GSA Advantage
AUTHORIZED
MULTIPLE AWARD SCHEDULE PRICELIST
SPECIAL ITEM NUMBER 511210 – SOFTWARE LICENSES
SPECIAL ITEM NUMBER 611420 – TRAINING COURSES
SPECIAL ITEM NUMBER 54151S - INFORMATION TECHNOLOGY (IT) PROFESSIONAL SERVICES
SPECIAL ITEM NUMBER 541611 – MANAGEMENT and FINANCIAL CONSULTING, ACQUISITION & GRANTS MANAGEMENT SUPPORT, and BUSINESS PROGRAM and PROJECT MANAGEMENT SERVICES
OLM – ORDER LEVEL MATERIALS
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 MAS 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.
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1700 N. Moore Street, Suite 2100
Arlington, VA 22209
Telephone: 703-600-1900
Fax: 703-600-1959
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Contract Number: GS-35F-0136N
Period Covered by Contract: November 25, 2002 through November 24, 2022
General Services Administration
Federal Acquisition Service
Pricelist current through Modification # PS-0044_, dated October 21, 2020
Products and ordering information in this Authorized FSS Pricelist are also available on the GSA Advantage! System ().
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Information for Ordering ActivitieS…………………………………………………………3
TERMS AND CONDITIONS APPLICBALE TO SOFTWARE LICENSES
(Special Item Number 511210) 5
TERMS AND CONDITIONS APPLICBALE TO TRAINING COURSES
(Special Item Number 611420) 9
TERMS AND CONDITIONS APPLICBALE TO INFORMATION TECHNOLOGY (IT) PROFESSIONAL SERVICES (Special Item Number 54151S) 12
IT Professional Services Descriptions and Labor Category Descriptions ..16
IT Professional Services Pricing…… ...28
MANAGEMENT AND FINANCIAL CONSULTING, ACQUISITION & GRANTS MANAGEMENT
SUPPORT, AND BUSINESS PROGRAM AND PROJECT MANAGEMENT SERVICES LABOR
DESCRIPTIONS……………………………………………………………………………………………………..29
MANAGEMENT AND FINANCIAL CONSULTING, ACQUISITION & GRANTS MANAGEMENT
SUPPORT, AND BUSINESS PROGRAM AND PROJECT MANAGEMENT SERVICES PRICING…………….30
DATAWALK PRODUCTS AND PRICING…………………………………………………………………………………………………………..…..31
DATAWALK EULA …………………………………………………………………………………………. ………37
TEXTIQ PRODUCTS AND RICING………………………………………………………………………………....43
TEXTIQ MSA …………………………………………………………………………………………. ………44
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1a. TABLE OF AWARDED SPECIAL ITEM NUMBERS (SINs)
511210, 611420, 54151S, 541611, OLM
1b. LOWEST PRICED MODEL NUMBER AND PRICE FOR EACH SIN:
511210: DW-TL-1TB-T5 $715.87
611420: DW-TR-TECH $2,468.51
54151S: Security Engineer $76.00
541611: Solutions Consultant $194.31
1c. HOURLY RATES: See Labor Rate Table
2. MAXIMUM ORDER: $500,000 for SINs 511210 and 54151S; $250,000 for SIN 611420;
$1,000,000 for SIN 54611
3. MINIMUM ORDER: $100
4. GEOGRAPHIC COVERAGE: Domestic Delivery
5. POINT(S) OF PRODUCTION: US
6. DISCOUNT FROM LIST PRICES: Prices shown herein are Net (discounts deducted).
7. QUANTITY DISCOUNT: SIN 54151S and 541611 (Only) 3% for orders greater than $210,000
8. PROMPT PAYMENT TERMS: 1% 10 Days, Net 30
9.a Government Purchase Cards are accepted at or below the micro-purchase threshold.
9.b Government Purchase Cards are not accepted above the micro-purchase threshold.
