Federal Supply Schedule GS35F5869H

AUTHORIZED INFORMATION TECHNOLOGY SCHEDULE PRICELIST

GENERAL PURPOSE COMMERCIAL INFORMATION TECHNOLOGY

EQUIPMENT, SOFTWARE AND SERVICES

Special Item No. 132-32 / 132-32RC Term Software Licenses

Special Item No. 132-33 / 132-33RC Perpetual Software Licenses

Special Item No. 132-34 / 132-34RC Maintenance of Software as a Service

Special Item No. 132-51 / 132-51RC Information Technology Professional Services

Note: 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.

Paradigm Solutions Corporation

9715 Key West Avenue, 3rd Flr.

Rockville, MD 20850

Phone: (240) 283-3414

Fax: (240) 238-9839 www.paradigmsolutionscorp.com

Business Size/Status: Large

Contract Number: GS-35F-5869H

Period Covered by Contract: 8/12/1998 – 8/11/2013

GENERAL SERVICES ADMINISTRATION

FEDERAL ACQUISITION SERVICE

Pricelist current through Modification #PO-0025, dated 06/08/10.

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

Advantage! System (http://www.gsaadvantage.gov).

SPECIAL ITEM NUMBER 132-32 - TERM SOFTWARE LICENSES

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.

FSC CLASS 7030 - INFORMATION TECHNOLOGY SOFTWARE

Large Scale Computers: Operating System Software, Application Software, Electronic Commerce (EC) Software, Utility

Software, Communications Software, Core Financial Management Software, Ancillary Financial Systems Software, Special

Physical, Visual, Speech, and Hearing Aid Software

Microcomputers: Operating System Software, Application Software, Electronic Commerce (EC) Software, Utility Software, Communications Software, Core Financial Management Software, Ancillary Financial Systems Software, Special Physical, Visual, Speech, and Hearing Aid Software

Note: Offerors are encouraged to identify within their software items any component interfaces that support open standard interoperability. An item’s interfaces 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 132-33 - PERPETUAL SOFTWARE LICENSES

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.

FSC CLASS 7030 - INFORMATION TECHNOLOGY SOFTWARE

Large Scale Computers: Operating System Software, Application Software, Electronic Commerce (EC) Software, Utility

Software, Communications Software, Core Financial Management Software, Ancillary Financial Systems Software, Special

Physical, Visual, Speech, and Hearing Aid Software, Microcomputers: Operating System Software, Application Software, Electronic Commerce (EC) Software, Utility Software, Communications Software, Core Financial Management Software, Ancillary Financial Systems Software, Special Physical, Visual, Speech, and Hearing Aid 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 OF SOFTWARE 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.

http://www.core.gov/

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

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.

GS-35F-5869H Page i

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 / 132-

32RC), PERPETUAL SOFTWARE LICENSES (SPECIAL ITEM NUMBER 132-33 / 132-33RC) AND MAINTENANCE as a service (SPECIAL ITEM NUMBER 132-34 / 132-34RC) OF GENERAL PURPOSE COMMERCIAL INFORMATION

TECHNOLOGY SOFTWARE

GSA PRODUCT PRICE LIST – SINs 132-32 / 132-32RC, 132-33 / 132-33RC, and 132-34 / 132-34RC

TERMS AND CONDITIONS APPLICABLE TO INFORMATION TECHNOLOGY (IT) PROFESSIONAL SERVICES (SPECIAL

ITEM NUMBER 132-51 / 132-51RC)

GSA LABOR CATEGORY DESCRIPTIONS

GSA LABOR RATES – SIN 132-51 / 132-51RC

USA COMMITMENT TO PROMOTE SMALL BUSINESS PARTICIPATION PROCUREMENT PROGRAMS

BEST VALUE BLANKET PURCHASE AGREEMENT FEDERAL SUPPLY SCHEDULE

BASIC GUIDELINES FOR USING ―CONTRACTOR TEAM ARRANGEMENTS‖

GS-35F-5869H Page 1

INFORMATION FOR ORDERING ACTIVITIES

APPLICABLE TO ALL SPECIAL ITEM NUMBERS

SPECIAL NOTICE TO AGENCIES: Small Business Participation

SBA strongly supports the participation of small business concerns in the Federal 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 micropurchase threshold, FAR 8.404 requires agencies to consider the catalogs/pricelists of at least three schedule contractors or consider reasonably available information by using the GSA Advantage! on-line shopping service

(www.fss.gsa.gov). The catalogs/pricelists, GSA Advantage! and the Federal Acquisition Service Home Page (www.fss.gsa.gov) contain information on a broad array of products and services offered by small business concerns.

