Federal Supply Schedule GS35F5086H

Esri

380 New York Street

Redlands, CA 92373-8100 Phone: 909-793-2853

Fax: 909-307-3074

Web: www.esri.com

Federal GSA Schedule Pricelist

AUTHORIZED FEDERAL ACQUISITION SERVICE

INFORMATION TECHNOLOGY SCHEDULE

PRICELIST GENERAL PURPOSE COMMERCIAL

INFORMATION TECHNOLOGY EQUIPMENT,

SOFTWARE AND SERVICES

Contract No. GS-35F-5086H

Modification 357 Current with all Amendments as of October 13, 2017 Contract Period: March 11, 1998 to March 10, 2018 http://www.esri.com/

Esri GSA Schedule Pricelist October 13, 2017

GSA Contract No. GS-35F-5086H i

AUTHORIZED

INFORMATION TECHNOLOGY SCHEDULE PRICELIST

GENERAL PURPOSE COMMERCIAL INFORMATION TECHNOLOGY

EQUIPMENT, SOFTWARE AND SERVICES

SPECIAL ITEM NUMBER 132-32 TERM SOFTWARE LICENSE

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 is 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 – which is categorized under a different SIN (132-34).

FSC/PSC CLASS 7030 -ADP SOFTWARE

Large Scale Computers and Microcomputers

Application Software

Electronic Commerce (EC) Software

Communications Software

FSC/PSC Class J070 MAINT/REPAIR/REBUILD OF EQUIPMENT- ADP

EQUIPMENT/SOFTWARE/SUPPLIES/SUPPORT EQUIPMENT

X Maintenance of Software

SPECIAL ITEM NUMBER 132-33 PERPETUAL SOFTWARE LICENSE

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 is 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 – which is categorized under a different SIN (132-34).

FSC/PSC CLASS 7030-ADP SOFTWARE

Large Scale Computers and Microcomputers

Application Software

Electronic Commerce (EC) Software

Communications Software

Note: Offerors are encouraged to identify within their software items any component interfaces that support open standard interoperability. An item’s interface may be identified as interoperable on the basis of participation in a Government agency-sponsored program or in an independent organization program. Interfaces may be identified by reference to an interface registered in the component registry located at http://www.core.gov.

SPECIAL ITEM NUMBER 132-34 MAINTENANCE AS A SERVICE

Software maintenance as a service creates, designs, implements, and/or integrates customized changes to software that solve one or more problems and is not included with the price of the software. Software maintenance as a service includes person-to-person communications regardless of the medium used to communicate: telephone support, on-line technical support, customized support, and/or technical expertise which are charged commercially.

Software maintenance as a service is billed arrears in accordance with 31 U.S.C. 3324.

FSC/PSC CLASS J070-MAINTENANCE/REPAIR/REBUILD OF EQUIPMENT-ADP

EQUIPMENT/SOFTWARE/SUPPLIES/SUPPORT EQUIPMENT

Maintenance of Software http://www.core.gov/

GSA Contract No. GS-35F-5086H iv

SPECIAL ITEM NUMBER 132-50 TRAINING COURSES

FSC/PSC CLASS U012 EDUCATION/TRAINING – INFORMATION TECHNOLOGY

Training Courses for Information Technology Equipment and Software

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

SERVICES

FSC/PSC Class D301 IT Facility Management

FSC/PSC Class D302 IT Systems Development Services

FSC/PSC Class D306 IT Systems Analysis Services

FSC/PSC Class D307 Automated Information Systems Services

FSC/PSC Class D308 Programming Services

FSC/PSC Class D311 IT Data Conversion Services

FSC/PSC Class D317 Creation/Retrieval of IT Related Data Services

Creation/Retrieval of Other Information Services

FSC/PSC Class D399 Other Information Technology Services, Not Elsewhere Classified

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.

