MAS - Data Innovations LLC - GS35F389DA

DINA GSA Price List

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GENERAL SERVICES ADMINISTRATION

FEDERAL SUPPLY SERVICE

AUTHORIZED FEDERAL SUPPLY SCHEDULE PRICE LIST

MULTIPLE AWARD SCHEDULE

GENERAL PURPOSE COMMERCIAL INFORMATION TECHNOLOGY

EQUIPMENT and SOFTWARE

Effective October 1, 2020 Company Name: Data Innovations LLC DUNS Number: 964900463 Contract Number: GS-35F-389DA Contract Period: June 30, 2016 – June 29, 2026

Price list terms in accordance with Modification PS – A832 Effective 06/04/2021

Available Offerings

Subcategory

SIN

(Special Item Number) SIN Description

PSC

(Product Service Code) F02 – IT Hardware 33411 Purchasing of New Electronic Equipment 7010 F04 – IT Software 511210 Software Licenses 7030

463 Mountain View Drive, Colchester, Vermont 05446

PH: 802.658.2850|Fax: 802.658.2782|www.datainnovations.com|sales@datainnovations.com N G K O N G S A O P

Data Innovations LLC 120 Kimball Avenue Ste. 100 South Burlington, VT 05403

Tel: 802-264-3470 Fax: 802-658-2782

Email: sales@datainnovations.com Company Website: http://www.datainnovations.com GSA Contract Number: GS-35F-389DA Period Covered by Contract: 06/30/2016 to 06/29/2026 Contract Administration POC: Salli Hinchman sdhinchman@datainnovations.com

N G K O N G S A O P

INTEGRATE. OPTIMIZE. STANDARDIZE.

Instrument Manager™: End-to-end enablement for labs of every size

For more than 30 years, Data Innovations has been empowering clinical labs to achieve transformative operational outcomes with our end-to-end laboratory enterprise management capabilities. Our leading solutions, world-class professional services, and support for an open and expansive ecosystem enable high-impact innovation and standardization across the lab.

6000+ 85+ 30+ 40+ Hospitals and laboratories served Countries Years leading lab innovation

Business Partners

Products and ordering information contained in this Multiple Award Schedule

Authorized Price List also available on GSA Advantage! (https://www.gsaadvantage.gov) ~Prices Shown are Net (GSA Discount Deducted) ~

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

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

TABLE OF CONTENTS

INFORMATION FOR ORDERING ACTIVITIES APPLICABLE TO ALL SPECIAL ITEM NUMBERS

TERMS AND CONDITIONS APPLICABLE TO PURCHASE OF NEW ELECTRONIC EQUIPMENT

(SPECIAL ITEM NUMBER 33411)……………………………………………………………….………………11

TERMS AND CONDITIONS APPLICABLE TO THE PURCHASE OF SOFTWARE LICENSES

(SPECIAL ITEM NUMBER 511210) AND SOFTWARE MAINTENANCE SERVICES (SPECIAL ITEM

NUMBER 54151)

TERMS AND CONDITIONS SPECIFIC TO LABORATORY INTELLIGENCE

SMALL BUSINESS PARTICIPATION

BPA FORMAT GUIDELINES

BPA AGREEMENT

CONTRACTOR TEAM ARRANGEMENTS

CONTRACTOR’S AUTHORIZED GSA PRICING

INFORMATION FOR ORDERING ACTIVITIES APPLICABLE TO ALL SPECIAL ITEM NUMBERS

SPECIAL NOTICE TO AGENCIES: Small Business Participation SBA strongly supports the participation of small business concerns in the Federal Supply Schedules Program. To enhance Small Business Participation SBA policy allows agencies to include in their procurement base and goals, the dollar value of orders expected to be placed against the Federal Supply Schedules, and to report accomplishments against these goals. For orders exceeding the micro-purchase threshold, FAR 8.404 requires agencies to consider the catalogs/pricelists of at least three schedule contractors or consider reasonably available information by using the GSA Advantage! on-line shopping service (www.gsaadvantage.gov). The catalogs/pricelists, GSA Advantage! and the Federal Supply Service Home Page (www.fss.gsa.gov) contain information on a broad array of products and services offered by small business concerns. This information should be used as a tool to assist ordering activities in meeting or exceeding established small business goals. It should also be used as a tool to assist in including small, small disadvantaged, and women-owned small businesses among those considered when selecting pricelists for a best value determination. For orders exceeding the micro-purchase threshold, customers are to give preference to small business concerns when two or more items at the same delivered price will satisfy their requirement.