10. FOREIGN ITEMS: Not Applicable
11a. TIME OF DELIVERY:
SPECIAL ITEM NUMBER DELIVERY TIME (Days ARO)
611420, 54151S and 541611 As Negotiated
511210 30 Days ARO
11b. EXPEDITED DELIVERY: As Negotiated
11c. OVERNIGHT AND 2-DAY DELIVERY: As Negotiated
11d. URGENT REQUIRMENTS: As Negotiated
12. FOB POINT: Destination
13a. ORDERING ADDRESS:
Eastport Analytics
1700 N. Moore Street, Suite 2100
Arlington, VA 22209
13b. ORDERING PROCEDURES: For supplies and services, the ordering procedures, information on Blanket Purchase Agreements (BPA’s) are found in Federal Acquisition Regulation (FAR) 8.405-3
14. PAYMENT ADDRESS:
Eastport Analytics
1700 N. Moore Street, Suite 2100
Arlington, VA 22209
15. WARRANTY PROVISION: See EULA for DataWalk
16. EXPORT PACKING CHARGES: Not Applicable
17. TERMS AND CONDITIONS OF GOVERNMENT PURCHASE CARD ACCEPTANCE: Not Applicable
18. TERMS AND CONDITIONS OF RENTAL, MAINTENANCE, AND REPAIR: Not Applicable
19. TERMS AND CONDITIONS OF INSTALLATION: Not Applicable
20. TERMS AND CONDITIONS OF REPAIR PARTS INDICATING DATE OF PARTS PRICE LISTS AND ANY DISCOUNTS FROM LIST PRICES: Not Applicable
20a. TERMS AND CONDITIONS FOR ANY OTHER SERVICES: Not Applicable
21. LIST OF SERVICE AND DISTRIBUTION POINTS: Not Applicable
22. LIST OF PARTICIPATING DEALERS: Not Applicable
23. PREVENTIVE MAINTENANCE: Not Applicable
24a. SPECIAL ATTRIBUTES SUCH AS ENVIRONMENTAL ATTRIBUTES: Not Applicable
24b. Section 508 Compliance for EIT: Not Applicable
25. DUNS NUMBER: 100662639
26. NOTIFICATION REGARDING REGISTRATION IN SYSTEM FOR AWARD MANAGEMENT (SAM) REGISTRATION DATABASE: Current
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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.
ENTERPRISE USER LICENSE AGREEMENTS REQUIREMENTS (EULA)
The Contractor shall provide all Enterprise User License Agreements in an editable Microsoft Office (Word) format.
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.
b. The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular purpose described in this contract. If no implied warranties are given, an express warranty of at least 60 days must be given in accordance with FAR 12.404(b)(2)
c. Limitation of Liability. Except as otherwise provided by an express or implied warranty, the Contractor will not be liable to the ordering activity for consequential damages resulting from any defect or deficiencies in accepted items.
TECHNICAL SERVICES
The Contractor, without additional charge to the ordering activity, shall provide a hot line technical support number 703-600-1900 for the purpose of providing user assistance and guidance in the implementation of the software. The technical support number is available from 9 am – 5 pm Monday through Friday EST.
1. 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 are included in the purchase price of the product in the commercial marketplace. No charge support includes items such as user blogs, discussion forums, on-line help libraries and FAQs (Frequently Asked Questions), hosted chat rooms, and limited telephone, email and/or web-based general technical support for user’s self-diagnostics.
Software maintenance as a product does NOT include the creation, design, implementation, integration, etc. of a software package. These examples are considered software maintenance as a service.
Software Maintenance as a product is billed at the time of purchase.
b. Invoices for maintenance service shall be submitted by the Contractor on a quarterly or monthly basis, after the completion of such period. Maintenance charges must be paid in arrears (31 U.S.C. 3324). PROMPT PAYMENT DISCOUNT, IF APPLICABLE, SHALL BE SHOWN ON THE INVOICE.
