOSE

COMMERCIAL INFORMATION TECHNOLOGY EQUIPMENT (AFTER EXPIRATION OF

GUARANTEE/WARRANTY PROVISIONS AND/OR WHEN REQUIRED SERVICE IS NOT

COVERED BY GUARANTEE/WARRANTY PROVISIONS) (SPECIAL ITEM NUMBER

132-12)

1. SERVICE AREAS

a. The maintenance and repair service rates listed herein are applicable to any ordering activity location within the continental 48 states and the District of Columbia. If any additional charge is to apply because of the greater distance from the Contractor's service locations, the mileage rate or other distance factor shall be stated in paragraphs 8.d and 9.d of this Special Item Number 132-12.

b. When repair services cannot be performed at the ordering activity installation site, the repair services will be performed at the Contractor's plant(s) listed below:

Replay Systems, Inc.

2. MAINTENANCE ORDER

a. Agencies may use written orders, EDI orders, credit card orders, or BPAs, for ordering maintenance under this contract. The Contractor shall confirm orders within fifteen (15) calendar days from the date of receipt, except that confirmation of orders shall be considered automatic for renewals for maintenance (Special Item Number 132-12). Automatic acceptance of order renewals for maintenance service shall apply for machines which may have been discontinued from use for temporary periods of time not longer than 120 calendar days. If the order is not confirmed by the Contractor as prescribed by this paragraph, the order shall be considered to be confirmed by the Contractor.

b. The Contractor shall honor orders for maintenance for the duration of the contract period or a lessor period of time, for the equipment shown in the pricelist. Maintenance service shall commence on a mutually agreed upon date, which will be written into the maintenance order. Maintenance orders shall not be made effective before the expiration of any applicable maintenance and parts guarantee/warranty period associated with the purchase of equipment. Orders for maintenance service shall not extend beyond the end of the contract period.

c. Maintenance may be discontinued by the ordering activity on thirty (30) calendar days written notice, or shorter notice when agreed to by the Contractor; such notice to become effective thirty (30) calendar days from the date on the notification. However, the ordering activity may extend the original discontinuance date upon written notice to the Contractor, provided that such notice is furnished at least ten (10) calendar days prior to the original discontinuance date.

d. Annual Funding. When annually appropriated funds are cited on a maintenance order, the period of maintenance shall automatically expire on September 30th of the contract period, or at the end of the contract period, whichever occurs first. Renewal of a maintenance order citing the new appropriation shall be required, if maintenance is to continue during any remainder of the contract period.

e. 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.

f. Ordering activities should notify the Contractor in writing thirty (30) calendar days prior to the expiration of maintenance service, if maintenance is to be terminated at that time. Orders for continued maintenance will be required if maintenance is to be continued during the subsequent period.

3. REPAIR SERVICE AND REPAIR PARTS/SPARE PARTS ORDERS

a. Agencies may use written orders, EDI orders, credit card orders, blanket purchase agreements (BPAs), or small order procedures for ordering repair service and/or repair parts/spare parts under this contract. Orders for repair service shall not extend beyond the end of the contract period.

b. When repair service is ordered, only one chargeable repairman shall be dispatched to perform repair service, unless the ordering activity agrees, in advance, that additional repair personnel are required to effect repairs.

4. LOSS OR DAMAGE

When the Contractor removes equipment to his establishment for repairs, the Contractor shall be responsible for any damage or loss, from the time the equipment is removed from the ordering activity installation, until the equipment is returned to such installation.

5. SCOPE

a. The Contractor shall provide maintenance for all equipment listed herein, as requested by the ordering activity during the contract term. Repair service and repair parts/spare parts shall apply exclusively to the equipment types/models within the scope of this Information Technology Schedule.

b. Equipment placed under maintenance service shall be in good operating condition.

(1) In order to determine that the equipment is in good operating condition, the equipment shall be subject to inspection by the Contractor, without charge to the ordering activity.

(2) Costs of any repairs performed for the purpose of placing the equipment in good operating condition shall be borne by the Contractor, if the equipment was under the Contractor's guarantee/warranty or maintenance responsibility prior to the effective date of the maintenance order.