Schedule Title: Multiple Award Schedule (MAS) Information Technology Contract Number: GS-35F-389DA Contract Period: June 30, 2016 through June 29, 2026

Contractor’s Administration Source: Salli Hinchman, Contract Manager Data Innovations LLC 463 Mountain View Drive Colchester, VT 05446 Phone: (802) 264-3429 E-mail: sdhinchman@datainnovations.com

1. Geographic Scope of Contract: Domestic to include the 50 states, Washington DC, Puerto Rico, US

Territories and to a CONUS port or consolidation point for orders received from overseas activities.

2. Contractor’s Ordering Address and Payment Information:

Contractor Contact Information: Data Innovations LLC 463 Mountain View Drive South Burlington, VT 05403 Phone: (888) 299-1750 Fax: (802) 658-2782 E-mail: sales@datainnovations.com Contractor’s Payment Information: Data Innovations LLC P.O. Box 101978 Atlanta, GA 30392-1978 Contractors are required to accept credit cards for payments equal to or less than the micro-purchase threshold for oral or written delivery orders. Credit cards, including government purchase cards, will be acceptable for payment above the micro-purchase threshold. In addition, bank account information for wire transfer payments may be obtained by inquiry. The following telephone number(s) can be used by ordering activities to obtain technical and/or ordering assistance:

(888) 299-1750

3. Liability for Injury or Damage: The Contractor shall not be liable for any injury to ordering activity personnel or damage to ordering activity property arising from the use of equipment maintained by the Contractor, unless such injury or damage is due to the fault or negligence of the Contractor.

4. Statistical Data for Government Ordering Office Completion of Standard Form 279:

Block 9: G. Order/Modification Under Federal Schedule Block 16: Data Universal Numbering System (DUNS) Number: 964900463 Block 30: Type of Contractor – B. Other Small Business Block 31: Woman-Owned Small Business: NO Block 37: Contractor’s Taxpayer Identification Number (TIN): 27-3482318 Block 40: Veteran Owned Small Business (VOSB): NO

4a. CAGE Code: 67PA6 4b. Data Innovations LLC is registered with the System for Award Management (SAM)

5. FOB Shipping Terms: Destination to the 48 Contiguous States & Washington DC Deliveries made to destinations outside the 48 Contiguous States, i.e., Alaska, Hawaii, the Commonwealth of Puerto Rico, and such overseas locations as specified, the have the following conditions apply:

(1) Delivery will be f.o.b. inland carrier, point of exportation (FAR 52.247-38), with the transportation charges to be paid by the Government from the point of exportation to destination in Alaska, Hawaii, the Commonwealth of Puerto Rico, and such overseas locations specified, as designated by the ordering office. The Contractor shall add the actual cost of transportation to destination from the point of exportation in the 48 contiguous States nearest to the designated destination. Such costs will, in all cases, be based upon the lowest regularly established rates on file with the Interstate Commerce Commission, the U.S. Maritime Commission (if shipped by water), or any State regulatory body, or those published by the U.S. Postal Service; and must be supported by paid freight or express receipt or by a statement of parcel post charges including weight of shipment.

(2) The right is reserved to ordering agencies to furnish Government bills of lading

Ordering offices will be required to pay differential between freight charges and express charges where express deliveries are desired by the Government.

6. DELIVERY SCHEDULE: The Contractor shall deliver to destination within the number of calendar days after receipt of order (ARO), as set forth below:

SPECIAL ITEM NUMBER DELIVERY TIME (DAYS ARO)

33411 30 days 511210 As Negotiated

7. Discounts:

Prices shown are NET prices; basic discounts have been deducted. The basic discount for the Government for products under SIN 33411 is 3.51%. The basic discount for the Government for products under SIN 511210 ranges from 9.64% to 79.06%.