PERIODS OF TERM LICENSES
c. The Contractor shall honor orders for periods for the duration of the contract period or a lessor period of time.
d. Term licenses may be discontinued by the ordering activity on thirty (30) calendar days written notice to the Contractor.
e. Annual Funding. When annually appropriated funds are cited on an order for term licenses , the period of the term licenses 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 orders citing the new appropriation shall be required, if the term licenses is to be continued during any remainder of the contract period.
f. Cross-Year Funding Within Contract Period. Where an ordering activity’s specific appropriation authority provides for funds in excess of a 12 month (fiscal year) period, the ordering activity may place an order under this schedule contract for a period up to the expiration of the contract period, notwithstanding the intervening fiscal years.
g. Ordering activities should notify the Contractor in writing thirty (30) calendar days prior to the expiration of an order, if the term licenses is to be terminated at that time. Orders for the continuation of term licenses will be required if the term licenses is to be continued during the subsequent period.
2. CONVERSION FROM TERM LICENSE TO PERPETUAL LICENSE
a. The ordering activity may convert term licenses to perpetual licenses for any or all software at any time following acceptance of software. At the request of the ordering activity the Contractor shall furnish, within ten (l0) calendar days, for each software product that is contemplated for conversion, the total amount of conversion credits which have accrued while the software was on a term license and the date of the last update or enhancement.
b. Conversion credits which are provided shall, within the limits specified, continue to accrue from one contract period to the next, provided the software remains on a term license within the ordering activity.
c. The term license for each software product shall be discontinued on the day immediately preceding the effective date of conversion from a term license to a perpetual license.
d. The price the ordering activity shall pay will be the perpetual license price that prevailed at the time such software was initially ordered under a term license, or the perpetual license price prevailing at the time of conversion from a term license to a perpetual license, whichever is the less, minus an amount equal to% of all term license payments during the period that the software was under a term license within the ordering activity.
UTILIZATION LIMITATIONS
e. Software acquisition is limited to commercial computer software defined in FAR Part 2.101.
f. When acquired by the ordering activity, commercial computer software and related documentation so legend shall be subject to the following:
i. Title to and ownership of the software and documentation shall remain with the Contractor, unless otherwise specified.
ii Software licenses are by site and by ordering activity. An ordering activity is defined as a cabinet level or independent ordering activity. The software may be used by any subdivision of the ordering activity (service, bureau, division, command, etc.) that has access to the site the software is placed at, even if the subdivision did not participate in the acquisition of the software. Further, the software may be used on a sharing basis where multiple agencies have joint projects that can be satisfied by the use of the software placed at one ordering activity's site. This would allow other agencies access to one ordering activity's database. For ordering activity public domain databases, user agencies and third parties may use the computer program to enter, retrieve, analyze and present data. The user ordering activity will take appropriate action by instruction, agreement, or otherwise, to protect the Contractor's proprietary property with any third parties that are permitted access to the computer programs and documentation in connection with the user ordering activity's permitted use of the computer programs and documentation. For purposes of this section, all such permitted third parties shall be deemed agents of the user ordering activity.
iii Except as is provided in paragraph 8.b(2) above, the ordering activity shall not provide or otherwise make available the software or documentation, or any portion thereof, in any form, to any third party without the prior written approval of the Contractor. Third parties do not include prime Contractors, subcontractors and agents of the ordering activity who have the ordering activity's permission to use the licensed software and documentation at the facility, and who have agreed to use the licensed software and documentation only in accordance with these restrictions. This provision does not limit the right of the ordering activity to use software, documentation, or information therein, which the ordering activity may already have or obtains without restrictions.
Iv The ordering activity shall have the right to use the computer software and documentation with the computer for which it is acquired at any other facility to which that computer may be transferred, or in cases of Disaster Recovery, the ordering activity has the right to transfer the software to another site if the ordering activity site for which it is acquired is deemed to be unsafe for ordering activity personnel; to use the computer software and documentation with a backup computer when the primary computer is inoperative; to copy computer programs for safekeeping (archives) or backup purposes; to transfer a copy of the software to another site for purposes of benchmarking new hardware and/or software; and to modify the software and documentation or combine it with other software, provided that the unmodified portions shall remain subject to these restrictions.
v "Commercial Computer Software" may be marked with the Contractor's standard commercial restricted rights legend, but the schedule contract and schedule pricelist, including this clause, "Utilization Limitations" are the only governing terms and conditions, and shall take precedence and supersede any different or additional terms and conditions included in the standard commercial legend .