This information should be used as a tool to assist ordering activities in meeting or exceeding established small business goals. It should also be used as a tool to assist in including small, small disadvantaged, and women-owned small businesses among those considered when selecting pricelists for a best value determination.

For orders exceeding the micropurchase 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:

Domestic delivery is delivery within the 48 contiguous states, Alaska, Hawaii, Puerto Rico, Washington, DC, and U.S. Territories.

Domestic delivery also includes a port or consolidation point, within the aforementioned areas, for orders received from overseas activities.

Overseas delivery is delivery to points outside of the 48 contiguous states, Washington, DC, Alaska, Hawaii, Puerto Rico, and U.S.

Territories.

Offerors are requested to check one of the following boxes:

The Geographic Scope of Contract will be domestic and overseas delivery.

The Geographic Scope of Contract will be overseas delivery only.

The Geographic Scope of Contract will be domestic delivery only.

2. CONTRACTOR'S ORDERING ADDRESS AND PAYMENT INFORMATION

CONTRACTOR'S ORDERING ADDRESS: Paradigm Solutions Corporation

Attn: GSA Orders

9715 Key West Avenue, 3rd Flr.

Rockville, MD 20850

CONTRACTOR’S PAYMENT ADDRESS: Paradigm Solutions Corporation

Lock box #83229

135 Santilli Highway, 026-0017

Everett, MA 02149

Contractors are required to accept credit cards for payments equal to or less than the micro-purchase threshold for oral or written delivery orders. Credit cards will not be acceptable for payment above the micro-purchase threshold. In addition, bank account information for wire transfer payments will be shown on the invoice.

The following telephone number(s) can be used by ordering activities to obtain technical and/or ordering assistance:

Michelle Roenick, (240) 283-3427

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.

GS-35F-5869H Page 2

4. STATISTICAL DATA FOR GOVERNMENT ORDERING OFFICE COMPLETION OF STANDARD FORM 279

Block 9: G. Order/Modification Under Federal Schedule

Block 16: Data Universal Numbering System (DUNS) Number - 926338492

Block 30: Type of Contractor – Large Business

Block 31: Woman-Owned Small Business – No

Block 36: Contractor's Taxpayer Identification Number (TIN) - 52-2011393

4a. CAGE Code: 1GEH4

4b. Contractor has registered with the Central Contractor Registration Database.

5. FOB DESTINATION

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 / 132-32RC 30 Days ARO

132-33 / 132-33RC 30 Days ARO

132-34 / 132-34RC To be negotiated with ordering agency

132-51 / 132-51RC As specified per order

SPECIAL ITEM NUMBER EXPEDITED DELIVERY TIME

132-32 / 132-32RC To be negotiated with ordering agency

132-33 / 132-33RC To be negotiated with ordering agency

132-51 / 132-51RC To be negotiated with ordering agency

SPECIAL ITEM NUMBER OVERNIGHT & 2- DAY DELIVERY TIME

132-32 / 132-32RC To be negotiated with ordering agency

132-33 / 132-33RC To be negotiated with ordering agency

132-51 / 132-51RC To be negotiated with ordering agency

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 3 workdays after receipt. (Telephonic replies shall be confirmed by the Contractor 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.

7. DISCOUNTS

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

a. Prompt Payment: 0.5% - 15 days, Net 30 from receipt of invoice or date of acceptance, whichever is later.

b. Quantity: None Offered

c. Dollar Volume: None Offered

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

e. Other: None Offered

GS-35F-5869H Page 3

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 $100.00.

11. MAXIMUM ORDER (All dollar amounts are exclusive of any discount for prompt payment.)

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 132-34 - Maintenance of Software as a Service

Special Item Number 132-51 - Information Technology Professional Services

12. ORDERING PROCEEDURES 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

National Security Act. Information concerning their availability and applicability should be obtained from the National Technical

Information Service (NTIS), 5285 Port Royal Road, Springfield, Virginia 22161. FIPS PUBS include voluntary standards when these are adopted for Federal use. Individual orders for FIPS PUBS should be referred to the NTIS Sales Office, and orders for subscription service should be referred to the NTIS Subscription Officer, both at the above address, or telephone number (703) 487-4650.