7a. Prompt Payment: Net 30 days from receipt of invoice or date of acceptance, whichever is later 7b. Quantity: None 7c. Dollar Volume: None 7d. Government Educational Institutions: Are offered the same discounts as all other Government customers 7e. Other: None

8. Trade Agreements Act of 1979, as amended: All items are U.S. made end-products, designated country end-products, Caribbean Basin country end-products, Canadian end-products, or Mexican end-products as defined in the Trade Agreements Act of 1979, as amended.

9. Small Requirements (Minimum Order): The minimum dollar value of orders to be issued is $100.

10. Maximum Order (All dollar amounts are exclusive of any discount for prompt payment):

SIN 33411 $500,000 per order SIN 511210 $500,000 per order

11. USE OF FEDERAL SUPPLY SERVICE INFORMATION TECHNOLOGY SCHEDULE CONTRACTS (In accordance with FAR 8.404) Orders placed pursuant to a Multiple Award Schedule (MAS), using the procedures in FAR 8.404, are considered to be issued pursuant to full and open competition. Therefore, when placing orders under Federal Supply Schedules, ordering activities need not seek further competition, synopsize the requirement, make a separate determination of fair and reasonable pricing, or consider small business set-asides in accordance with subpart 19.5. GSA has already determined the prices of items under schedule contracts to be fair and reasonable. By placing an order against a schedule using the procedures outlined below, the ordering activity has concluded that the order represents the best value and results in the lowest overall cost alternative (considering price, special features, administrative costs, etc.) to meet the ordering activity’s needs.

11a. Orders placed at or below the micro-purchase threshold. Ordering activities can place orders at or below the micro-purchase threshold with any Federal Supply Schedule Contractor.

11b. Orders exceeding the micro-purchase threshold but not exceeding the maximum order threshold.

Orders should be placed with the Schedule Contractor that can provide the supply or service that represents the best value. Before placing an order, ordering activities should consider reasonably available information about the supply or service offered under MAS contracts by using the “GSA Advantage!” on-line shopping service, or by reviewing the catalogs/pricelists of at least three Schedule Contractors and selecting the delivery and other options available under the schedule that meets the ordering activity’s needs. In selecting the supply or service representing the best value, the ordering activity may consider:

(1) Special features of the supply or service that are required in effective program performance and that are not provided by a comparable supply or service;

(2) Trade-in considerations;

(3) Probable life of the item selected as compared with that of a comparable item;

(4) Warranty considerations;

(5) Maintenance availability;

(6) Past performance; and

(7) Environmental and energy efficiency considerations

11c. Orders exceeding the maximum order threshold. Each schedule contract has an established maximum order threshold. This threshold represents the point where it is advantageous for the ordering activity to seek a price reduction. In addition to following the procedures in paragraph b, above, and before placing an order that exceeds the maximum order threshold, ordering activities shall review additional Schedule Contractors’:

(1) Catalogs/pricelists or use the “GSA Advantage!” on-line shopping service;

(2) Based upon the initial evaluation, generally seek price reductions from the Schedule Contractor(s) appearing to provide the best value (considering price and other factors); and

(3) After price reductions have been sought, place the order with the Schedule Contractor that provides the best value and results in the lowest overall cost alternative. If further price reductions are not offered, an order may still be placed, if the ordering activity determines that it is appropriate.

NOTE: For orders exceeding the maximum order threshold, the Contractor may:

(1) Offer a new lower price for this requirement (the Price Reductions clause is not applicable to orders placed over the maximum order in FAR 52.216-19 Order Limitations);

(2) Offer the lowest price available under the contract; or

(3) Decline the order (orders must be returned in accordance with FAR 52.216-19)

11d. Blanket Purchase Agreements (BPAs). The establishment of Federal Supply Schedule BPAs is permitted when following the ordering procedures in FAR 8.404. All schedule contracts contain BPA provisions. ordering activities may use BPAs to establish accounts with Contractors to fill recurring requirements. BPAs should address the frequency of ordering and invoicing, discounts, and delivery locations and times. Ordering procedures in FAR 8.405-2 should be followed for ordering procedures requiring a statement of work.

