Federal Supply Schedule GS35F4674H

i

AUTHORIZED FEDERAL ACQUISITION SERVICE

INFORMATION TECHNOLOGY SCHEDULE PRICELIST

GENERAL PURPOSE COMMERCIAL INFORMATION TECHNOLOGY EQUIPMENT, SOFTWARE

AND SERVICES

Note: Contractor has been awarded all Special Item Numbers under the Cooperative Purchasing and Disaster Recovery Programs.

SPECIAL ITEM NUMBER 132-32 - TERM SOFTWARE LICENSES

Microcomputer

Application Software

SPECIAL ITEM NUMBER 132-33 - PERPETUAL SOFTWARE LICENSES

Microcomputer

Application Software

SPECIAL ITEM NUMBER 132-51 - INFORMATION TECHNOLOGY (IT) PROFESSIONAL SERVICES

FPDS Code D301 IT Facility Operation and Maintenance FPDS Code D302 IT Systems Development Services

FPDS Code D306 IT Systems Analysis Services

FPDS Code D307 Automated Information Systems Design and Integration Services

FPDS Code D308 Programming Services

FPDS Code D310 IT Backup and Security Services

FPDS Code D311 IT Data Conversion Services FPDS Code D313 Computer Aided Design/Computer Aided Manufacturing (CAD/CAM) Services

FPDS Code D316 IT Network Management Services

FPDS Code D317 Creation/Retrieval of IT Related Automated News Services, Data Services, or Other Information Services (All other information services belong under Schedule 76)

FPDS Code D399 Other Information Technology Services, Not Elsewhere Classified

SPECIAL ITEM NUMBER 132-52 - ELECTRONIC COMMERCE AND SUBSCRIPTION SERVICES

FPDS Code D399 Other Data Transmission Services, Not Elsewhere Classified - Except “Voice” and Pager Services

SPECIAL ITEM NUMBER 132-62 HSPD-12 PRODUCT AND SERVICE COMPONENTS (FPDS D399)

Personal Identity Verification (PIV) Credentials and Services. This facilitates trusted physical and electronic access to government facilities and networks using smart card technology. PIV Credentials and Services is a key enabler of identity assurance for access control and protects Federal facilities and information systems from unauthorized access, interception, and tampering.

Note 1: All non-professional labor categories must be incidental to and used solely to support hardware, software and/or professional services, and cannot be purchased separately.

Note 2: Offerors and Agencies are advised that the Group 70 – Information Technology Schedule is not to be used as a means to procure services which properly fall under the Brooks Act. These services include, but are not limited to, architectural, engineering, mapping, cartographic production, remote sensing, geographic information systems, and related services. FAR 36.6 distinguishes between mapping services of an A/E nature and mapping services which are not connected nor incidental to the traditionally accepted A/E Services.

Note 3: This solicitation is not intended to solicit for the reselling of IT Professional Services, except for the provision of implementation, maintenance, integration, or training services in direct support of a product. Under such circumstances the services must be performance by the publisher or manufacturer or one of their authorized agents.

Vencore Services and Solutions Inc.

11091 Sunset Hills Road, Suite 200, Reston, VA 20190

Phone: 619-321-6173 www.vencore.com

Contract Number: GS-35F-4674H

Period Covered by Contract: 21 October 1997 — 20 October 2017

Pricelist current through Modification PS-0057, dated February 25, 2015.

Products and ordering information in this Authorized FAS Information Technology Schedule Pricelist are also available on the GSA Advantage!

System. Agencies can browse GSA Advantage! by accessing the Federal Acquisition Service’s Home Page via the Internet at http://www.gsa.gov/fas http://www.gsa.gov/fas ii

TABLE OF CONTENTS

INFORMATION FOR ORDERING ACTIVITIES APPLICABLE

TO ALL SPECIAL ITEM NUMBERS

TERMS AND CONDITIONS APPLICABLE TO TERM SOFTWARE LICENSES (SPECIAL ITEM

NUMBER 132-32) AND PERPETUAL SOFTWARE LICENSES (SPECIAL ITEM NUMBER 132-33)

TERMS AND CONDITIONS APPLICABLE TO INFORMATION TECHNOLOGY

(IT) PROFESSIONAL SERVICES (SPECIAL ITEM NUMBER 132-51)

TERMS AND CONDITIONS APPLICABLE TO ELECTRONIC COMMERCE AND SUBSCRIPTION

SERVICES (SPECIAL ITEM NUMBER 132-52)

TERMS AND CONDITIONS APPLICABLE TO AUTHENTICATION PRODUCTS AND SERVICES

(SPECIAL ITEM NUMBER 132-62)