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 of Standards and Technology (NIST), pursuant to National Security Act. Ordering information and information concerning the availability of FED-STDS should be obtained from the GSA, Federal Acquisition Service, Specification Section, 470

East L’Enfant Plaza, Suite 8100, SW, Washington, DC 20407, telephone number (202)619-8925. Please include a self-addressed mailing label when requesting information by mail. Information concerning their applicability can be obtained by writing or calling the

U.S. Department of Commerce, National Institute of Standards and Technology, Gaithersburg, MD 20899, telephone number

(301)975-2833.

GS-35F-5869H Page 4

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

Multiple Award Schedule program.

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

(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.

(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 ordering activity’s convenience, and (m) Termination for Cause (See 52.212-4)

16. GSA ADVANTAGE!

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

GS-35F-5869H Page 5

(1) Manufacturer;

(2) Manufacturer's Part Number; and

(3) Product categories.

Agencies can browse GSA Advantage! by accessing the Internet World Wide Web utilizing a browser (ex.: NetScape). 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, noncontract 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 delivery order, only if-

(1) 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));

(2) The ordering activity contracting officer has determined the price for the items not on the Federal Supply Schedule is fair and reasonable;

(3) The items are clearly labeled on the order as items not on the Federal Supply Schedule; and

(4) 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.

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 Applicable

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

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 BPA(s). Ordering activities shall follow FAR 8.405-3 when creating and implementing BPA(s).

GS-35F-5869H Page 6

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, DEINSTALLATION, REINSTALLATION

The Davis-Bacon Act (40 U.S.C. 276a-276a-7) provides that contracts in excess of $2,000 to which the United States or the District of

Columbia is a party for construction, alteration, or repair (including painting and decorating) of public buildings or public works with the United States, shall contain a clause that no laborer or mechanic employed directly upon the site of the work shall received less than the prevailing wage rates as determined by the Secretary of Labor. The requirements of the Davis-Bacon Act do not apply if the construction work is incidental to the furnishing of supplies, equipment, or services. For example, the requirements do not apply to simple installation or alteration of a public building or public work that is incidental to furnishing supplies or equipment under a supply contract. However, if the construction, alteration or repair is segregable and exceeds $2,000, then the requirements of the Davis-Bacon

Act applies.

The ordering activity issuing the task order against this contract will be responsible for proper administration and enforcement of the

Federal labor standards covered by the Davis-Bacon Act. The proper Davis-Bacon wage determination will be issued by the ordering activity at the time a request for quotations is made for applicable construction classified installation, deinstallation, and reinstallation services under SIN 132-8 / 132-8STLOC / 132-8RC or 132-3 / 132-9STLOC / 132-9RC.

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: Section 508 compliance will be addressed on a case by case basis for individual

Delivery Orders and/or BPAs. In the event Section 508 applies to individual Delivery Orders or BPAs, and no exception is present in the Delivery Order or BPA solicitation, the Delivery Order or BPA shall specify the ordering agency's compliance strategy (selection of technical performance standards/requirements and/or technologies to be used, based upon the agency's market research), as provided for under the Rehabilitation Act and FAR Final Rule, in order for Paradigm to appropriately develop and cost a technical approach that is responsive to Section 508 requirements of individual Delivery Order or BPA.

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 –

(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, whichever period is longer.

http://www.section508.gov/

GS-35F-5869H Page 7

(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.

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)

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TERMS AND CONDITIONS APPLICABLE TO

TERM SOFTWARE LICENSES (SPECIAL ITEM NUMBER 132-32 / 132-32RC),

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

MAINTENANCE AS A SERVICE (SPECIAL ITEM NUMBER 132-34 / 132-34RC) 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 postacceptance rights

(1) within a reasonable time after the defect was discovered or should have been discovered; and (2) before any substantial change occurs in the condition of the software, unless the change is due to the defect in the software.

2. GUARANTEE/WARRANTY

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

Warranty

Paradigm Solutions Corporation warrants to customer that to its knowledge it and its third party providers own or have a valid license for all rights and title to the service or is otherwise authorized to grant to customer the rights herein.