11e. Price Reductions. In addition to the circumstances outlined in paragraph c, above, there may be instances when ordering activities will find it advantageous to request a price reduction. For example, when the ordering activity finds a schedule supply or service elsewhere at a lower price or when a BPA is being established to fill recurring requirements, requesting a price reduction could be advantageous. The potential volume of orders under these agreements, regardless of the size of the individual order, may offer the ordering activity the opportunity to secure greater discounts. Schedule Contractors are not required to pass on to all schedule users a price reduction extended only to an individual ordering activity for a specific order.

11f. Small Business. For orders exceeding the micro-purchase threshold, ordering activities should give preference to the items of small business concerns when two or more items at the same delivered price will satisfy the requirement.

11g. Documentation. Orders should be documented, at a minimum, by identifying the Contractor the item was purchased from, the item purchased, and the amount paid. If an ordering activity requirement, in excess of the micro-purchase threshold, is defined so as to require a particular brand name, product, or feature of a product peculiar to one manufacturer, thereby precluding consideration of a product manufactured by another company, the ordering activity shall include an explanation in the file as to why the particular brand name, product, or feature is essential to satisfy the ordering activity’s needs.

12. FEDERAL INFORMATION TECHNOLOGY/TELECOMMUNICATION STANDARDS REQUIREMENTS

Ordering activities acquiring products from this Schedule must comply with the provisions of the Federal Standards Program, as appropriate (reference: NIST Federal Standards Index). Inquiries to determine whether or not specific products listed herein comply with Federal Information Processing Standards (FIPS) or Federal Telecommunication Standards (FED-STDS), which are cited by ordering activities, shall be responded to promptly by the Contractor.

12.1 FEDERAL INFORMATION PROCESSING STANDARDS PUBLICATIONS (FIPS PUBS):

Information Technology products under this Schedule that do not conform to Federal Information Processing Standards (FIPS) should not be acquired unless a waiver has been granted in accordance with the applicable "FIPS Publication." Federal Information Processing Standards Publications (FIPS PUBS) are issued by the U.S.

Department of Commerce, National Institute of Standards and Technology (NIST), pursuant to National Security Act. Information concerning their availability and applicability should be obtained from the National Technical Information Service (NTIS), 5285 Port Royal Road, Springfield, Virginia 22161. FIPS PUBS include voluntary standards when these are adopted for Federal use. Individual orders for FIPS PUBS should be referred to the NTIS Sales Office, and orders for subscription service should be referred to the NTIS Subscription Officer, both at the above address, or telephone number (703) 487-4650.

12.2 FEDERAL TELECOMMUNICATION STANDARDS (FED-STDS)

Telecommunication products under this Schedule that do not conform to Federal Telecommunication Standards (FED-STDS) should not be acquired unless a waiver has been granted in accordance with the applicable "FED- STD." Federal Telecommunication Standards are issued by the U.S. Department of Commerce, National Institute of Standards and Technology (NIST), pursuant to National Security Act. Ordering information and information concerning the availability of FED-STDS should be obtained from the GSA, Federal Supply Service, Specification Section, 470 East L’Enfant Plaza, Suite 8100, SW, Washington, DC 20407, telephone number (202) 619-8925.

Please include a self-addressed mailing label when requesting information by mail. Information concerning their applicability can be obtained by writing or calling the U.S. Department of Commerce, National Institute of Standards and Technology, Gaithersburg, MD 20899, telephone number (301) 975-2833.

13. CONTRACTOR TASKS/SPECIAL REQUIREMENTS (C-FSS-370) (NOV 2001)

13a. Security Clearances: The Contractor may be required to obtain/possess varying levels of security clearances in the performance of orders issued under this contract. All costs associated with obtaining/possessing such security clearances should be factored into the price offered under the Multiple Award Schedule.

13b. Travel: The Contractor may be required to travel in performance of orders issued under this contract.

Allowable travel and per diem charges are governed by Pub.L. 99-234 and FAR Part 31, and are reimbursable by the ordering agency or can be priced as a fixed price item on orders placed under the Multiple Award Schedule. The Industrial Funding Fee does NOT apply to travel and per diem charges.