VENCORE SERVICES AND SOLUTIONS, INC. TERM AND PERPETUAL SOFTWARE LICENSE

PRICING

VENCORE SERVICES AND SOLUTIONS, INC. INFORMATION TECHNOLOGY LABOR CATEGORY

DESCRIPTIONS

VENCORE SERVICES AND SOLUTIONS, INC. INFORMATION TECHNOLOGY HOURLY LABOR

RATES

VENCORE SERVICES AND SOLUTIONS, INC. OPEN SOURCE PROJECT PRICING

VENCORE SERVICES AND SOLUTIONS, INC. CYBER THREAT INTELLIGENCE (DATA FEED)

PRICING

BROADSOFT VOIP BUSINESS SERVICE OFFERINGS……………………………………………………...89

USA COMMITMENT TO PROMOTE SMALL BUSINESS PARTICIPATION PROCUREMENT

PROGRAMS

BLANKET PURCHASE AGREEMENT (BPA)

BPA FORMAT GUIDELINES

CONTRACTOR TEAM ARRANGEMENTS

INFORMATION FOR ORDERING ACTIVITIES

APPLICABLE TO ALL SPECIAL ITEM NUMBERS

1a. Special Item Numbers: 132-32 – Term Software License

132-33 – Perpetual Software License

132-51 – Information Technology Professional Services

132-52 – Electronic Commerce and Subscription Services

132-62 - Homeland Security Presidential Directive 12 Product and Service

Components

1b. Lowest priced model and lowest unit prices: See attached pricelist

1c. Labor Category Descriptions: See Page 15

2. Maximum Order:

a. The Maximum Order value for the following Special Item Numbers (SINs) is

$500,000:

Special Item Number 132-32 - Term Software Licenses

Special Item Number 132-33 - Perpetual Software Licenses

Special Item Number 132-51 - Information Technology (IT) Professional

Services

Special Item Number 132-52 – Electronic Commerce and Subscription Services

b. The Maximum Order for the following Special Item Numbers (SIN) is $1,000,000:

Special Item Number 132-62 – HSPD-12 Product and Service Components

3. Minimum Order: $100.00

4. Geographic Coverage: Geographic scope of contract includes all U.S. states (CONUS) and the District of

Columbia. Services can be provided in U.S. territories and (OCONUS) foreign locations subject to mutual agreement in any resulting delivery order.

5. Points of Production: United States

6. Discount from List Prices: Prices shown are NET Prices; Basic Discounts have been deducted.

7. Quantity Discounts: N/A

8. Prompt Payment Terms: 38%, 20 days; Net 30 days from receipt of invoice or date of acceptance, whichever is later.

9a. Acceptance of Government purchase cards below micro- purchase threshold: Accepts Government

Purchase Cards below the micro-purchase threshold.

9b. Acceptance of Government purchase cards above micro-purchase threshold: Accepts Government

Purchase Cards above the micro-purchase threshold.

10. Foreign Items: None

11a. Time of Delivery: SPECIAL ITEM NUMBER DELIVERY TIME (Days ARO)

132-32 &132-33 30 Days

132-51 & 132-52 As required by individual order

132-62 As required by individual order

11b. Expedited Delivery: To be negotiated per each delivery order.

11c. Overnight and Two-day Delivery: To be negotiated per each delivery order.

11d. Urgent Requirements: Contact Vencore Services and Solutions for urgent requirements.

12. F.O.B Points: Destination

13a. Ordering Address:

Vencore Services and Solutions, Inc.

11091 Sunset Hills Road

Reston, VA 20190

Attn: Geoffrey Vance

619-321-6173

Duns: 827599759

CAGE: 57SH7

890 Explorer Blvd.

Huntsville, AL 35806-2832

CAGE: 59PM9

2677 Prosperity Ave., Ste. 400

Fairfax, VA 22031-4929

Phone: 703-852-3661

CAGE: 57SH7

13b. Ordering Procedures: For supplies and services, the ordering procedures, information on Blanket

Purchase Agreements (BPAs), and a sample BPA can be found at the GSA/FSS Schedule homepage

(fss.gsa.gov/schedules).

14. Payment Address:

100 Sun Avenue NE, Suite 500

Albuquerque, NM 87109

Attn: Accounts Payable

15. Warranty Provision: Standard Commercial Warranty

16. Export Packing Charges: N/A

17. Terms and conditions of Government commercial credit card acceptance: None.

18. Terms and conditions of Government rental, maintenance, and repair: N/A

19. Terms and conditions of installation: N/A

20. Terms and conditions of repair parts indicating date of parts price lists and any discounts from list prices: N/A

20a. Terms and conditions for any other services: N/A

21. List of service and distribution points: N/A

22. List of participating dealers: N/A

23. Preventive Maintenance: N/A

24a. Special attributes such as environmental attributes: Not Applicable.

24b. 508 Compliance Information: Yes

25. Data Universal Number (DUNS) Number: 827599759

26. Notification regarding registration in CCR database: Vencore Services and Solutions, Inc. is registered in the System for Award Management (SAM) database.