(3) If the equipment was not under the Contractor's responsibility, the costs necessary to place the equipment in proper operating condition are to be borne by the ordering activity, in accordance with the provisions of Special Item Number 132-12 (or outside the scope of this contract).

6. RESPONSIBILITIES OF THE ORDERING ACTIVITY

a. Ordering activity personnel shall not perform maintenance or attempt repairs to equipment while such equipment is under the purview of a maintenance order, unless agreed to by the Contractor.

b. Subject to security regulations, the ordering activity shall permit access to the equipment which is to be maintained or repaired.

7. RESPONSIBILITIES OF THE CONTRACTOR

For equipment not covered by a maintenance contract or warranty, the Contractor's repair service personnel shall complete repairs as soon as possible after notification by the ordering activity that service is required.

Within the service areas, this repair service should normally be done within 4 hours after notification.

Response time for non-contract customers within the service area will be 48 hours, Monday through Friday.

8. MAINTENANCE RATE PROVISIONS

a. The Contractor shall bear all costs of maintenance, including labor, parts, and such other expenses as are necessary to keep the equipment in good operating condition, provided that the required repairs are not occasioned by fault or negligence of the ordering activity.

b. REGULAR HOURS

The basic monthly rate for each make and model of equipment shall entitle the ordering activity to maintenance service during a mutually agreed upon nine (9) hour principal period of maintenance, Monday through Friday, exclusive of holidays observed at the ordering activity location.

c. AFTER HOURS

Should the ordering activity require that maintenance be performed outside of Regular Hours, charges for such maintenance, if any, will be specified in the pricelist. Periods of less than one hour will be prorated to the nearest quarter hour.

d. TRAVEL AND TRANSPORTATION

If any charge is to apply, over and above the regular maintenance rates, because of the distance between the ordering activity location and the Contractor's service area, the charge will be:

Travel Labor Charge $90.93/Hour for travel time

e. QUANTITY DISCOUNTS

Quantity discounts from listed maintenance service rates for multiple equipment owned and/or leased by a ordering activity are indicated below:

Quantity Range Discount

________ Units None %

9. REPAIR SERVICE RATE PROVISIONS

a. CHARGES. Charges for repair service will include the labor charge, computed at the rates set forth below, for the time during which repairmen are actually engaged in work, and, when applicable, the charge for travel or transportation.

b. MULTIPLE MACHINES. When repairs are ordered by a ordering activity on two or more machines located in one or more buildings within walking distance of each other, the charges will be computed from the time the repairman commences work on the first machine, until the work is completed on the last machine.

The time required to go from one machine to another, or from one building to another, will be considered actual work performance, and chargeable to the ordering activity, provided the time consumed in going between machines (or buildings) is reasonable.

c. TRAVEL OR TRANSPORTATION

(1) AT THE CONTRACTOR'S SHOP

(a) When equipment is returned to the Contractor's shop for adjustments or repairs which are not covered by the guarantee/warranty provision, the cost of transportation, packing, etc., from the ordering activity location to the Contractor's plant, and return to the ordering activity location, shall be borne by the ordering activity.

(b) The ordering activity should not return defective equipment to the Contractor for adjustments and repairs or replacement without his prior consultation and instruction.

(2) AT THE ORDERING ACTIVITY LOCATION (Within Established Service Areas)

When equipment is repaired at the ordering activity location, and repair service rates are established for service areas or zones, the listed rates are applicable to any ordering activity location within such service areas or zones. No extra charge, time, or expense will be allowed for travel or transportation of repairmen or machines to or from the ordering activity office; such overhead is included in the repair service rates listed.

(3) AT THE ORDERING ACTIVITY LOCATION (Outside Established Service Areas)

(a) The repair service rates listed for subparagraph (2) above apply, except that a travel charge of __N/A___ per mile for repairmen will apply to the round-trip distance between the geographic limits of the applicable service area and the ordering activity location. Such charge will apply as an additional charge, but it will be limited to one round trip for each request that is made by the ordering activity for repair service, regardless of whether repairs are performed at the ordering activity location or at the Contractor's shop.