13c. Certifications, Licenses and Accreditations: As a commercial practice, the Contractor may be required to obtain/possess any variety of certifications, licenses and accreditations for specific FSC/service code classifications offered. All costs associated with obtaining/ possessing such certifications, licenses and accreditations should be factored into the price offered under the Multiple Award Schedule program.

13d. Insurance: As a commercial practice, the Contractor may be required to obtain/possess insurance coverage for specific FSC/service code classifications offered. All costs associated with obtaining/possessing such insurance should be factored into the price offered under the Multiple Award Schedule program.

13e. Personnel: The Contractor may be required to provide key personnel, resumes or skill category descriptions in the performance of orders issued under this contract. Ordering activities may require agency approval of additions or replacements to key personnel.

13f. Organizational Conflicts of Interest: Where there may be an organizational conflict of interest as determined by the ordering agency, the Contractor’s participation in such order may be restricted in accordance with FAR Part 9.5.

13g. Documentation/Standards: The Contractor may be requested to provide products or services in accordance with rules, regulations, OMB orders, standards and documentation as specified by the agency’s order.

13h. Data/Deliverable Requirements: Any required data/deliverables at the ordering level will be as specified or negotiated in the agency’s order.

13i. Government-Furnished Property: As specified by the agency’s order, the Government may provide property, equipment, materials or resources as necessary.

13j. Availability of Funds: Many Government agencies’ operating funds are appropriated for a specific fiscal year. Funds may not be presently available for any orders placed under the contract or any option year. The Government’s obligation on orders placed under this contract is contingent upon the availability of appropriated funds from which payment for ordering purposes can be made. No legal liability on the part of the Government for any payment may arise until funds are available to the ordering Contracting Officer.

14. CONTRACT ADMINISTRATION FOR ORDERING ACTIVITIES

Any ordering activity, with respect to any one or more delivery orders placed by it under this contract, may exercise the same rights of termination as might the GSA Contracting Officer under provisions of FAR 52.212-4, paragraphs

(l) Termination for the ordering activity’s convenience, and (m) Termination for Cause (See C.1.)

15. GSA Advantage!

GSA Advantage! is an on-line, interactive electronic information and ordering system that provides on-line access to vendors' schedule prices with ordering information. GSA Advantage! will allow the user to perform various searches across all contracts including, but not limited to:

• Manufacturer;

• Manufacturer's Part Number; and

• Product categories.

Agencies can browse GSA Advantage! by accessing the Internet World Wide Web utilizing a browser. The Internet address is: http://www.gsaadvantage.gov/

16. PURCHASE OF OPEN MARKET ITEMS

NOTE: Open Market Items are also known as incidental items, noncontract items, non-Schedule items, and items not on a Federal Supply Schedule contract. For administrative convenience, an ordering activity contracting officer may add items not on the Federal Supply Multiple Award Schedule (MAS) – referred to as Open Market Items – to a Federal Supply Schedule Blanket Purchase Agreement (BPA) or an individual task or delivery order, only if:

16a. All applicable acquisition regulations pertaining to the purchase of the items not on the Federal Supply Schedule have been followed (e.g., publicizing (Part 5), competition requirements (Part 6), acquisition of commercial items (Part 12), contracting methods (Parts 13, 14, and 15), and small business programs (Part 19);

16b. The ordering activity contracting officer has determined the price for the items not on the Federal Supply Schedule is fair and reasonable;

16c. The items are clearly labeled on the order as items not on the Federal Supply Schedule; and

16d. All clauses applicable to items not on the Federal Supply Schedule are included in the order.

17. CONTRACTOR COMMITMENTS, WARRANTIES AND REPRESENTATIONS

For the purpose of this contract, commitments, warranties and representations include, in addition to those agreed to for the entire schedule contract:

17a. Unless specified otherwise in this contract, the Contractor’s standard commercial warranty as stated in the contract’s commercial price list will apply to this contract. To ensure the most efficient resolution of hardware warranty issues, all manufacturer hardware warranties are passed directly to the ordering agency. Regional manufacturer provided warranties and contact information is available directly from Contractor. The manufacturer hardware warranty coverage begins on the date of Contractors’ initial purchase. All hardware items are inventoried on a first-in, first-out basis and generally sold within 30-45 days from the date of initial purchase. Contractor makes every effort to keep inventory turnaround times at a minimum.

http://www.gsaadvantage.gov/

17b. The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular purpose described in this contract.