Cage Code: 57SH7

TERMS AND CONDITIONS APPLICABLE TO TERM SOFTWARE LICENSES (SPECIAL ITEM

NUMBER 132-32), PERPETUAL SOFTWARE LICENSES (SPECIAL ITEM NUMBER 132-33) OF

GENERAL PURPOSE COMMERCIAL INFORMATION TECHNOLOGY SOFTWARE

1. INSPECTION/ACCEPTANCE

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

2. ENTERPRISE USER LICENSE AGREEMENTS REQUIREMENTS (EULA)

The Software License Agreements is attached.

3. GUARANTEE/WARRANTY

a. The Contractor’s standard commercial guarantee/warranty as stated in the contract’s commercial pricelist will apply to this contract.

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.

4. TECHNICAL SERVICES

The Contractor, without additional charge to the ordering activity, shall provide a hot line technical support number 256-922-6834 for the purpose of providing user assistance and guidance in the implementation of the software. The technical support number is available from 7:00am to 5:00 pm CST.

5. SOFTWARE MAINTENANCE

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

1. Software Maintenance as a Product (SIN 132-32 or SIN 132-33)

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.

Software Maintenance as a product is billed at the time of purchase.

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.

6. PERIODS OF TERM LICENSES (SIN 132-32) AND MAINTENANCE (SIN 132-33)

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

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

c. Annual Funding. When annually appropriated funds are cited on an order for term licenses and/or maintenance, the period of the term licenses and/or maintenance shall automatically expire on

September 30 of the contract period, or at the end of the contract period, whichever occurs first.

Renewal of the term licenses and/or maintenance orders citing the new appropriation shall be required, if the term licenses and/or maintenance is to be continued during any remainder of the contract period.

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

e. Ordering activities should notify the Contractor in writing thirty (30) calendar days prior to the expiration of an order, if the term licenses and/or maintenance is to be terminated at that time.

Orders for the continuation of term licenses and/or maintenance will be required if the term licenses and/or maintenance is to be continued during the subsequent period.

7. UTILIZATION LIMITATIONS - (SIN 132-32 and SIN 132-33)

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.

8. SOFTWARE CONVERSIONS - (SIN 132-32 AND SIN 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.

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

Not Offered

Program Control System II (PCS II), ISAT & Cyber Safety Awareness Software License Agreement

PLEASE READ CAREFULLY: This License Agreement (“Agreement”) is a legal agreement between you, in your capacity as an authorized acquisition agent of a government entity ("Licensee") and QinetiQ North America, Inc., the creator, author, operator and sole owner of the Program Control System II (PCS II), Intelligence Situation

Awareness (ISAT) and Cyber Safety Awareness software ("Licensor").

1. Grant of Limited License

The software and associated documentation, if any, is supplied pursuant to this agreement, under which

Licensor grants the Licensee the right for a specified number of named users to use the machine readable object code, subject to the license terms herein. The Licensee agrees not to (a) rent, lease, lend, sub-lease, or otherwise transfer either the materials supplied pursuant to this agreement or the Licensee’s rights hereunder;

(b) remove or obscure Licensor’s proprietary rights notices; (c) alter, decompile, or disassemble the programs supplied in object code form; (d) utilize this product on any service bureau or time-sharing system.

2. Backup Copies

The distribution media may be copied onto the hard (or other high-capacity) disk of a single microcomputer as required by the installation procedure. They may also be copied onto other media for the sole purpose of security backup. They may NOT be copied onto the hard disk of a subsequent microcomputer without previously deleting all the supplied materials from the original microcomputer.

3. Proprietary Rights

The Licensee does not become the owner of the materials supplied pursuant to this agreement. These materials are protected by copyright, trade secrets, and trademark law. The Licensee acknowledges that the materials and backup copies remain the property of Licensor, and contain valuable confidential, unpublished information, including but not limited to, algorithms, innovations, and concepts developed by Licensor at great expense. The

Licensee agrees to use his reasonable best efforts to protect the materials from unauthorized reproduction, distribution, disclosure, use, or publication. Licensor may use the individual password or serial number allocated to each copy of this product to trace unauthorized copies.

4. Limited Warranty and Liability

Licensor warrants the media supplied to be free from defective materials and workmanship for a period of ninety days from registration of this license agreement. Licensor’s liability shall be limited to the replacement of any such media free of charge. This product is licensed “as is” and Licensor does not guarantee uninterrupted service or the correction of any errors. Except for the limited warranty described above, there are no other warranties, expressed or implied, for the materials supplied, including but not limited to the implied warranties of merchantability and fitness for a particular purpose. All such warranties are expressly and specifically disclaimed, except where such an exclusion of implied warranty is prohibited by state law. In no event shall Licensor be responsible for any indirect, special, incidental, consequential, or similar damages or for lost data or profits resulting in any way from the use of the supplied materials.