Limitation of Warranties and Liability

(a) Except as expressly set forth in section 6.1 hereof, Paradigm Solutions Corporation and its third party providers make no warranties, guarantees or representations of any kind concerning the services, either express or implied, including, without limitation, any warranty of merchantability or fitness for a particular purpose or any implied warranty arising from course of performance, course of dealing or usage of trade. Customer expressly acknowledges and agrees that use of the services and the internet generally is at its own risk and except as set forth in this agreement, that the services are provided ―as is‖ and ―as available‖ without any warranties or conditions whatsoever, express or implied. Paradigm Solutions Corporation will use commercially reasonable efforts to make access to the services available to customer through the required access protocols, but makes no warranty or guarantee that customer or its customers will be able to access the services at any particular time or any particular location.

(b) Without limiting the generality of the terms set forth above, Paradigm Solutions Corporation and its affiliates, agents, third party providers, service providers, and licensors:

(i) Hereby disclaim all express and implied warranties as to the accuracy, completeness, non-infringement (provided however, customer does maintain the remedy contained in sections 6.6 to 6.8 herein), merchantability, or fitness for any particular purpose of the services generally, and any content contained therein, as well as all express and implied warranties that the operation of the services generally and any content contained therein will be uninterrupted or error-free; and

(ii) Shall in no event be liable to customer or anyone else for any inaccuracy, error, or omission in, or loss, injury, or damage caused in whole or in part by failures, delays, or interruptions in the services generally, and any content contained in the messages delivered by Paradigm Solutions Corporation as part of the services.

Limitation of Liability

In no event shall Paradigm Solutions Corporation or any of its third party providers be liable for special, incidental, consequential, exemplary or other indirect damages hereunder, including but not limited to, loss of profits or loss of use damages, arising out of the rendering or receiving of the services or this agreement, even if either party has been advised of the possibility of such damages or losses; provided that Paradigm Solutions Corporation shall in no event have (in the aggregate) any liability whatsoever in connection with this agreement in excess of the lesser of $25,000 or 20% of total amounts paid to Paradigm Solutions Corporation under the agreement for the 12 months preceding the claim. Neither Paradigm Solutions Corporation nor any of its third party providers shall be liable for any warranty that customer or any of customer’s employees or agents makes to customer’s customers concerning the services, and customer hereby indemnifies Paradigm Solutions Corporation from and against any claims or liabilities asserted by third parties arising from any such warranty made by customer to its customers. In the event that customer’s customers register directly for the service, customer shall cause the customer to accept a click though agreement or sign a written agreement indemnifying both customer, Paradigm Solutions Corporation, and Paradigm Solutions Corporation’s third party providers for any liability arising from such customer’s use of the services.

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High Risk Activities

The service is not fault-tolerant and is not designed, manufactured, or intended for use or resale in hazardous circumstances requiring fail-safe performance, including but not limited to, use in the operation of nuclear facilities, aircraft navigation, or communication systems, air traffic control, direct life support machines, or weapons systems, or in any case in which the failure of the service could cause death, personal injury, property damage or severe physical or environmental damage, and any such use shall be at customer’s sole risk (―high risk activities‖). In addition to the other disclaimers and limitations contained within this agreement, Paradigm

Solutions Corporation and its affiliates, agents, and third party providers, and ] specifically disclaim any express or implied warranty of fitness for high risk activities.

Indemnification

Customer shall defend, indemnify and hold Paradigm Solutions Corporation and its officers, directors, employees, agents, consultants, and third party providers harmless from and against any and all liability, judgment, loss, damages, fines and expenses which any or all of them may hereafter suffer themselves or pay out to another by reason of any claim, action, or right of action of a third party or governmental authority, law or in equity, based on or in any way arising out of customer’s or its customers’ use of the service, or violations of this agreement, applicable laws or regulations, HIPAA, HIPAA regulations or Gramm-Leach-Bliley act of 1999, 15

U.S.C. §6801 et seq. (as further described in Schedule B of this Agreement), provided however that Customer shall have no obligations under this Section 6.5 to the extent that such third party claim results directly from Paradigm Solutions Corporation’s intentional or willful acts or omissions to act that constitute material nonconformance with the terms contained in this agreement. For illustration and not in limitation of the foregoing, under no circumstances shall Paradigm Solutions Corporation be deemed in such non-conformance or otherwise be held liable to Customer or any third party (and Customer shall indemnify Paradigm Solutions