380 New York Street, Redlands, CA 92373-8100

Phone: 909-793-2853

Web: www.esri.com

Contract Number: GS-35F-5086H

Current through Modification 357 dated October 13, 2017

Period Covered by Contract: March 11, 1998 through March 10, 2018

General Services Administration

Federal Acquisition Service

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

GSA Advantage!® System (http://www.gsaadvantage.gov) http://www.esri.com/ http://www.gsaadvantage.gov/

GSA Contract No. GS-35F-5086H iii

TABLE OF CONTENTS

CUSTOMER INFORMATION 1

TERMS AND CONDITIONS APPLICABLE TO TERM SOFTWARE LICENSES

(SIN132-32) PERPETUAL SOFTWARE LICENSES (SIN 132-33) &

MAINTENANCE (SIN132-34) 6

TERMS AND CONDITIONS APPLICABLE TO TRAINING COURSES (SIN

132-50) 11

TERMS AND CONDITIONS APPLICABLE IT PROFESSIONAL SERVICES

(SIN132-51) 14

USA COMMITMENT TO PROMOTE SMALL BUSINESS PARTICIPATION

PROCUREMENT PROGRAMS 18

BLANKET PURCHASE AGREEMENT FEDERAL SUPPLY SCHEDULE 19

GUIDELINES FOR USING CONTRACTOR TEAM ARRANGEMENTS 21

ESRI CORPORATE OVERVIEW 23

ESRI GIS SOLUTIONS 42

SIN 132-32 TERM SOFTWARE PRODUCT INDEX 46

SIN 132-33 PERPETUAL SOFTWARE PRODUCT INDEX 58

SIN 132-34 MAINTENANCE PRODUCT INDEX 68

SIN 132-50 TRAINING PRODUCT INDEX 78

ESRI PROFESSIONAL GIS SERVICES LABOR CATEGORIES 79

SIN 132-51 PROFESSIONAL SERVICES PRODUCT INDEX 79

SIN 132-32 TERM SOFTWARE AND MAINTENANCE PRICING 46

SIN 132-33 PERPETUAL SOFTWARE PRICING 58

SIN 132-34 MAINTENANCE PRICING 68

SIN 132-50 TRAINING PRICING 78

SIN 132-51 PROFESSIONAL SERVICES PRICING 79

FITARA MODIFICATION DISCOUNT TABLES 81

APPENDIX A (Esri Commercial License Agreements)

GSA Contract No. GS-35F-5086H iv

SIGNIFICANT CHANGES

Effective October 13, 2017

Description Change: Labor Category Description Change

Effective August 17, 2017: New Products: City Eng; ArcGIS Enterprise Jumpstart Price Decrease: ArcGIS for Maritime:

Charting, ArcGIS Desktop Ext Bundle Deletions: ArcGIS for Maritime Charting, ArcGIS Desktop Ext Bundle Concurrent Use Effective July 20, 2017: Deletions: Business Analyst Online Organization Plans; Community Analyst Organization Plans;

Business Analyst Desktop; Business Analyst Server (ArcGIS Developer has moved from Category C to

Category A)

Effective June 30, 2017: Deletions: EDN Maintenance

Effective June 9, 2017: New Products: ArcGIS Online Named Users; ArcGIS Developer Subscriptions; Navigator for

ArcGIS Enterprise Annual Subscription; Navigator for ArcGIS Online Annual Subscription

Effective May 4, 2017: Deletions: EDN, ArcGIS Online Organization Plans; App Studio for ArcGIS; Navigator for ArcGIS;

EDN Instructor-led Training

Effective May 3, 2017: New Products: ArcGIS Desktop Extensions; ArcGIS Enterprise; ArcGIS GeoEvent Server; ArcGIS

Image Server; Roadway Reporter Extension; ArcGIS GeoAnalytics Server; Insights for ArcGIS; ArcGIS Enterprise Federal

Named Users; GeoPlanner for ArcGIS

Effective March 15, 2017: New Products: ArcGIS Desktop Term Software; ArcGIS Enterprise Term and Perpetual

Software; ArcGIS Image Server Term Software; Insights for ArcGIS Term Software; ArcGIS Enterprise Federal Named

Users Term

Effective March 2, 2017: Licensing Update: Appendix A

Effective January 26, 2017: Price Decrease: Drone2 Map; ArcGIS for Aviation, Charting Bundle; Product Deletions:

ArcGIS Image Extensions for Server; ArcGIS GeoEvent Processor Extension for Server, GeoPlanner for ArcGIS; StreetMap for Windows Mobile

Effective September 29, 2016: New Products: ArcGIS Online Developer Deployment Plan Level 1-Level 7 Monthly

Subscriptions. Price Increase: Client Site Training, Site Training, Instructor Led Training and Training Pass