(b) When the overall travel charge computed at the above mileage rate is unreasonable (considering the time required for travel, actual and necessary transportation costs, and the allowable ordering activity per diem rate for each night the repairman is required to remain overnight at the ordering activity location), the ordering activity shall have the option of reimbursing the Contractor for actual costs, provided that the actual costs are reasonable and allowable. The Contractor shall furnish the ordering activity with a report of travel performed and related expenses incurred. The report shall include departure and arrival dates, times, and the applicable mode of travel.

d. LABOR RATES

(1) REGULAR HOURS

The Regular Hours repair service rates listed herein shall entitle the ordering activity to repair service during the period 8:00 a.m. to 5:00 p.m., Monday through Friday, exclusive of holidays observed at the ordering activity location. There shall be no additional charge for repair service which was requested during Regular Hours, but performed outside the Regular Hours defined above, at the convenience of the Contractor.

(2) AFTER HOURS

When the ordering activity requires that repair service be performed outside the Regular Hours defined above, except Sundays and Holidays observed at the ordering activity location, the After Hours repair service rates listed herein shall apply. The Regular Hours rates defined above shall apply when repair service is requested during Regular Hours, but performed After Hours at the convenience of the Contractor.

(3) SUNDAYS AND HOLIDAYS

When the ordering activity requires that repair service be performed on Sundays and Holidays observed at the ordering activity location, the Sundays and Holidays repair service rates listed herein shall apply. When repair service is requested to be performed during Regular Hours and/or After Hours, but is performed at the convenience of the Contractor on Sundays or Holidays observed at the ordering activity location, the Regular Hours and/or After Hours repair service rates, as applicable, shall apply.

REPAIR SERVICE RATES

REGULAR AFTER SUNDAYS AND

MINIMUM HOURS HOURS HOLIDAYS

LOCATION CHARGE* PER HOUR** PER HOUR** PER HOUR

CONTRACTOR'S SHOP _See note 1__ __$186.64__ __N/A ____ ___N/A___

ORDERING ACTIVITY LOCATION

(WITHIN ESTABLISHED

SERVICE AREAS) __See note 1 __$186.64_____ _$272.78__ _$272.78__

** SEE NOTE 2

ORDERING ACTIVITY LOCATION

(OUTSIDE ESTABLISHED

SERVICE AREAS) ____N/A_ ____N/A_ ____N/A_ ____N/A__

NOTE 1 - *MINIMUM CHARGES INCLUDE 1 HOUR MINIMUM REGULAR / 2 HOUR MINIMUM AFTER

HOURS, SUNDAYS AND HOLIDAYS. AFTER HOURS, SUNDAYS AND HOLIDAY SERVICE AVAILABLE

FOR CONTRACT CUSTOMERS ONLY.

NOTE 2 - **IF AIRFARE IS REQUIRED TO SUPPORT A NON-CONTRACT CUSTOMER, ITEM RPL-

TRAVEL-AIR MAY APPLY IN ADDITION TO THE RATES STATED ABOVE.

**FRACTIONAL HOURS, AT THE END OF THE JOB, WILL BE PRORATED TO THE NEAREST QUARTER

HOUR.

10. REPAIR PARTS/SPARE PARTS RATE PROVISIONS

All parts, furnished as spares or as repair parts in connection with the repair of equipment, unless otherwise indicated in this pricelist, shall be new, standard parts manufactured by the equipment manufacturer. All parts shall be furnished at prices indicated in the Contractor's commercial pricelist dated January 1, 2009, at a discount of _1_% from such listed prices.

Repair parts/spare parts may consist, in whole or in part, of new or refurbished items.

11. GUARANTEE/WARRANTY—REPAIR SERVICE AND REPAIR PARTS/SPARE PARTS

a. REPAIR SERVICE

All repair work will be guaranteed/warranted for a period 90 days..

b. REPAIR PARTS/SPARE PARTS

All parts, furnished either as spares or repairs parts will be guaranteed/warranted for a period one year.