5. Terms

This license agreement is effective from the date of receipt of the materials by the Licensee in term or perpetuity. Licensor may file a claim for termination of Licensee's rights under this Agreement if Licensee fails to comply with the terms and conditions of this Agreement. Upon favorable resolution of such claim, the

Licensee must return all materials to Licensor and destroy any copies. The Licensee’s obligations with regard to the confidentiality of the supplied materials shall survive any such termination by Licensor.

6. General

This agreement will be governed by state and federal law as appropriate. If any provision hereof is held to contravene such law or to be unenforceable, that provision will be revised to conform to the law and to most closely reflect the intent of the original provision but will not affect the validity of any other provision. This agreement applies to any updates, replacements, or other materials supplied by Licensor, including any materials provided pursuant to section 4 above, and it constitutes the only agreement between the parties regarding the materials. Either party’s failure to enforce any provision of this agreement shall not waive that party’s rights. By installing the supplied software, the Licensee acknowledges the he has read, understood, and agreed to these license terms.

TERMS AND CONDITIONS APPLICABLE TO INFORMATION TECHNOLOGY (IT)

PROFESSIONAL SERVICES (SPECIAL ITEM NUMBER 132-51)

1. SCOPE

a. The prices, terms and conditions stated under Special Item Number 132-51 Information

Technology Professional Services apply exclusively to IT Professional Services within the scope of this Information Technology Schedule.

b. The Contractor shall provide services at the Contractor’s facility and/or at the ordering activity location, as agreed to by the Contractor and the ordering activity.

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

a. Performance incentives may be agreed upon between the Contractor and the ordering activity on individual fixed price orders or Blanket Purchase Agreements under this contract.

b. The ordering activity must establish a maximum performance incentive price for these services and/or total solutions on individual orders or Blanket Purchase Agreements.

c. Incentives should be designed to relate results achieved by the contractor to specified targets. To the maximum extent practicable, ordering activities shall consider establishing incentives where performance is critical to the ordering activity’s mission and incentives are likely to motivate the contractor. Incentives shall be based on objectively measurable tasks.

3. ORDER

a. Agencies may use written orders, EDI orders, blanket purchase agreements, individual purchase orders, or task orders for ordering services under this contract. Blanket Purchase Agreements shall not extend beyond the end of the contract period; all services and delivery shall be made and the contract terms and conditions shall continue in effect until the completion of the order. Orders for tasks which extend beyond the fiscal year for which funds are available shall include FAR 52.232-

19 (Deviation – May 2003) Availability of Funds for the Next Fiscal Year. The purchase order shall specify the availability of funds and the period for which funds are available.

b. All task orders are subject to the terms and conditions of the contract. In the event of conflict between a task order and the contract, the contract will take precedence.

4. PERFORMANCE OF SERVICES

a. The Contractor shall commence performance of services on the date agreed to by the Contractor and the ordering activity.

b. The Contractor agrees to render services only during normal working hours, unless otherwise agreed to by the Contractor and the ordering activity.

c. The ordering activity should include the criteria for satisfactory completion for each task in the

Statement of Work or Delivery Order. Services shall be completed in a good and workmanlike manner.

d. Any Contractor travel required in the performance of IT Services must comply with the Federal

Travel Regulation or Joint Travel Regulations, as applicable, in effect on the date(s) the travel is performed. Established Federal Government per diem rates will apply to all Contractor travel.

Contractors cannot use GSA city pair contracts.

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

a. The Contracting Officer may, at any time, by written order to the Contractor, require the

Contractor to stop all, or any part, of the work called for by this contract for a period of 90 days after the order is delivered to the Contractor, and for any further period to which the parties may agree. The order shall be specifically identified as a stop-work order issued under this clause.

Upon receipt of the order, the Contractor shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the order during the period of work stoppage. Within a period of 90 days after a stop-work is delivered to the Contractor, or within any extension of that period to which the parties shall have agreed, the

Contracting Officer shall either-

1. Cancel the stop-work order; or

2. Terminate the work covered by the order as provided in the Default, or the Termination for Convenience of the Government, clause of this contract.

b. If a stop-work order issued under this clause is canceled or the period of the order or any extension thereof expires, the Contractor shall resume work. The Contracting Officer shall make an equitable adjustment in the delivery schedule or contract price, or both, and the contract shall be modified, in writing, accordingly, if-

1. The stop-work order results in an increase in the time required for, or in the Contractor's cost properly allocable to, the performance of any part of this contract; and

2. The Contractor asserts its right to the adjustment within 30 days after the end of the period of work stoppage; provided that, if the Contracting Officer decides the facts justify the action, the Contracting Officer may receive and act upon the claim submitted at any time before final payment under this contract.

c. If a stop-work order is not canceled and the work covered by the order is terminated for the convenience of the Government, the Contracting Officer shall allow reasonable costs resulting from the stop-work order in arriving at the termination settlement.

d. If a stop-work order is not canceled and the work covered by the order is terminated for default, the Contracting Officer shall allow, by equitable adjustment or otherwise, reasonable costs resulting from the stop-work order.