Effective August 18, 2016: Product Deletions: Virtual Campus Training; Virtual Campus Premium; CAD Bundles;

Geocoding Bundle; Geospatial Bundles; Imagery Bundles; Web-Visualization Bundles; CAD Maintenance Bundles;

Geocoding Maintenance Bundle; Geospatial Maintenance Bundles; Imagery Maintenance Bundles; Web-Visualization

Maintenance Bundles

GSA Contract No. GS-35F-5086H 1

INFORMATION FOR ORDERING ACTIVITIES

SPECIAL NOTICE TO AGENCIES: Small Business Participation SBA strongly supports the participation of small business concerns in the Federal Acquisition Service. 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!

online shopping service (www.gsaadvantage.gov). The catalogs/pricelists, GSA Advantage! and the Federal

Acquisition Service Home Page (www.gsa.gov/fas) 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.

1. Geographic Scope of Contract The geographic scope of this contract is the 48 contiguous states, Washington D.C., Alaska, Hawaii, Puerto Rico, and U.S. Territories. U.S. Government Agencies authorized to procure off this Information Technology Schedule

Pricelist may order software (Special Items 132-32 and 132-33) only for delivery to overseas locations controlled by

U.S. Government Agencies exclusive of Cuba (not including U.S. Naval facilities at Guantanamo Bay), Iran, Syria, North Korea, and Sudan. Installation, on-site maintenance, and other on-site services shall be performed only in the

48 contiguous states, the District of Columbia, Alaska, Hawaii, and the Commonwealth of Puerto Rico. Agencies authorized to procure from this contract are limited to: federal agencies in the executive, legislative, and judicial branches as well as government contractors authorized in writing by a federal agency pursuant to GSA’s

Administrative Memorandum ADM 4800.2H, June 2013 entitled “Eligibility to Use GSA Source of Supply and

Services”. The use of this schedule is not extended to state and local government agencies. This contract does not apply to items that are purchased with the intent to use them outside of this geographic scope.

2. Contractor’s Ordering Address and Payment Information

Ordering Address: Payment Address:

Attn. Customer Service – GSA Esri

Esri File 54630

380 New York St. Los Angeles, CA 90074-4630

Redlands, CA 92373-8100

Contractors must accept the credit card for payments equal to or less than the micro-purchase for oral or written orders under this contract. The Contractor and the ordering agency may agree to use the credit card for dollar amounts over the micro-purchase threshold (See GSAR 552.232-79 Payment by Credit Card). In addition, bank account information for wire transfer payments will be shown on the invoice.

The following telephone number can be used, by ordering agencies to obtain technical and/or ordering assistance: 1-

800-GIS-XPRT (1-800-447-9778). Orders may also be transmitted via fax to 909-793-4801 or via e-mail to info@esri.com.

mailto:info@esri.com http://www.gsaadvantage.gov http://www.gsa.gov/fas

GSA Contract No. GS-35F-5086H 2

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: Order/Modification Under Federal Schedule Contract

Block 16: Data Universal Numbering System (DUNs) Number: 06-313-4175

Block 30: Type of Contractor: C (Large Business)

Block 31: Woman-Owned Small Business: No

Block 37: Contractor’s Taxpayer Identification Number (TIN): 95-2775-732

Block 40: Veteran Owned Small Business (VOSB) No

a. CAGE CODE: 0AMS3

b. Contractor has registered with the Central Contractor Registration Database.

5. FOB: ORIGIN - FAR Clause 52.247-65 (Jan 1991)

6. Delivery Schedule

a. Time of Delivery - 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)

132-32 5 Days

132-33 5 Days

132-50 As mutually agreed

132-51 As mutually agreed

Expedited Delivery Times - For those items that can be delivered quicker than the delivery times in paragraph a. above, the ordering agency may contact Esri for a time (hours/days ARO) that delivery can be made when expedited delivery is requested.