SOFTWARE CONVERSIONS
Full monetary credit will be allowed to the ordering activity when conversion from one version of the software to another is made as the result of a change in operating system , or from one computer system to another. Under a perpetual license, the purchase price of the new software shall be reduced by the amount that was paid to purchase the earlier version. Under a term license, 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.
DESCRIPTIONS AND EQUIPMENT COMPATIBILITY
The Contractor shall include, in the schedule pricelist, a complete description of each software product and a list of equipment on which the software can be used. Also, included shall be a brief, introductory explanation of the modules and documentation which are offered.
RIGHT-TO-COPY PRICING
Not available.
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SCOPE
a. The Contractor shall provide training courses normally available to commercial customers, which will permit ordering activity users to make full, efficient use of general purpose commercial IT products. Training is restricted to training courses for those products within the scope of this solicitation.
b. The Contractor shall provide training at the Contractor's facility and/or at the ordering activity's location, as agreed to by the Contractor and the ordering activity.
ORDER
Written orders, EDI orders (GSA Advantage! and FACNET), credit card orders, and orders placed under blanket purchase agreements (BPAs) shall be the basis for the purchase of training courses in accordance with the terms of this contract. Orders shall include the student's name, course title, course date and time, and contracted dollar amount of the course.
TIME OF DELIVERY
The Contractor shall conduct training on the date (time, day, month, and year) agreed to by the Contractor and the ordering activity.
CANCELLATION AND RESCHEDULING
c. The ordering activity will notify the Contractor at least seventy-two (72) hours before the scheduled training date, if a student will be unable to attend. The Contractor will then permit the ordering activity to either cancel the order or reschedule the training at no additional charge. In the event the training class is rescheduled, the ordering activity will modify its original training order to specify the time and date of the rescheduled training class.
d. In the event the ordering activity fails to cancel or reschedule a training course within the time frame specified in paragraph a, above, the ordering activity will be liable for the contracted dollar amount of the training course. The Contractor agrees to permit the ordering activity to reschedule a student who fails to attend a training class within ninety (90) days from the original course date, at no additional charge.
e. The ordering activity reserves the right to substitute one student for another up to the first day of class.
f. In the event the Contractor is unable to conduct training on the date agreed to by the Contractor and the ordering activity, the Contractor must notify the ordering activity at least seventy-two (72) hours before the scheduled training date.
FOLLOW-UP SUPPORT
The Contractor agrees to provide each student with unlimited telephone support or online support for a period of one (1) year from the completion of the training course. During this period, the student may contact the Contractor's instructors for refresher assistance and answers to related course curriculum questions.
PRICE FOR TRAINING
The price that the ordering activity will be charged will be the ordering activity training price in effect at the time of order placement, or the ordering activity price in effect at the time the training course is conducted, whichever is less.
INVOICES AND PAYMENT
Invoices for training shall be submitted by the Contractor after ordering activity completion of the training course. Charges for training must be paid in arrears (31 U.S.C. 3324). PROMPT PAYMENT DISCOUNT, IF APPLICABLE, SHALL BE SHOWN ON THE INVOICE.
FORMAT AND CONTENT OF TRAINING
g. The Contractor shall provide written materials (i.e., manuals, handbooks, texts, etc.) normally provided with course offerings, printed and copied two-sided on paper containing 30% postconsumer materials (fiber). Such documentation will become the property of the student upon completion of the training class.
h. **If applicable** For hands-on training courses, there must be a one-to-one assignment of IT equipment to students.
i. The Contractor shall provide each student with a Certificate of Training at the completion of each training course.
j. The Contractor shall provide the following information for each training course offered:
1) The course title and a brief description of the course content, to include the course format (e.g., lecture, discussion, hands-on training);
2) The length of the course;
3) Mandatory and desirable prerequisites for student enrollment;
4) The minimum and maximum number of students per class;
5) The locations where the course is offered;
6) Class schedules; and
7) Price (per student, per class (if applicable)).
k. For those courses conducted at the ordering activity’s location, instructor travel charges (if applicable), including mileage and daily living expenses (e.g., per diem charges) are governed by Pub. L. 99-234 and FAR Part 31.205-46, and are reimbursable by the ordering activity on orders placed under the
Multiple Award Schedule, as applicable, in effect on the date(s) the travel is performed. Contractors cannot use GSA city pair contracts. The Industrial Funding Fee does NOT apply to travel and per diem charges.
l. For Online Training Courses, a copy of all training material must be available for electronic download by the students.