Replay Systems Standard Warranty

Replay Systems offers a 90 day warranty on all repair/spare parts.

12. INVOICES AND PAYMENTS

a. Maintenance Service

(1) 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.

(2) Payment for maintenance service of less than one month's duration shall be prorated at 1/30th of the monthly rate for each calendar day.

b. Repair Service and Repair Parts/Spare Parts

Invoices for repair service and parts shall be submitted by the Contractor as soon as possible after completion of work. Payment under blanket purchase agreements will be made quarterly or monthly, except where cash payment procedures are used. Invoices shall be submitted separately to each ordering activity office ordering services under the contract. The cost of repair parts shall be shown as a separate item on the invoice, and shall be priced in accordance with paragraph #10, above. PROMPT PAYMENT DISCOUNT, IF

APPLICABLE, SHALL BE SHOWN ON THE INVOICE.

TERMS AND CONDITIONS APPLICABLE TO PERPETUAL SOFTWARE LICENSES

(SPECIAL ITEM NUMBER 132-33) AND MAINTENANCE (SPECIAL ITEM NUMBER

132-34) OF 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 postacceptance 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.

Replay Systems Standard Warranty

Replay Systems offers a 1 year onsite warranty on all of our systems, which provides 24 X 7 telephone support, and onsite support Monday-Friday 8am – 5pm.

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 954-267-9199 for the purpose of providing user assistance and guidance in the implementation of the software. The technical support number is available from 8 AM to 5 PM, Monday through Friday, Eastern time.

4. SOFTWARE MAINTENANCE

a. Software maintenance as it is defined: (select software maintence type) :

_____X_____ 1. Software Maintenance as a Product

Software maintenance as a product includes the publishing of bug/defect fixes via patches and updates/upgrades in function and technology to maintain the operability and usability of the software product. It may also include other no charge support that are included in the purchase price of the product in the commercial marketplace. No charge support includes items such as user blogs, discussion forums, on-line help libraries and FAQs (Frequently Asked Questions), hosted chat rooms, and limited telephone, email and/or web-based general technical support for user’s self diagnostics.

Software maintenance as a product does NOT include the creation, design, implementation, integration, etc. of a software package. These examples are considered software maintenance as a service.

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 MAINTENANCE (132-34)

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

b. 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 maintenance, the period of the 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 maintenance orders citing the new appropriation shall be required, if the 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 maintenance is to be terminated at that time. Orders for the continuation of maintenance will be required if the maintenance is to be continued during the subsequent period.

6. CONVERSION FROM TERM LICENSE TO PERPETUAL LICENSE

N/A- This contract does not offer Term Licenses

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

N/A- This contract does not offer Term Licenses

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.

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.

11. RIGHT-TO-COPY PRICING

Replay Systems does not offer Right-to-Copy pricing.

Phone: 954-267-9199 Fax: 954-267-9184 www.replaysystems.com

Product Pricing

All hardware components must be purchased in a system configuration. Individual components may not be purchased separately unless part of a new system or upgrade to an existing system; Systems are not customer installable. Customer must purchase RPL- INSTALL-ONSITE or RPL-INSTALL-REMOTE with system.

VPI Version 5 Products

SIN Part # Description Net GSA Price

132 33 VP5-CVR VPI CAPTURE: Voice Recording License. Per Activated Channel.

$308.92

132 33 VP5-CVRE VPI CAPTURE ESSENTIAL: Voice Recording License. Per Activated Channel.

$231.67

132 33 VP5-CVR-

Redundant

VPI CAPTURE REDUNDANT: Voice Recording License for redundant capture purposes only, per applicable terms. Per activated channel.

$99.29

132 33 VP5-CSR VPI CAPTURE: Screen Recording License. Per Seat.

$77.23

132 33 VP5-CVSR VPI CAPTURE with Voice & Screen Recording Licenses. Priced per Seat.

$386.12

132 33 VP5-LM2 Live Monitoring Only (allows live monitoring of agents not being recorded)

$116.21

132 33 VP5-CVR-CD VPI CAPTURE CAMPAIGN DIRECTOR: Voice Recording License for Siemens Campaign Director.