SPECIAL ITEM NUMBER DELIVERY TIME (Hours/Days ARO)

132-32 Call Esri for availability

132-33 Call Esri for availability

132-50 Call Esri for availability

132-51 Call Esri for availability

Overnight and Two Day Delivery Times – Schedule customers may require overnight or two-day delivery.

b. Urgent Requirements – When the Federal Supply Schedule contract delivery period does not meet the bona fide urgent delivery requirements of an ordering activity, ordering activities are encouraged, if time permits, to contact the Contractor for the purpose of obtaining accelerated delivery. The Contractor shall reply to the inquiry within three workdays after receipt. The Contractor shall confirm telephonic replies, in writing. If the Contractor offers an accelerated delivery time acceptable to the ordering activity, any order(s) placed pursuant to the agreed upon accelerated delivery time frame shall be delivered within this shorter delivery time and in accordance with all other terms and conditions of the contract.

GSA Contract No. GS-35F-5086H 3

7. Discounts: Prices shown are NET prices; Basic Discounts have been deducted.

a. Prompt Payment: None

b. Quantity: None

c. Dollar Volume: None

d. Government Educational Institutions: Offered the same discount as all other Government customers.

e. 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. Statement Concerning Availability of Export Packing Not Applicable

10. Small Requirements The minimum dollar value of orders to be issued is as follows:

SIN 132-32 Term Software $100

SIN 132-33 Perpetual Software $100

SIN 132-34 Maintenance of Software $0

SIN 132-50 Training Courses $100

SIN 132-51 Professional Services $500

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

The maximum order value for the following Special Item Numbers (SINs) is:

SIN 132-32 Term Software $500,000

SIN 132-33 Perpetual Software $500,000

SIN 132-34 Maintenance of Software $500,000

SIN 132-50 Training Courses $25,000

SIN 132-51 Professional Services $500,000

12. Ordering Procedures for Federal Supply Schedule Contracts Ordering activities shall use the ordering procedures of Federal Acquisition Regulation (FAR) 8.405 when placing an order or establishing a BPA for supplies or services. These procedures apply to all schedules.

a. FAR 8.405-1 Ordering procedures for supplies, and services not requiring a statement of work.

b. FAR 8.405-2 Ordering procedures for services requiring a statement of work.

13. 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.

13.1 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 the 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

GSA Contract No. GS-35F-5086H 4

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.

13.2 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

Standards and Technology (NIST), pursuant to the 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’Enfante Plaza, Suite 8100, S.W., Washington D.C. 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.

14. Contractor Tasks/Special Requirements (C-FSS-370) (Nov 2003)

a. 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.

b. 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. Travel in performance of a task order will only be reimbursable to the extent authorized by the ordering agency. The Industrial Funding Fee does NOT apply to travel and per diem charges.

c. Certifications: License 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.

d. 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.

e. 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.

f. Organization Conflicts of Interest: Where there may be an organization 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.

g. 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.

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

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

j. 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.

GSA Contract No. GS-35F-5086H 5

k. Overtime: For professional services, the labor rates in the Schedule should not vary by virtue of the

Contractor having worked overtime. For services applicable to the Service Contract Act (as identified in the Schedule), the labor rates in the Schedule will vary as governed by labor laws (usually assessed a time and a half of the labor rate).

15. 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 Government’s Convenience, and (m) Termination for Cause (see C.1).

16. GSA Advantage!

GSA Advantage! is an online, 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:

a. Manufacturer

b. Manufacturer’s Part Number

c. Product Category(s)

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

17. Purchase of Open Market Items

NOTE: Open Market Items are also known as incidental items, non-contract items, non-Schedule items, and items not on a Federal Supply Schedule contract. ODCs (Other Direct Costs) are not part of this contract and should be treated as open market purchases. Ordering Activities procuring open market items must follow FAR 8.402(f).

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 deliver order, only if-

a. 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]);

b. The ordering activity contracting officer has determined the price for the items not on the Federal Supply

Schedule is fair and reasonable;

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

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

18. Contractor Commitments, Warranties, and Representations

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

1) Time of delivery/installation quotations for individual orders;

2) Technical representations and/or warranties of products concerning performance, total system performance and/or configuration, physical, design and/or functional characteristics and capabilities of a product/ equipment/service/software package submitted in response to requirements which result in orders under this schedule contract.

3) Any representations and/or warranties concerning the products made in any literature, description, drawings and/or specifications furnished by the contractor.

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

http://www.fss.gsa.gov/ http://www.acqnet.gov/far/farqueryframe.html

GSA Contract No. GS-35F-5086H 6

19. 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 Pricelist outside the 48 contiguous states and the District of Columbia, except as indicated below:

NOT OFFERED

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.