“NO CHARGE” TRAINING
Not available
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1. SCOPE
a. The prices, terms and conditions stated under Special Item Number 54151S Information Technology Professional Services apply exclusively to IT Professional Services within the scope of this Information Technology Schedule.
b. The Contractor shall provide services at the Contractor’s facility and/or at the ordering activity location, as agreed to by the Contractor and the ordering activity.
2. PERFORMANCE INCENTIVES I-FSS-60 Performance Incentives (April 2000)
a. Performance incentives may be agreed upon between the Contractor and the ordering activity on individual fixed price orders or Blanket Purchase Agreements under this contract.
b. The ordering activity must establish a maximum performance incentive price for these services and/or total solutions on individual orders or Blanket Purchase Agreements.
c. Incentives should be designed to relate results achieved by the contractor to specified targets. To the maximum extent practicable, ordering activities shall consider establishing incentives where performance is critical to the ordering activity’s mission and incentives are likely to motivate the contractor. Incentives shall be based on objectively measurable tasks.
3. ORDER
a. Agencies may use written orders, EDI orders, blanket purchase agreements, individual purchase orders, or task orders for ordering services under this contract. Blanket Purchase Agreements shall not extend beyond the end of the contract period; all services and delivery shall be made and the contract terms and conditions shall continue in effect until the completion of the order. Orders for tasks which extend beyond the fiscal year for which funds are available shall include FAR 52.232-19 (Deviation – May 2003) Availability of Funds for the Next Fiscal Year. The purchase order shall specify the availability of funds and the period for which funds are available.
b. All task orders are subject to the terms and conditions of the contract. In the event of conflict between a task order and the contract, the contract will take precedence.
4. PERFORMANCE OF SERVICES
a. The Contractor shall commence performance of services on the date agreed to by the Contractor and the ordering activity.
b. The Contractor agrees to render services only during normal working hours, unless otherwise agreed to by the Contractor and the ordering activity.
c. The ordering activity should include the criteria for satisfactory completion for each task in the Statement of Work or Delivery Order. Services shall be completed in a good and workmanlike manner.
d. Any Contractor travel required in the performance of IT Services must comply with the Federal Travel Regulation or Joint Travel Regulations, as applicable, in effect on the date(s) the travel is performed. Established Federal Government per diem rates will apply to all Contractor travel. Contractors cannot use GSA city pair contracts.
5. STOP-WORK ORDER (FAR 52.242-15) (AUG 1989)
(a) The Contracting Officer may, at any time, by written order to the Contractor, require the Contractor to stop all, or any part, of the work called for by this contract for a period of 90 days after the order is delivered to the Contractor, and for any further period to which the parties may agree. The order shall be specifically identified as a stop-work order issued under this clause. Upon receipt of the order, the Contractor shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the order during the period of work stoppage. Within a period of 90 days after a stop-work is delivered to the Contractor, or within any extension of that period to which the parties shall have agreed, the Contracting Officer shall either-
(1) Cancel the stop-work order; or
(2) Terminate the work covered by the order as provided in the Default, or the Termination for Convenience of the Government, clause of this contract.
(b) If a stop-work order issued under this clause is canceled or the period of the order or any extension thereof expires, the Contractor shall resume work. The Contracting Officer shall make an equitable adjustment in the delivery schedule or contract price, or both, and the contract shall be modified, in writing, accordingly, if-
(1) The stop-work order results in an increase in the time required for, or in the Contractor's cost properly allocable to, the performance of any part of this contract; and
(2) The Contractor asserts its right to the adjustment within 30 days after the end of the period of work stoppage; provided, that, if the Contracting Officer decides the facts justify the action, the Contracting Officer may receive and act upon the claim submitted at any time before final payment under this contract.