17c. 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

17d. If inspection and repair of defective equipment under this warranty will be performed at the Contractor’s plant, the address is as follows:

Data Innovations LLC 463 Mountain View Drive

Colchester, VT 05446

The above is not intended to encompass items not currently covered by the GSA Schedule contract.

18. OVERSEAS ACTIVITIES

The terms and conditions of this contract shall apply to all orders for installation, maintenance and repair of equipment in areas listed in the price list outside the 48 contiguous states and the District of Columbia, except as indicated below:

Not Applicable

Upon request of the Contractor, the ordering activity may provide the Contractor with logistics support, as available, in accordance with all applicable ordering activity regulations. Such ordering activity support will be provided on a reimbursable basis and will only be provided to the Contractor's technical personnel whose services are exclusively required for the fulfillment of the terms and conditions of this contract.

19. BLANKET PURCHASE AGREEMENTS (BPAs) The use of BPAs under any schedule contract to fill repetitive needs for supplies or services is allowable. BPAs may be established with one or more schedule contractors. The number of BPAs to be established is within the discretion of the ordering activity establishing the BPA and should be based on a strategy that is expected to maximize the effectiveness of the BPA(s). Ordering activities shall follow FAR 8.405-3 when creating and implementing BPA(s).

20. CONTRACTOR TEAM ARRANGEMENTS

Contractors participating in contractor team arrangements must abide by all terms and conditions of their respective contracts. This includes compliance with Clauses 552.238-74, Industrial Funding Fee and Sales Reporting, i.e., each contractor (team member) must report sales and remit the IFF for all products and services provided under its individual contract.

21. 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 receive 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 SINs 33411/511210.

22. SECTION 508 COMPLIANCE

If applicable, Section 508 compliance information on the supplies and services in this contract are available in Electronic and Information Technology (EIT) at the following: www.datainnovations.com

The EIT standard can be found at: www.Section508.gov http://www.datainnovations.com/ http://www.section508.gov/

23. PRIME CONTRACTOR ORDERING FROM FEDERAL SUPPLY SCHEDULES

Prime Contractors (on cost reimbursement contracts) placing orders under Federal Supply Schedules, on behalf of an ordering activity, shall follow the terms of the applicable schedule and authorization and include with each order:

23a. A copy of the authorization from the ordering activity with whom the contractor has the prime contract (unless a copy was previously furnished to the Federal Supply Schedule contractor); and

23b. The following statement:

“This order is placed under written authorization from _______ dated _______. In the event of any inconsistency between the terms and conditions of this order and those of your Federal Supply Schedule contract, the latter will govern.”

24. TERMS AND CONDITIONS FOR ANY OTHER SERVICES:

Terms and Conditions specific to the purchase of the following part numbers (Laboratory Intelligence) are subject to “Terms and Conditions Specific to Laboratory Intelligence”

GSA-IM-SM-01 Specimen Management GSA-IM-RT-01 – Specimen Routing GSA-IM-QC-BK – QC Bracketing GSA-IM-MA-EX – Extended MA

IM-MA-02 – Moving Medians IM-IN-01 – Lab Intelligence IM-QC-01 – Laboratory Quality Control

25. INSURANCE – WORK ON A GOVERNMENT INSTALLATION (JAN 1997) (FAR 52.228-5)

25a. The Contractor shall, at its own expense, provide and maintain during the entire performance of this contract, at least the kinds and minimum amounts of insurance required in the Schedule or elsewhere int eh contract.

25b. Before commencing work under this contract, the Contractor shall notify the Contracting Officer in writing that the required insurance has been obtained. The policies evidencing required insurance shall contain an endorsement to the effect that any cancellation or any material change adversely affecting the Government’s interest shall not be effective

(1) For such period as the laws of the State in which this contract is to be performed prescribe; or

(2) Until 30 days after the insurer or the Contractor gives written notice to the Contracting Officer, whichever period is longer.