20. 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 BPAs. Ordering activities shall follow FAR 8.405-3 when creating and implementing BPAs.

21. 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.

22. Installation, De-installation, 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 requirement 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, de-installation, and reinstallation services under SIN 132-8 or 132-9.

23. 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:

Esri is committed to meeting the requirements of Section 508 of the Rehabilitation Act Amendment of

1998 (36 CFR 1194) as implemented by the Electronic and Information Technology Accessibility

Standards. Esri’s goal is to enable effective use of its technology by all people. Esri is committed to providing the information you need to evaluate the impact of Section 508 on your GIS environment. Please refer to the Esri Section 508 – Accessibility Internet Web Site at http://www.esri.com/software/section508/index.html for specific information. Please check this site periodically. As new information becomes available, the Section 508 – Accessibility Internet Web Site will be updated.

The EIT standard can be found at: www.Section508.gov/

24. 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 http://www.esri.com/section508 http://www.section508.gov/

GSA Contract No. GS-35F-5086H 7

a. 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,

b. 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.

25. Insurance – Work on a Government Installation (Jan 1997) (FAR 52.228-5)

a. 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 in the contract.

b. 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, which ever period is longer.

c. The Contractor shall insert the substance of this clause, including this paragraph c, 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.

26. Software Interoperability

Offerors are encouraged to identify within their software items any component interfaces that support open standard interoperability. An item’s interface may be identified as interoperable on the basis of participation in a Government agency-sponsored program or in an independent organization program. Interfaces may be identified by reference to an interface registered in the component registry located at http://www.core.gov.

Esri is committed to building open and interoperable commercial off-the-shelf software products. Please visit our

Web site for full and detailed information on our commitment to Interoperability and Standards.

http://www.esri.com/software/standards/index.html

27. Advance Payments

A payment under this contract to provide a service or deliver an article for the United States Government may not be more than the value of the service already provided or the article already delivered. Advance or pre-payment is not authorized or allowed under this contract. (31 U.S.C. 3324) http://www.core.gov/ http://www.esri.com/software/standards/index.html

GSA Contract No. GS-35F-5086H 8

Terms and Conditions Applicable to Term Software Licenses (Special Item Number 132-32) Perpetual Software Licenses

(Special Item Number 132-33) and Maintenance (Special Item Number 132-34) of General Purpose Commercial Information

Technology Software

1. Inspection/Acceptance

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

2. Guarantee/Warranty

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

1) REMEDY. During the warranty period, Esri’s liability and the Government’s exclusive remedy shall be: to correct, amend or replace the Software and Related Materials, in accordance with the applicable Esri User Support Policy, or to return the license fees paid and terminate the Agreement upon the Government returning the Software, Data, and Related Materials to Esri with a copy of the receipt.

2) LIMITATION. Except as warranted in this Agreement, Esri does not warrant: that the Software, Data, and Related Materials will meet the Government’s requirements; that the Software, Data, and

Related Materials will operate in the combinations which the Government may select for use; that the operation of the Software, Data, and Related Materials will be free of errors (i.e., bugs), or that all errors will be corrected. Esri may provide certain Software, Data, and Related Materials free of charge to the Government, such as Software for limited evaluation purposes, pre-production releases of Software, and sample Data. Such Software and Data are provided as a courtesy to the Government on an “AS IS” basis and are not to be used for production purposes.

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

3. Technical Services

The Contractor, without additional charge to the ordering activity, shall provide a hot line technical support number

909-793-3774 for the purpose of providing user assistance and guidance in the implementation of the software during the period of time when the product is covered under its original warranty period. The technical support number is available from 5:00 A.M. to 5:00 P.M. Pacific Standard Time. Additional technical support services are available from Esri and described in the “Esri Maintenance and Technical Support Services” section of this

Schedule.

4. Software Maintenance

a. Software maintenance as it is defined:

1) Software Maintenance as a Product

Software maintenance as a product includes the publishing of bug/defect fixes via patches and updates/upgrades in function and technology to maintain the operability and usability of the software product. It may also include other no charge support that is included in the purchase price of the product in the commercial marketplace. No charge support includes items such as user blogs, GSA Contract No. GS-35F-5086H 9 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.