(c) If a stop-work order is not canceled and the work covered by the order is terminated for the convenience of the Government, the Contracting Officer shall allow reasonable costs resulting from the stop-work order in arriving at the termination settlement.
(d) If a stop-work order is not canceled and the work covered by the order is terminated for default, the Contracting Officer shall allow, by equitable adjustment or otherwise, reasonable costs resulting from the stop-work order.
6. INSPECTION OF SERVICES
The Inspection of Services–Fixed Price (AUG 1996) (Deviation 1 – May 2003) clause at FAR 52.246-4 applies to firm-fixed price orders placed under this contract. The Inspection–Time-and-Materials and Labor-Hour (May 2001) (Deviation 1 – May 2003) clause at FAR 52.246-6 applies to time-and-materials and labor-hour orders placed under this contract.
7. RESPONSIBILITIES OF THE CONTRACTOR
The Contractor shall comply with all laws, ordinances, and regulations (Federal, State, City, or otherwise) covering work of this character. If the end product of a task order is software, then FAR 52.227-14 (Deviation – Dec 2007) Rights in Data – General, may apply.
8. RESPONSIBILITIES OF THE ORDERING ACTIVITY
Subject to security regulations, the ordering activity shall permit Contractor access to all facilities necessary to perform the requisite IT Professional Services.
9. INDEPENDENT CONTRACTOR
All IT Professional Services performed by the Contractor under the terms of this contract shall be as an independent Contractor, and not as an agent or employee of the ordering activity.
10. ORGANIZATIONAL CONFLICTS OF INTEREST
a. Definitions.
“Contractor” means the person, firm, unincorporated association, joint venture, partnership, or corporation that is a party to this contract.
“Contractor and its affiliates” and “Contractor or its affiliates” refers to the Contractor, its chief executives, directors, officers, subsidiaries, affiliates, subcontractors at any tier, and consultants and any joint venture involving the Contractor, any entity into or with which the Contractor subsequently merges or affiliates, or any other successor or assignee of the Contractor.
An “Organizational conflict of interest” exists when the nature of the work to be performed under a proposed ordering activity contract, without some restriction on ordering activities by the Contractor and its affiliates, may either (i) result in an unfair competitive advantage to the Contractor or its affiliates or (ii) impair the Contractor’s or its affiliates’ objectivity in performing contract work.
b. To avoid an organizational or financial conflict of interest and to avoid prejudicing the best interests of the ordering activity, ordering activities may place restrictions on the Contractors, its affiliates, chief executives, directors, subsidiaries and subcontractors at any tier when placing orders against schedule contracts. Such restrictions shall be consistent with FAR 9.505 and shall be designed to avoid, neutralize, or mitigate organizational conflicts of interest that might otherwise exist in situations related to individual orders placed against the schedule contract. Examples of situations, which may require restrictions, are provided at FAR 9.508.
11. INVOICES
The Contractor, upon completion of the work ordered, shall submit invoices for IT Professional services. Progress payments may be authorized by the ordering activity on individual orders if appropriate. Progress payments shall be based upon completion of defined milestones or interim products. Invoices shall be submitted monthly for recurring services performed during the preceding month.
12. PAYMENTS
For firm-fixed price orders the ordering activity shall pay the Contractor, upon submission of proper invoices or vouchers, the prices stipulated in this contract for service rendered and accepted. Progress payments shall be made only when authorized by the order. For time-and-materials orders, the Payments under Time-and-Materials and Labor-Hour Contracts at FAR 52.212-4 (OCT 2008) (ALTERNATE I – OCT 2008) (DEVIATION I – FEB 2007) applies to time-and-materials orders placed under this contract. For labor-hour orders, the Payment under Time-and-Materials and Labor-Hour Contracts at FAR 52.212-4 (OCT 2008) (ALTERNATE I – OCT 2008) (DEVIATION I – FEB 2007) applies to labor-hour orders placed under this contract. 52.216-31(Feb 2007) Time-and-Materials/Labor-Hour Proposal Requirements—Commercial Item Acquisition. As prescribed in 16.601(e)(3), insert the following provision:
(a) The Government contemplates award of a Time-and-Materials or Labor-Hour type of contract resulting from this solicitation.