(3) The Contractor shall insert the substance of this clause, including this paragraph, in subcontracts under this contract that require work on a Government installation and shall require subcontractors to provide and maintain the insurance required in the Schedule or elsewhere in the contract. The Contractor shall maintain a copy of all subcontractors' proofs of required insurance and shall make copies available to the Contracting Officer upon request.

TERMS AND CONDITIONS APPLICABLE TO THE PURCHASE OF NEW ELECTRONIC EQUIPMENT

(SPECIAL ITEM NUMBER 33411)

NOTE: Commercially available products under this solicitation may be covered by the Energy Star or Electronic Product Environmental Assessment Tool (EPEAT) programs. For applicable products, offerors are encouraged to offer Energy Star qualified products and EPEAT-registered products, at the Bronze level or higher. If offerors opt to offer Energy Star or Electronic Product Environmental Assessment Tool (EPEAT) products then they shall identify by model which products offered are Energy Star-qualified and EPEAT-registered, broken out by registration level of bronze, silver, or gold. Visit the Green Procurement Compilation, sftool.gov/greenprocurement for a complete list of products covered by these programs

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 (BPAs) 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

Note: Items sold under SIN 33411 are normally self-installable.

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 agency, via telephone, to provide installation support services and train ordering agency personnel in the use and maintenance of the equipment. The charges, if any, for such services are listed below, or in the price schedule:

All equipment is self-installable

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 receive 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 agency 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 agency at the time a request for quotations is made for applicable construction classified installation, de-installation, and reinstallation services under SIN 33411.

c) OPERATING AND MAINTENANCE MANUALS. The Contractor shall furnish the ordering agency 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 agency reserves the right to inspect or test any equipment that has been tendered for acceptance. The ordering agency may require repair or replacement of non-conforming equipment at no increase in contract price. The ordering agency 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 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. To ensure the most efficient resolution of hardware warranty issues, all manufacturer hardware warranties are passed directly to the ordering agency. Regional manufacturer provided warranties and contact information is available directly from Contractor. The manufacturer hardware warranty coverage begins on the date of Contractors’ initial purchase. All hardware items are inventoried on a first-in, first-out basis and generally sold within 30-45 days from the date of initial purchase. Contractor makes every effort to keep inventory turnaround times at a minimum.

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

Data Innovations LLC 463 Mountain View Drive Colchester, VT 05446

7. PURCHASE PRICE FOR ORDERED EQUIPMENT

The purchase price that the ordering activity will be charged will be the ordering agency purchase price in effect at the time of order placement, or the ordering agency 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 agency determines that Information Technology equipment will be replaced, the ordering agency 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 policies and procedures on exchange/sale contained in the FPMR (41 CFR part 101-46).

TERMS AND CONDITIONS APPLICABLE TO THE PURCHASE OF SOFTWARE LICENSES

(SPECIAL ITEM NUMBER 511210)

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. Inspection of services is in accordance with 552.212-4

CONTRACT TERMS AND CONDITIONS–COMMERCIAL ITEMS (JAN 2017) (DEVIATION – FEB 2007)

(DEVIATION - FEB 2018) for Firm-Fixed Price orders; or GSAR 552.212-4 CONTRACT TERMS AND CONDITIONS-COMMERCIAL ITEMS (JAN 2017) (DEVIATION - FEB 2018) (ALTERNATE I - JAN 2017) (DEVIATION - FEB 2007) for Time-and-Materials and Labor-Hour Contracts orders placed under this contract.

2. COMMERCIAL SUPPLIER AGREEMENTS: Commercial Supplier Agreements to include Enterprise User License Agreements or Terms of Service (TOS) agreements. The Contractor shall provide all Commercial Supplier Agreements to include Enterprise User License Agreements or Terms of Service (TOS) agreements in an editable Microsoft Office (Word) format for review prior to award.

3. GUARANTEE/WARRANTY

a) The Contractor’s commercial guarantee/warranty shall be included in the Commercial Supplier

Agreement to include Enterprise User License Agreements or Terms of Service (TOS) agreements.

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. If no implied warranties are given, an express warranty of at least 60 days must be given in accordance with FAR 12.404(b)(2).

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.