6. INSPECTION OF SERVICES

In accordance with FAR 52.212-4 CONTRACT TERMS AND CONDITIONS--COMMERCIAL ITEMS

(MAR 2009) (DEVIATION I - FEB 2007) for Firm-Fixed Price orders and FAR 52.212-4 CONTRACT

TERMS AND CONDITIONS COMMERCIAL ITEMS (MAR 2009) (ALTERNATE I OCT 2008)

(DEVIATION I – FEB 2007) applies to Time-and-Materials and Labor-Hour Contracts orders placed under this contract.

7. RESPONSIBILITIES OF THE CONTRACTOR

The Contractor shall comply with all laws, ordinances, and regulations (Federal, State, City, or otherwise) covering work of this character. If the end product of a task order is software, then FAR 52.227-14 (Dec

2007) Rights in Data – General, may apply.

8. RESPONSIBILITIES OF THE ORDERING ACTIVITY

Subject to security regulations, the ordering activity shall permit Contractor access to all facilities necessary to perform the requisite IT Professional Services.

9. INDEPENDENT CONTRACTOR

All IT Professional Services performed by the Contractor under the terms of this contract shall be as an independent Contractor, and not as an agent or employee of the ordering activity.

10. ORGANIZATIONAL CONFLICTS OF INTEREST

a. Definitions.

“Contractor” means the person, firm, unincorporated association, joint venture, partnership, or corporation that is a party to this contract.

“Contractor and its affiliates” and “Contractor or its affiliates” refers to the Contractor, its chief executives, directors, officers, subsidiaries, affiliates, subcontractors at any tier, and consultants and any joint venture involving the Contractor, any entity into or with which the Contractor subsequently merges or affiliates, or any other successor or assignee of the Contractor.

An “Organizational conflict of interest” exists when the nature of the work to be performed under a proposed ordering activity contract, without some restriction on ordering activities by the

Contractor and its affiliates, may either (i) result in an unfair competitive advantage to the

Contractor or its affiliates or (ii) impair the Contractor’s or its affiliates’ objectivity in performing contract work.

b. To avoid an organizational or financial conflict of interest and to avoid prejudicing the best interests of the ordering activity, ordering activities may place restrictions on the Contractors, its affiliates, chief executives, directors, subsidiaries and subcontractors at any tier when placing orders against schedule contracts. Such restrictions shall be consistent with FAR 9.505 and shall be designed to avoid, neutralize, or mitigate organizational conflicts of interest that might otherwise exist in situations related to individual orders placed against the schedule contract.

Examples of situations, which may require restrictions, are provided at FAR 9.508.

11. INVOICES

The Contractor, upon completion of the work ordered, shall submit invoices for IT Professional services.

Progress payments may be authorized by the ordering activity on individual orders if appropriate. Progress payments shall be based upon completion of defined milestones or interim products. Invoices shall be submitted monthly for recurring services performed during the preceding month.

12. PAYMENTS

For firm-fixed price orders the ordering activity shall pay the Contractor, upon submission of proper invoices or vouchers, the prices stipulated in this contract for service rendered and accepted. Progress payments shall be made only when authorized by the order. For time-and-materials orders, the Payments under Time-and-Materials and Labor-Hour Contracts at FAR 52.212-4 (MAR 2009) (ALTERNATE I –

OCT 2008) (DEVIATION I – FEB 2007) applies to time-and-materials orders placed under this contract.

For labor-hour orders, the Payment under Time-and-Materials and Labor-Hour Contracts at FAR 52.212-4

(MAR 2009) (ALTERNATE I – OCT 2008) (DEVIATION I – FEB 2007) applies to labor-hour orders placed under this contract. 52.216-31(Feb 2007) Time-and-Materials/Labor-Hour Proposal

Requirements—Commercial Item Acquisition. As prescribed in 16.601(e)(3), insert the following provision:

a. The Government contemplates award of a Time-and-Materials or Labor-Hour type of contract resulting from this solicitation.

b. The offeror must specify fixed hourly rates in its offer that include wages, overhead, general and administrative expenses, and profit. The offeror must specify whether the fixed hourly rate for each labor category applies to labor performed by—

1. The offeror;

2. Subcontractors; and/or

3. Divisions, subsidiaries, or affiliates of the offeror under a common control.

13. RESUMES

Resumes shall be provided to the GSA Contracting Officer or the user ordering activity upon request.

14. INCIDENTAL SUPPORT COSTS

Incidental support costs are available outside the scope of this contract. The costs will be negotiated separately with the ordering activity in accordance with the guidelines set forth in the FAR.