Per Activated Channel. Licensing only valid with purchase of quality or screen recording.

$154.45

132 33 VP5-QV VPI QUALITY with voice recording (Requires Item

RPL-TRAINING-ONSITE).

$401.59

132 33 VP5-QPV VPI QUALITY PRO with voice recording. Includes smart evaluation form and coaching. (Requires Item

RPL-TRAINING-ONSITE).

$463.35

132 33 VP5-QVS VPI QUALITY with voice & screen recording (Requires Item RPL-TRAINING-ONSITE).

$447.90

132 33 VP5-QPVS VPI QUALITY PRO with voice & screen recording.

Includes smart evaluation form and coaching (Requires Item RPL-TRAINING-ONSITE).

$509.68

132 33 VP5-EMP-E VPI EMPOWER ESSENTIAL: VPI Capture (voice and screen), Quality and Performance applications.

Internal & Pre-Built Data Collectors Only. Data collectors & services sold separately.

$579.55

132 33 VP5-EMP VPI EMPOWER: VPI Capture, (voice and screen) Quality and Performance applications. Allows connectors to 3rd party systems. Data collectors & services sold separately (Requires Item RPL-

TRAINING-ONSITE).

$741.36

132 33 VP5-Coaching Rules based coaching: Supports desktop and classroom coaching. (Requires Item RPL-TRAINING-

ONSITE).

$92.67

132 33 VP5-P VPI PERFORMANCE - Performance tickers, scorecards, KPI tracking & reporting. Per seat.

(Requires Item RPL-TRAINING-ONSITE).

$231.67

132 33 VP5-P-E VPI PERFORMANCE ESSENTIAL: Single, Pre-Built Data Collector Only. Performance tickers, scorecards, KPI tracking & reporting. Per seat.

$154.45

132 33 VP5-Q_A VPI QUALITY - Agent Evaluation. (Requires Item

RPL-TRAINING-ONSITE).

$216.23

132 33 VP5-Q-PSAP VPI QUALITY PRO PSAP bundle. Per Dispatch / Call taker position. Includes smart evaluation form and coaching (Requires Item VP5-PSAP)

$579.59

132 33 VP5-VPS-1-100 V-Portal Server Activation (CPU) License. Includes Media Services (archive mgt.), Reporting Engine and Rules Engine. Sized to support systems licensed for between 1 and 100 seats or recording channels.

(Requires Item RPL-TRAINING-ONSITE).

$926.70

132 33 VP5-VPS-101-300 V-Portal Server Activation (CPU) License. Includes Media Services (archive mgt.), Reporting Engine and Rules Engine. Sized to support systems licensed for between 101 and 300 seats or recording channels.

(Requires Item RPL-TRAINING-ONSITE).

$2,702.87

132 33 VP5-VPS-301-1000 V-Portal Server Activation (CPU) License. Includes Media Services (archive mgt.), Reporting Engine and Rules Engine. Sized to support systems licensed for between 301 and 1,000 seats or recording channels.

(Requires Item RPL-TRAINING-ONSITE).

$9,653.11

132 33 VP5-MM-1-100 Media Messaging Link Activation. Enables media control services & media meta-data capture. Sized to support between 1 and 100 recorded channels or agent positions.

$0.00

132 33 VP5-MM-101-300 Media Messaging Link Activation. Enables media control services & media meta-data capture. Sized to support between 101 and 300 recorded channels or agent positions.

$926.70

132 33 VP5-MM-301-1000 Media Messaging Link Activation. Enables media control services & media meta-data capture. Sized to support between 301 and 1000 recorded channels or agent positions.

$4,633.49

132 33 VP5-LM Live Monitoring and Instant Recall Server License. $386.12

132 33 VP5-Login Enables V-Portal to capture agent and associate that data with call files via work station log-in. Requires each agent has unique agent log-in name & password. Per workstation.

$19.86

132 33 VP5-RP Remote Playback & Perishable PIN Server License.

Requires Analog Card in VPI server for audio to be played using these features.