(b) The offeror must specify fixed hourly rates in its offer that include wages, overhead, general and administrative expenses, and profit. The offeror must specify whether the fixed hourly rate for each labor category applies to labor performed by—
(1) The offeror;
(2) Subcontractors; and/or
(3) Divisions, subsidiaries, or affiliates of the offeror under a common control.
13. RESUMES
Resumes shall be provided to the GSA Contracting Officer or the user ordering activity upon request.
14. INCIDENTAL SUPPORT COSTS
Incidental support costs are available outside the scope of this contract. The costs will be negotiated separately with the ordering activity in accordance with the guidelines set forth in the FAR.
15. APPROVAL OF SUBCONTRACTS
The ordering activity may require that the Contractor receive, from the ordering activity's Contracting Officer, written consent before placing any subcontract for furnishing any of the work called for in a task order.
16. DESCRIPTION OF IT PROFESSIONAL SERVICES AND PRICING
IT Systems Development Services
For IT Systems Development Services, Eastport Analytics efficiently delivers effective systems development solutions/services through a disciplined application of people, process, and technology. Eastport Analytics employs a “Solutions Team” formalism to quickly deliver an effective analysis solution. This team is comprised of the following individuals:
• Solution Analyst: gathers, analyzes, develops, and communicates a common understanding of analysis requirements
• Solution Architect: defines and evolves system concepts and technically feasible software solutions that support and shape analysis solutions
• Solution Engineer: transforms solution architectures into functional requirements and system designs; and harnesses, configures, and integrates solution components into operational systems.
• Solution Manager: coordinates all aspects of the solutions team to ensure the solution effectively meets needs.
The Solutions Team collaborates closely with key client stakeholders to craft a comprehensive solution plan. The team’s continuous interactions evolve simultaneously along two interdependent dimensions: analysis context and solution definition. In analysis context, Eastport aligns a shared vision, conducts an initial business process assessment, performs an initial requirements and technology analysis, and defines the scope and schedule of a development project. For solution definition, Eastport identifies the technologies to be harnessed; defines functional, informational, and technical architectures; and establishes plans for the joint incremental development of the functional components.
Solution Teams employ a process that focuses on the rapid evolution of user capabilities. This process is:
• Technology-informed: It exposes the relevant art-of-the-possible to analysts and selects, harnesses, combines, and adapts appropriate tools
• Task-focused: It grounds the evolution of analysis capabilities in an understanding of user requirements and in support of specific priority tasks; and
• User-centered: It shapes enhanced capabilities enabled by emerging technologies with real analysts, tasks, and data.
Eastport’s methodology involves the following sequence of steps, each of which culminates in an associated deliverable product.
Task Definition. The Solution Team’s first step is to fully immerse itself in the target customers’ business processes, and to grasp the capabilities and functions provided by their existing analysis support systems. After interactions with all key stakeholders, the team locks down the goal in terms of specific analysts, specific tasking, specific data, specific product, and specific customer. This goal often evolves with supporting objectives, but it is always specific, concrete, and agreed upon by all stakeholders: analytical & IT management, analysts, and IT incumbents. The specific objectives, stakeholders, source data, analytic tasks, task deliverables, and unique challenges are all laid out in an Analysis Task document. This document servers to establish and maintain a common base of understanding of the analysis task at hand.