15. APPROVAL OF SUBCONTRACTS

The ordering activity may require that the Contractor receive, from the ordering activity's Contracting

Officer, written consent before placing any subcontract for furnishing any of the work called for in a task order.

16. DESCRIPTION OF IT SERVICES AND PRICING

Please refer to the labor category descriptions and pricing incorporated into this GSA Pricelist.

TERMS AND CONDITIONS APPLICABLE TO

ELECTRONIC COMMERCE (EC) (SPECIAL IDENTIFICATION NUMBER 132-52)

1. SCOPE

The prices, terms and conditions stated under Special Item Number 132-52 Electronic Commerce (EC)

Services apply exclusively to EC Services within the scope of this Information Technology Schedule.

2. ELECTRONIC COMMERCE CAPACITY AND COVERAGE

The Ordering Activity shall specify the capacity and coverage required as part of the initial requirement.

3. INFORMATION ASSURANCE

a. The Ordering Activity is responsible for ensuring to the maximum extent practicable that each requirement issued is in compliance with the Federal Information Security Management Act

(FISMA)

b. The Ordering Activity shall assign an impact level (per Federal Information Processing Standards

Publication 199 & 200 (FIPS 199, “Standards for Security Categorization of Federal Information and Information Systems”) (FIPS 200, “Minimum Security Requirements for Federal Information and Information Systems”) prior to issuing the initial statement of work. Evaluations shall consider the extent to which each proposed service accommodates the necessary security controls based upon the assigned impact level. The Contractor awarded SIN 132-52 is capable of meeting at least the minimum security requirements assigned against a low-impact information system (per

FIPS 200).

c. The Ordering Activity reserves the right to independently evaluate, audit, and verify the FISMA compliance for any proposed or awarded Electronic Commerce services. All FISMA certification, accreditation, and evaluation activities are the responsibility of the ordering activity.

4. DELIVERY SCHEDULE.

The Ordering Activity shall specify the delivery schedule as part of the initial requirement. The Delivery

Schedule options are found in Information for Ordering Activities Applicable to All Special Item Numbers, paragraph 6. Delivery Schedule.

5. INTEROPERABILITY

When an Ordering Activity requires interoperability, this requirement shall be included as part of the initial requirement. Interfaces may be identified as interoperable on the basis of participation in a sponsored program acceptable to the Ordering Activity. Any such access or interoperability with teleports/gateways and provisioning of enterprise service access will be defined in the individual requirement.

6. ORDER

orders, or task orders for ordering electronic services under this contract. Blanket Purchase

Agreements shall not extend beyond the end of the contract period; all electronic services and delivery shall be made and the contract terms and conditions shall continue in effect until the completion of the order. Orders for tasks which extend beyond the fiscal year for which funds are available shall include FAR 52.232-19 (Deviation – May 2003) Availability of Funds for the Next

Fiscal Year. The purchase order shall specify the availability of funds and the period for which funds are available.

b. All task orders are subject to the terms and conditions of the contract. In the event of conflict between a task order and the contract, the contract will take precedence.

7. PERFORMANCE OF ELECTRONIC SERVICES

The Contractor shall provide electronic services on the date agreed to by the Contractor and the ordering activity.

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.

9. RIGHTS IN DATA

The Contractor shall comply FAR 52.227-14 RIGHTS IN DATA – GENERAL and with all laws, ordinances, and regulations (Federal, State, City, or otherwise) covering work of this character.

10. ACCEPTANCE TESTING

If requested by the ordering activity the Contractor shall provide acceptance test plans and procedures for ordering activity approval. The Contractor shall perform acceptance testing of the systems for ordering activity approval in accordance with the approved test procedures.

11. WARRANTY

The Contractor shall provide a warranty covering each Contractor-provided electronic commerce service.

The minimum duration of the warranty shall be the duration of the manufacturer’s commercial warranty for the item listed below.

The warranty shall commence upon the later of the following:

a. Activation of the user’s service

b. Installation/delivery of the equipment

The Contractor, by repair or replacement of the defective item, shall complete all warranty services within five working days of notification of the defect. Warranty service shall be deemed complete when the user has possession of the repaired or replaced item. If the Contractor renders warranty service by replacement, the user shall return the defective item(s) to the Contractor as soon as possible but not later than ten (10) working days after notification.

12. MANAGEMENT AND OPERATIONS PRICING

The Contractor shall provide management and operations pricing on a uniform basis. All management and operations requirements for which pricing elements are not specified shall be provided as part of the basic service.

13. TRAINING

The Contractor shall provide normal commercial installation, operation, maintenance, and engineering interface training on the system.

14. MONTHLY REPORTS

In accordance with commercial practices, the Contractor may furnish the ordering activity/user with a monthly summary ordering activity report.