2) Software Maintenance as a Service

Software maintenance as a service creates, designs, implements, and/or integrates customized changes to software that solve one or more problems and is not included with the price of the software. Software maintenance as a service includes person-to-person communications regardless of the medium used to communicate: telephone support, on-line technical support, customized support, and/or technical expertise which are charged commercially.

Software maintenance as a service is billed arrears in accordance with 31 U.S.C. 3324.

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).

5. Periods of Term License (SIN 132-32) and Maintenance (SIN 132-34)

a. The Contractor shall honor orders for periods for the duration of the contract period or a lesser 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 are 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, not withstanding 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 are to be terminated at that time. Orders for the continuation of term license and/or maintenance will be required if the term licenses and/or maintenance is to be continued during the subsequent period.

6. Conversion from Term License to Perpetual License

Not applicable to Esri Contract

a. The ordering activity may convert term licenses to perpetual licenses for any or all software at any time following acceptance of software. At the request of the ordering activity the Contractor shall furnish, within ten (10) calendar days, for each software product that is contemplated for conversion, the total amount of conversion credits which have accrued while the software was on a term license and the date of the last update or enhancement.

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

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

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

7. Term License Cessation

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

b. The Contractor agrees to provide updates and maintenance service for the software after a perpetual license has accrued, at the prices and terms of Special Item Number 132-34, if the licensee elects to order such services. Title to the software shall remain with the Contractor.

8. Utilization Limitations – (SIN 132-32, SIN 132-33, and SIN 132-34)

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

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

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

2) Software licenses are by site and by ordering activity. An ordering activity is defined as a cabinet level or independent agency. 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 place 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, 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

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5) 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.

6) “Commercial Computer Software” may be marked with the contractor’s standard commercial restricted rights legend but the schedule contract and schedule Pricelist including the clauses, “Utilization Limitations” and “Additional 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/license. Digital data shall be considered restricted

Commercial Computer Software under Esri’s GSA Federal Supply Schedule.

8.1 Additional Utilization Limitations

All Esri software, data, documentation, and web services are licensed subject to the terms of the commercial software License Agreement incorporated and listed below as incorporated Documents, as well as, the Utilization

Limitations found above in §8. The License Agreement includes provisions applicable to Training and Maintenance as well. Software Maintenance is subject to the Esri U.S. Software Maintenance Program. Third Party data is subject to additional requirements.

Appendix A: Incorporated Documents

1) E204*: License Agreement with Addenda (9/19/16)

2) G559: Esri Content License Agreement (6/14/16)

3) J10044 Esri U.S. Software Maintenance Program (5/10/16)

Note: These documents can be found at http://wwwesri.com/legal/index.html and at the back of this Schedule in Appendix A

*Comprise the Master License Agreement (MLA)

License Agreement

This License Agreement is between the Government ordering agency (“Licensee”) and Environmental Systems

Research Institute, Inc. (“Esri”). The ordering agency acknowledges that they have read and understood this License

Agreement and agree to be bound by the terms and conditions it contains.

Licensee may only use the type and number of copies of the software, data, web services, and documentation for which the appropriate license fees have been paid to Esri and in accordance with the terms of use outlined in

Addendum 1(E300-1) of the License Agreement, and the licensed configuration on file with Esri Customer Service.

The GSA Contract (including any contract modifications or Orders issued thereunder) and the Licensor Agreements together constitute the entire agreement between the parties for products and services offered under this GSA

Contract.

This License Agreement shall be deemed to be executed and effective with respect to the authorized ordering agency as of the date of issuance of an order under this GSA Federal Supply Schedule.

9. 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

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. Not applicable to Esri Contract: Under a term license (132-32), conversion credits which accrued while the earlier version was under a term license shall carry forward and remain available as conversion credits which may be applied towards the perpetual license price of the new version.

10. Descriptions and Equipment Compatibility

Please refer to the product brochure, “GIS by Esri”, as well as the “Production Line Tool Set Description” for an overview of the software capabilities and operating platforms under which they run. For information on http://wwwesri.com/legal/index.html

GSA Contract No. GS-35F-5086H 12 system requirements for Web Services, please refer to the Esri Web site at http://arcweb.esri.com/arcwebonline/. For further information, please call Esri at 1-800-447-9778.

11. Right-to-Copy Pricing

No discounted pricing for right-to-copy licenses…