Corporation for any and all such third party claims) in the event that a notification that was sent to but not actually received by a

Customer, its customer or recipient device due to (i) a busy signal or other obstruction or technical problem associated with the

Customer, its customer or recipient’s device, (ii) any obstruction or technical problem on any portion of any intervening network (i.e., not Paradigm Solutions Corporation’s network), (iii) any inappropriate action by the Customer, its customer or recipient that impedes his, her, or its receipt of the notification (such as hanging up the telephone before hearing the notification), or (iv) as a result of the

Customer, its customer or recipient device being in an inoperable condition.

At Customer’s request, Customer may assume control (including the right to retain counsel of its choosing and reasonably satisfactory to Paradigm Solutions Corporation) of any litigation or settlement negotiations with respect to third party claims for which Customer will be required to indemnify Paradigm Solutions Corporation pursuant to this Section.

Customer shall keep Paradigm Solutions Corporation informed regarding any such litigation or settlement negotiations, and shall not settle or stipulate to any fact or set of facts regarding any third party claims without the written consent of Paradigm Solutions

Corporation, which shall not be unreasonably withheld or delayed. Paradigm Solutions Corporation shall provide Customer with reasonable assistance in connection with Customer’s obligations under this Section 6.6, and Paradigm Solutions Corporation shall not settle any third party claims for which Customer is required to indemnify Paradigm Solutions Corporation without the written consent of Customer. Paradigm Solutions Corporation may in addition participate (including retention of its own counsel) at Customer’s cost in any such defense and settlement.

Paradigm Solutions Corporation Indemnification

Subject to Section 6.7, below, Paradigm Solutions Corporation shall defend Customer, its officers, directors and employees

(collectively, the ―Customer Indemnitees‖) at Paradigm Solutions Corporation’s expense, against any third-party claim or demand for relief to the extent arising out of the knowing infringement of the United States patent, copyright, or trade secret or any other intellectual property right of any third party directly attributable to the Service; and Paradigm Solutions Corporation shall indemnify the Customer Indemnitees for such amounts a Customer Indemnitee is required to pay as a result of any (a) settlement of such claim negotiated by Paradigm Solutions Corporation as provided below or (b) final judgment (meaning a judgment not susceptible of any further judicial review or appeal) rendered by any court of competent jurisdiction as a result of such claim, including reasonable attorneys’ fees and costs assessed or awarded in connection with such a suit, provided that: (i) the Customer Indemnitee notifies

Paradigm Solutions Corporation promptly in writing of the claim, (ii) the Customer Indemnitee permits Paradigm Solutions

Corporation solely to defend, compromise, or settle the claim, and (iii) the Customer Indemnitee provides all available information and assistance, at Paradigm Solutions Corporation’s expense, to enable Paradigm Solutions Corporation to do so. This indemnity shall be

Customer’s sole remedy in the event of an infringement of patent, copyright, or trade secret or any other intellectual property right of any third party by Paradigm Solutions Corporation.

Exceptions

Paradigm Solutions Corporation’s duty to indemnify Customer Indemnitees shall not apply to the extent that such a claim is based on

(a) unauthorized modifications to the Service if the Service without such modifications would not give rise to such claim, (b) representations, warranties or other statements made by Customer but not specifically authorized by Paradigm Solutions Corporation herein or otherwise in writing, including without limitation any violation of the terms of Schedules A, B, or C hereto, (c) use of the

Service in combination with any other products, services, applications or activities, if the use of the Service alone would not give rise

GS-35F-5869H Page 10 to such claim, (d) use of the Service in a manner inconsistent with the Documentation or in a manner not authorized under this

Agreement, (e) use or marketing of the Service in a manner inconsistent with any applicable law, rule or regulation, (f) the gross negligence, intentional act or willful misconduct of Customer, or (g) Customer’s material breach of its obligations or representations contained in this Agreement.