TERMS AND CONDITIONS APPLICABLE TO AUTHENTICATION PRODUCTS AND SERVICES

(SPECIAL ITEM NUMBER 132-62)

1. ORDER

orders, or task orders for ordering authentication products and services under this contract.

Blanket Purchase Agreements shall not extend beyond the end of the contract period; all services and delivery shall be made and the contract terms and conditions shall continue in effect until the completion of the order. Orders for tasks which extend beyond the fiscal year for which funds are available shall include FAR 52.232-19 (Deviation – May 2003) Availability of Funds for the Next

Fiscal Year. The purchase order shall specify the availability of funds and the period for which funds are available.

b. All task orders are subject to the terms and conditions of the contract. In the event of conflict between a task order and the contract, the contract will take precedence.

c. When placing an order, ordering activities may deal directly with the contractor or ordering activities may send the requirement to the Program Management Office to received assisted services for a fee.

2. PERFORMANCE OF SERVICES

a. The Contractor shall commence performance of services on the date agreed to by the Contractor and the ordering activity.

b. The Contractor agrees to render services only during normal working hours, unless otherwise agreed to by the Contractor and the ordering activity.

c. The ordering activity should include the criteria for satisfactory completion for each task in the

Statement of Work or Delivery Order. Services shall be completed in a good and workmanlike manner.

d. Any Contractor travel required in the performance of the Services under SIN 132-62 must comply with the Federal Travel Regulation or Joint Travel Regulations, as applicable, in effect on the date(s) the travel is performed. Established Federal Government per diem rates will apply to all

Contractor travel. Contractors cannot use GSA city pair contracts.

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

a. The Contracting Officer may, at any time, by written order to the Contractor, require the

Contractor to stop all, or any part, of the work called for by this contract for a period of 90 days after the order is delivered to the Contractor, and for any further period to which the parties may agree. The order shall be specifically identified as a stop-work order issued under this clause.

Upon receipt of the order, the Contractor shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the order during the period of work stoppage. Within a period of 90 days after a stop-work is delivered to the Contractor, or within any extension of that period to which the parties shall have agreed, the

Contracting Officer shall either-

1. Cancel the stop-work order; or

2. Terminate the work covered by the order as provided in the Default, or the Termination for Convenience of the Government, clause of this contract.

b. If a stop-work order issued under this clause is canceled or the period of the order or any extension thereof expires, the Contractor shall resume work. The Contracting Officer shall make an equitable adjustment in the delivery schedule or contract price, or both, and the contract shall be modified, in writing, accordingly, if-

1. The stop-work order results in an increase in the time required for, or in the Contractor's cost properly allocable to, the performance of any part of this contract; and

2. The Contractor asserts its right to the adjustment within 30 days after the end of the period of work stoppage; provided that if the Contracting Officer decides the facts justify the action, the Contracting Officer may receive and act upon the claim submitted at any time before final payment under this contract.

c. If a stop-work order is not canceled and the work covered by the order is terminated for the convenience of the Government, the Contracting Officer shall allow reasonable costs resulting from the stop-work order in arriving at the termination settlement.

d. If a stop-work order is not canceled and the work covered by the order is terminated for default, the Contracting Officer shall allow, by equitable adjustment or otherwise, reasonable costs resulting from the stop-work order.

4. INSPECTION OF SERVICES

The Inspection of Services–Fixed Price (AUG 1996) (Deviation – May 2003) clause at FAR 52.246-4 applies to firm-fixed price orders placed under this contract. The Inspection–Time-and-Materials and

Labor-Hour (MAY 2001) (Deviation – May 2003) clause at FAR 52.246-6 applies to time-and-materials and labor-hour orders placed under this contract.

5. RESPONSIBILITIES OF THE ORDERING ACTIVITY

Subject to security regulations, the ordering activity shall permit Contractor access to all facilities necessary to perform the requisite services.

6. INDEPENDENT CONTRACTOR

All services performed by the Contractor under the terms of this contract shall be an independent

Contractor, and not as an agent or employee of the ordering activity.

7. ORGANIZATIONAL CONFLICTS OF INTEREST

a. Definitions.

“Contractor” means the person, firm, unincorporated association, joint venture, partnership, or corporation that is a party to this contract.

“Contractor and its affiliates” and “Contractor or its affiliates” refers to the Contractor, its chief executives, directors, officers, subsidiaries, affiliates, subcontractors at any tier, and consultants and any joint venture involving the Contractor, any entity into or with which the Contractor subsequently merges or affiliates, or any other successor or assignee of the Contractor.