$772.25

132 33 VP5-RNMS Remote Network Monitoring Software. Must run on a computer on the same network as Voice Print server(s)

$502.33

132 33 VP5-CVoIP VoIP Interface license for passive taps solutions. Per recorded device.

$11.77

132 33 VP5-API API Bundle. Includes API, 1 VPI Application Pack and 4 hours of consulting services

$965.73

132 33 VP5-EDC Existing VPI Data Collector $1,158.37

132 33 VP5-EDC-B EDIT to an existing VPI Data Collector. Includes edits to change / add up to 10 elements from source data.

Does not include screen analytics licensing (if required).

$2,702.87

132 33 VP5-EDC-I EDIT to an existing VPI Data Collector. Includes edits to change / add from 10 - 25 data elements from source data. Does not include screen analytics licensing (if required).

$4,633.49

132 33 VP5-CAD CAD Integration. Includes Basic Data Collector for up to 10 data elements from CAD system to associate with call recording. Does not include screen analytics licensing (if required). Requires work with CAD vendor.

$2,702.87

132 33 VP5-NDC-B NEW Data Collector. Capture of up to 10 elements from source data. Does not include screen analytics licensing (if required).

$4,633.49

132 33 VP5-NDC-I NEW Data Collector. Capture from 10 - 25 elements from source data. Does not include screen analytics licensing (if required).

$8,494.74

132 33 VP5-NDC-C NEW Data Collector. Capture over 25 elements from source data. Does not include screen analytics licensing (if required).

$19,306.22

132 33 VP5-SA Screen Analytics Capture License. Per Desktop $77.22

132 33 VP5-URL-M URL Monitoring application. Includes URL monitoring tool, 1 VPI Application Pack and 8 hours of consulting services.

$965.73

132 33 VP5-LDAP LDAP Integration $463.35

132 33 VP5-Append Flag or add comments to a live call. Per workstation $19.86

132 33 VP5-MAS MASterMind Integration $2,316.75

132 33 VP5-PSAP-1 PSAP enhanced package: Instant Recall, Live Monitor, Caller ID (if available), Incident Creation & Redaction Tool.

$193.43

132 33 VP5-PSAP-2 PSAP enhanced package: Instant Recall, Live Monitor, Caller ID (if available), Incident Creation & Redaction Tool. Also includes capture of ANI / ALI data if provided.

$664.13

132 33 VP5-Detrunk-Zone Motorola De-trunking media messaging for Smart Zone Systems. SW Only.

$7,722.49

132 33 VP5-Detrunk-Net Motorola De-trunking media messaging for Smart Net Systems. SW Only.

$3,861.24

132 33 VP5-SMARTZONE De-trunking solution for Motorola SmartZone environments. Requires VPI De-trunking software

$18,070.62

132 33 VP5-SMARTNET De-trunking solution for Motorola SmartNet environments. Requires VPI De-trunking software

$13,668.80

132 33 VP5-MOTO REP Upgrade to VP5-SMARTZONE or VP5-SMARTNET to include trunked radio reporting (including 6 months of historical data)

$6,950.63 existing system; Systems are not customer installable. Customer must purchase RPL- INSTALL-ONSITE or RPL-INSTALL-REMOTE with system.

VPI Version 4 Products

SIN Part # Description Net GSA

Price

132 8 VP-Digital-8 VPI - 8 Port Digital Interface Card. $1,956.36

132 8 VP-Digital-16 VPI - 16 Port Digital Interface Card. $3,191.96

132 8 VP-Digital-24 VPI - 24 Port Digital Interface Card. $4,148.08

132 8 VP-Analog-8 VPI - 8 Port Analog Interface Card. $1,250.31

132 8 VP-Analog-16 VPI - 16 Port Analog Interface Card. $2,382.94

132 8 VP-Analog-24 VPI - 24 Port Analog Interface Card. $3,353.77

132 8 VP-Contact-48 VPI - Contact Closure Interface Card. Supports up to 48 interface channels.

$882.62

132 8 VP-T1/E1-1 VPI - Single Span T1 / E1 / PCM 32 Interface Card.