4. TECHNICAL SERVICES

The Contractor, without additional charge to the ordering activity, shall provide a hot line technical support number for the purpose of providing user assistance and guidance in the implementation of the software:

+1-802-658-1955 The technical support number is available from Monday – Friday 9:00AM EST/EDT to 8:00PM EST/EDT.

5. SOFTWARE MAINTENANCE

a) Software maintenance as it is defined:

Non-emergency telephone support from 9 am to 8 pm EST. 24x7x365 emergency support.

Software patches, updates, enhancements and new release versions. Individual login credentials for accessing My DI Community to submit and track requests for support. Availability of online knowledge base. Driver download web page for new and updated drivers. Language locale web page for new and updated language locale files. Ability to opt-in to various listserv notifications and IMLink, a device relationship management service.

b) Invoices for maintenance service shall be submitted by the Contractor on a monthly or quarterly basis. Maintenance charges must be paid in arrears (31 U.S.C. 3324). PROMPT PAYMENT

DISCOUNT, IF APPLICABLE, SHALL BE SHOWN ON THE INVOICE.

c) Fixes for non-critical software defects shall only be provided in Service Pack Releases which are included as part of DI’s Annual Maintenance Subscription service.

6. PERIODS OF MAINTENANCE

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 maintenance shall automatically expire on September 30 of the contract period, or at the end of the contract period, whichever occurs first. Renewal of 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.

7. UTILIZATION LIMITATIONS

a) Software acquisition is limited to Commercial Computer Software defined in FAR Part 2.101.

b) When acquired by the ordering activity, commercial computer software and related documentation 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) Purchase of a software license entitles the agency to one (1) production instance of the software being purchased.

(4) Except as is provided in paragraph 7.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.

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

(6) "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.

(7) Licensee Data belongs exclusively to Licensee, regardless of where the Data may reside at any moment in time including, but not limited to Licensor hardware, networks or other infrastructure and facilities where Data may reside, transit through or be stored from time to time. Licensor makes no claim to a right of ownership in Licensee Data. Licensor agrees to keep the Licensee Data Confidential as that term is defined in the relevant FAR and DFARS provisions pertaining to Confidential Information and Confidentiality. Licensor is not permitted to use Licensee’s data for a purpose that is not explicitly granted in writing by Licensee. Upon Licensee request, for any reason whatsoever, Licensor must promptly return all Licensee Data in Licensor’s possession in a format as may be designated at the time of request by Licensee.

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

8. SOFTWARE CONVERSIONS

Full monetary credit will be allowed to the Government 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.

9. 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.

10. RIGHT-TO-COPY PRICING

If applicable, the Contractor shall insert in approved price list, discounted pricing for right-to-copy licenses.

11. SOFTWARE MAINTENANCE TERMS AND CONDITIONS

Data Innovations LLC provides ongoing maintenance and support services (“M&S”) for Data Innovations software licensed by its customers under a separate end user license agreement (“EULA”). M&S includes technical support to diagnose and address Software issues which result from a failure of the properly installed Software to perform in line with the specifications set forth in the applicable Documentation for the Software (a “Software Error”). Support does not include training of Customer’s personnel, consulting or other available services. For additional services, Data Innovations will work with Customer to understand requirements and outline an offering to meet their specific needs. Services beyond those provided under Support are billable and will be contracted for separately.

M&S Term: The term of M&S is for twelve (12) months. The start date and accrual of the fees for the initial twelve (12) month M&S term starts immediately upon the Effective Date. Upon reasonable notice, Data Innovations reserves the right to modify the terms and conditions of M&S services provided; however, no such modification of M&S shall become effective until completion of Customer’s then-current M&S term.

M&S Renewal: Renewals are conducted as follows:

Unless terminated as provided herein, M&S shall be renewed on an annual basis and Data Innovations will endeavor to provide Customer with notice of M&S renewal terms and fees (“Renewal Notice”) at least forty-five (45) days prior to the end of the then-current M&S term.

Customer will have the option to discontinue or renew its M&S Plan provided that if Customer wishes to renew, Customer must pay the then-current M&S fees prior to the expiration date of the then-current M&S term. Upon renewal of M&S, Customer will be subject to Data Innovations then-current M&S terms and conditions in effect on the date of Data Innovations’ Renewal Notice to Customer, and as provided to Customer by Data…