An “Organizational conflict of interest” exists when the nature of the work to be performed under a proposed ordering activity contract, without some restriction on ordering activities by the

Contractor and its affiliates, may either (i) result in an unfair competitive advantage to the

Contractor or its affiliates or (ii) impair the Contractor’s or its affiliates’ objectivity in performing contract work.

b. To avoid an organizational or financial conflict of interest and to avoid prejudicing the best interests of the ordering activity, ordering activities may place restrictions on the Contractors, its affiliates, chief executives, directors, subsidiaries and subcontractors at any tier when placing orders against schedule contracts. Such restrictions shall be consistent with FAR 9.505 and shall be designed to avoid, neutralize, or mitigate organizational conflicts of interest that might otherwise exist in situations related to individual orders placed against the schedule contract.

Examples of situations, which may require restrictions, are provided at FAR 9.508.

8. INVOICES

The Contractor, upon completion of the work ordered, shall submit invoices for products and/or services.

Progress payments may be authorized by the ordering activity on individual orders if appropriate. Progress payments shall be based upon completion of defined milestones or interim products. Invoices shall be submitted monthly for recurring services performed during the preceding month.

9. PAYMENTS

For firm-fixed price orders the ordering activity shall pay the Contractor, upon submission of proper invoices or vouchers, the prices stipulated in this contract for service rendered and accepted. Progress payments shall be made only when authorized by the order. For time-and-materials orders, the Payments under Time-and-Materials and Labor-Hour Contracts at FAR 52.212-4 (MAR 2009) (ALTERNATE I –

OCT 2008) (DEVIATION I – FEB 2007) applies to time-and-materials orders placed under this contract.

For labor-hour orders, the Payment under Time-and-Materials and Labor-Hour Contracts at FAR 52.212-4

(MAR 2009) (ALTERNATE I – OCT 2008) (DEVIATION I – FEB 2007) applies to labor-hour orders placed under this contract.

11. INCIDENTAL SUPPORT COSTS

Incidental support costs are available outside the scope of this contract. The costs will be negotiated separately with the ordering activity in accordance with the guidelines set forth in the FAR.

12. APPROVAL OF SUBCONTRACTS

The ordering activity may require that the Contractor receive, from the ordering activity's Contracting

Officer, written consent before placing any subcontract for furnishing any of the work called for in a task order.

13. DESCRIPTION OF AUTHENTICATION PRODUCTS, SERVICES AND PRICING

a. The Contractor shall provide a description of each type of Authentication Product and Service offered under Special Item Number 132-62. Authentication Products and Services should be presented in the same manner as the Contractor sells to its commercial and other ordering activity customers. .

b. Pricing for all Authentication Products and Services shall be in accordance with the Contractor’s customary commercial practices; e.g., hourly rates, monthly rates, term rates, and/or fixed prices.

The following is an example of the manner in which the description of a commercial job title should be presented:

c. For Special Item Number 132-62, HSPD-12 Product and Service Components:

1. Bundled equipment pricing is requested for the following product components:

- enrollment and registration products,

- PIV card management and production products,

- PIV card activation and

- finalization products.

2. Seat pricing is requested for the following service components offered as managed services:

- enrollment and registration services,

- PIV card management and production services,

- PIV card activation and

- finalization services.

3. Bundled equipment categories, managed service categories and the requirements for bundled equipment and managed service Qualification Requirements are presented at the website: http://www.idmanagement.gov.

http://www.idmanagement.gov/

GSA TERM AND PERPETUAL SOFTWARE PRICING

Cyber Safety Awareness Training Program/Software (SIN 132-32)

Pricing is for the complete, three-module training set. Modules will not be sold individually.

FORMAT: Delivered as LMS-ready files on CD ROM or DVD ROM in industry-standard format (AICC or SCORM 1.2) of customer’s choice

All prices are annual licenses that must be renewed if customer desires to continue use of the program

All prices include any content refresh or update Cyveillance prepares within the contract period at no charge

All prices are for the existing content offered at that time. Customization of the content, inserted extras or modifications for a specific enterprise or agency are available with customization charges.

Prices do not include rights to produce derivative products, or to publish or redistribute material outside the purchasing agency/department or enterprise. GSA Price

Annual License - Up to 10,000 unique users $24,886.65

License Renewal for up to two additional years $12,443.32

Annual License - 10,001-300,000 unique users $76,574.31

License Renewal for up to two additional years $38,287.15

Program Control System (PCS) (SIN 132-33)

Program Control System Named User License

(Per Named User) Seats GSA Price

1-99 $181.36

100-499 $158.69

500-1999 $136.02

2000 + $90.68

Program Control System NUL Maintenance

(Per Named User) 1-99 $18.14

100-499 $15.87

500-1999 $13.60

2000 + $9.07

Program Control System Server License

(Per Application Server) Servers GSA Price

1 $11,335.01

2 + $8,161.21

Program Control System Server License Maintenance

(Per Application Server) 1 $1,133.50

2 + $816.12

Intelligence Situation Awareness Tool (ISAT) (SIN 132-33)

The Intelligence Situation Awareness Tool (ISAT) is a MS Windows-based Tactical Data Fusion program.