$3,736.21

132 8 VP-T1/E1-2 VPI - Dual Span T1 / E1 / PCM 32 Interface Card. $5,619.03

132 8 VP-IPX-30b VPI - Base VoIP interface board - supports up to 30 sessions (1 Per Server Required)

$1,250.31

132 8 VP-IPX-30i VPI - Incremental VoIP interface - for incremental 30 sessions . Each base unit can accommodate a maximum of 480 sessions.

$661.93

132 8 VP-RTS

VPI - RTS Interface Box. Order one box for every 24 channels when interfacing with the following PBX:

Mitel SX 2000; Rolm 9751 CVX; Avaya Index

$441.29

132 8 VP-MITEL

VPI - Direct Digital Integration to the Mitel SX 2000.

Per channel.

$58.84 existing system; Systems are not customer installable. Customer must purchase RPL- INSTALL-ONSITE or RPL-INSTALL-REMOTE with system.

Futurenet Products

SIN Part # Description Net GSA

Price

132-8 FUT-DIA-4P

Futurenet - Dialogic Voice Card (4 ports D41JCT-LSU, includes license fee)

$2,941.16

132-8 FUT-DIA-12P

Futurenet - Dialogic Voice Card (12 ports D120JCT-LSU, includes license fee)

$8,618.30

132-33 FUT-IVO-MC8P

Futurenet - iVoice Management Console License (Up to 8 ports)

$3,309.64

132-33 FUT-IVO-MC16P

Futurenet - iVoice Management Console License (Up to 16 ports)

$5,791.87

132-33 FUT-IVO-MC36P

Futurenet - iVoice Management Console License (Min 16, Up to 36 ports)

$9,377.31

132-33 FUT-IVO-MCUNL

Futurenet - iVoice Management Console License (No limit on ports)

$13,514.35

132-33 FUT-IRECORDER Futurenet - iRecorder $239.03

132-33 FUT-DICT-POCKETPC

Futurenet - Handheld Dictation Software for Pocket PC

$119.51

132-33 FUT-JP-SMCLIENT

Futurenet - JobPoster Software for Upload Voice to Server (Small Client)

$1,103.21

132-33 FUT-JP-ENTERPRISE

Futurenet - JobPoster Software for Upload Voice to Server (Enterprises version)

$1,838.69

132-33 FUT-JP-IND

Futurenet - JobPoster Software for Upload Voice to Server (individual version)

$239.03

132-33 FUT-JG-ENTERPRISE

Futurenet - JobGrabber Software for Voice File Exporting (Enterprises Version)

$3,309.64

132-33 FUT-IG-8U

Futurenet - iGateway Voice Transfer on Internet/Intranet (Up to 8 users)

$1,103.21

132-33 FUT-IG-16U

Futurenet - iGateway Voice Transfer on Internet/Intranet (Up to 16 users)

$1,838.69

132-33 FUT-IG-32U

Futurenet - iGateway Voice Transfer on Internet/intranet (up to 32 users)

$3,309.64

132-33 FUT-IG-64U

Futurenet - iGateway Voice Transfer on Internet/intranet (up to 64 users)

$6,619.28

Transcription Software

Transcription Server Software

132-33 FUT-IM-16P

Futurenet - iManager/iServer Document Management License (Up to 16 Ports)

$5,791.87

132-33 FUT-IM-36P

Futurenet - iManager/iServer Document Management License (Up to 36 Ports)

$9,377.31

132-33 FUT-IM-UNL

Futurenet - iManager/iServer Document Management License (No limit on Ports)

$13,514.35

132-33 FUT-BATFAX

Futurenet - Batch FAXING License with Garmalink Fax Card

$3,236.09

132-33 FUT-BATEMAIL Futurenet - Batch Email License $2,537.39

132-33 FUT-BATPRINT Futurenet - Batch Printing License $2,537.39

SIN Part # Description Net GSA

Price

132-33 FUT-TRANS-SETUP

Futurenet - Transcription Templates Setup (First 25)

$3,677.38

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