Replace or Modify

In the event that the use of the Service in conformance with this Agreement is found by a court of competent jurisdiction to be or is the subject of an action alleging an infringement of an United States patent, copyright, trade secret right or any other intellectual property right of any third party, which final judgment results in a discontinuance of the Service, Paradigm Solutions Corporation shall at its option and expense and to the extent commercially reasonable: (i) procure for the Customer the right to continue using the Service in accordance with this Agreement; (ii) modify the Service or appropriate part thereof, at no cost to Customer, so that the Service, when used in accordance with the Agreement is non-infringing; or, (iii) terminate this Agreement and refund to Customer any amounts prepaid but unamortized, for messaging fees.

Other Clauses

Customer represents and warrants that its use of the Service does not as of the Effective Date, and will not during the term of this

Agreement, operate in any manner that would violate any applicable law or regulation. Whenever a provision of the Service is dependent upon Customer furnishing Paradigm Solutions Corporation appropriate data, documents, information, or materials, Customer will furnish all such data, documents, information, or materials in a timely fashion, and will process such data, documents, information, or materials when necessary. Paradigm Solutions Corporation is not responsible for the validity of Customer’s data in the system. The validity of the data or information presented to Customer’s Customers users of the applications is the sole responsibility of Customer.

Neither Paradigm Solutions Corporation nor any of its Third Party Providers has control over any third party content which may be transmitted through, stored on, or accessed via the Service or the party to whom the communication is directed. Customer agrees that it assumes all responsibility for such third party content and the valid consent of the party receiving the communication. Customer expressly agrees not to use the Service to store, acquire, solicit, transfer, exchange or otherwise be involved with any illegal or illicit material, including, but not limited to: materials which constitute copyright infringement, materials deemed legally obscene or child pornography, materials which constitute illegally acquired proprietary information or trade secrets, materials which facilitate the commission of a crime, and material which constitutes actionable defamation.

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

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

3. TECHNICAL SERVICES

The Contractor, without additional charge to the ordering activity, shall provide a hot line technical support number 800-868-6786 for the purpose of providing user assistance and guidance in the implementation of the software. The technical support number is available 8 AM to 6 PM ET.

4. SOFTWARE MAINTENANCE

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

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

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 shall include the following:

Standard Technical Support. Standard technical support is included in the standard package license fee.

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The Paradigm Solutions Corporation Technical Assistance Center (TAC) is available and will respond to phone call or email inquiries from End User(s) between 8AM and 6PM EST, Monday through Friday, excluding company observed holidays.

Response time – See Definitions of Severity Levels

Point of contact from End User– up to 4 individuals

In the event that Paradigm Solutions Corporation is requested to take action after hours to correct an issue, the End User will be invoiced for actual time spent during after hours to resolve the reported problem, with a minimum of two (2) hours at the rate of $250 per hour.

Standard support End Users may contact Paradigm Solutions Corporation technical support regarding any issue or questions (Severity 1-4) by calling 800-868-6786 or emailing support@opwatch.net between the hours of 8:00am ET and

6:00pm EST.

Premium Technical Support. Customer may upgrade from standard technical support to premium technical support based on the fee included in Schedule E.

Includes Standard technical support plus

Paradigm Solutions Corporation TAC will provide emergency support via pager and/or cell phone for critical incidents after Standard business hours.

Response Time – See Definitions of Severity Levels.

Escalation list including Account Manager and Senior Management.

Premium Support End Users may contact Paradigm Solutions Corporation technical support regarding any problems, issues, or questions (Severity 1-4) by calling 800-868-6786 or emailing support@opwatch.net, 24 hours a day, 7 days a week with no additional charges

Components of Support Programs. A comparison of the two programs is included in the table below:

Technical Support Programs – End Users

Component Standard Premium

Support Hours 8:00AM – 6:00PM ET M – F 24 x 7 x 365

End User Points of Contact Up to 4 Up to 4

Severity 1 8:00AM – 6:00PM ET M – F 24 x 7 x 365

Severity 2 8:00AM – 6:00PM ET M – F 24 x 7 x 365

Severity 3 8:00AM – 6:00PM ET M – F 24 x 7 x 365

Severity 4 8:00AM – 6:00PM ET M - F 24 x 7 x 365

After Hours Support $250/hour – 2-hour minimum

Support blocks of 10 hours can be purchased within five (5) business day’s notice at a 20% discount from current rate.

Included

Escalation List N/A Contacts provided

Definition of Severity Levels. Response time for support calls shall be based upon Paradigm Solutions Corporation’s determination of the following problem severity levels experienced by End User:

m…