Solution Planning. The second step involves the creation of a roadmap that defines a series of increasingly more technology-aggressive analysis capabilities, all focused on the co-evolution of the users’ analytical methods and the components in place to support their analysis process. Specification of an incremental evolving set of functional components culminates in the target analysis solution. A Solution Plan document serves to guide the efforts of the clients’ development staff. This plan covers the following items:
• Project Goals (need, motivation, expectations)
• Approach (key analysis functions, concept of operations, development approach)
• Organizational requirements (organizational structure, staffing)
• Infrastructure requirements (facilities, equipment)
• Timeline (time sequence of key milestones)
• Stakeholders (perceptions, concerns, success factors)
• Force field analysis (supporting and opposing factors, mitigation plan)
Solution Architecture. The Solution Team then drives the collective vision to a solution architecture that is expressed as a set of three interrelated architectural perspectives: functional, information, and technical. The Functional Perspective diagrams the processes that must be supported, the products that must be delivered, the producer-consumer relationships, and the data that is to be drawn upon. The Information Perspective illustrates the elements of information that are needed to support the Functional Perspective. It defines the information content and processing (e.g. databases, documents, business objects, semantic structures, models, software methods, functions) that must be supported to enable each functional capability. And the Technical Perspective presents the integration and distribution aspects of the analysis solution concept. With this, system developers learn about the requirements and design decisions related to “wiring together” those information elements in a distributed problem solving enterprise.
Rapid Capability Evolution. Eastport’s approach to crafting analysis solutions emphasizes the use of off-the-shelf components (perhaps slightly modified) that are loosely integrated according to an appropriate architectural framework. Useful analytic capabilities are rapidly introduced and iteratively evolved to support real analysts working on a real problem with early operational feedback as well as timely response to new requirements and user needs. Analytic capability is governed by a Functionality Introduction Schedule that maps out the sequence in which specific functional capabilities are to be added to the solution. This schedule is designed in close collaboration with the users to make sure their priority needs are addressed. New increments of capability are typically introduced every 30 days until the full set of target functionality has been delivered.
Technology. A Solutions Team strives to ensure that a client organization’s analysis operations remain at the boundary where advancing analytic processes meet state-of-the-art support tools. To achieve this goal, all Solution Teams maintain knowledge about the technologies with which advanced analysis solutions are crafted. They are well versed in selecting the appropriate technologies to support the analysis functions at hand. Solution Teams are also proficient at harnessing emerging technologies, shaping them for integration with other components, and transitioning them into operation.
IT Systems Analysis Services for It Systems Analysis Services, Eastport Analytics efficiently delivers effective analysis solutions/services through a disciplined application of people, process and technology. Eastport analytics employs a “solutions team” formalism to quickly deliver an effective analysis solution. A solutions team is comprised of following four roles:
1) Solution Analyst : gathers, analyzes, develops, and communicates a common understanding of analysis requirements.
2) Solution Architect: defines and evolves system concepts and technically feasible software solutions that support and shape analysis solutions.
3) Solution Engineer: transforms solution architectures into functional requirements and system designs; and harnesses, configures, and integrates solution components into operational systems.
4) Solution Manager: coordinates all aspects of the solutions team engagement to ensure the solution effectively meets needs.
For IT Systems Analysis Services, Eastport Analytics will develop a Solutions Team that will work in close collaboration with key client stakeholders to craft a comprehensive solution plan. Their continuous interactions evolve simultaneously along two interdependent dimensions: analysis context and solution definition. The analysis context dimension serves to align a shared vision; conduct an initial business process assessment; perform an initial requirements and technology analysis; and define the scope and schedule of a development project. The solution definition dimension identifies the technologies to be harnessed; defines functional, information and technical architectures; and establishes plans for the joint incremental development of the functional components.
Process. Solution Teams employ a process that focuses on the rapid evolution of user capabilities. This process is (a) technology-informed: exposes the relevant art-of-the-possible to analysts and selects, harnesses, combines, and adapts appropriate tools; (b) task-focused: grounds the evolution of analysis capabilities in an understanding of user requirements and in support of specific priority tasks; and (c) user-centered: shapes enhanced capabilities enabled by emerging technologies with real analysts, tasks, and data. Eastport’s process involves the following sequence of steps, each of which culminates in an associated deliverable product:
Task Definition. The Solution Team’s first step is to fully immerse itself in the target customers’ business processes, and to grasp the capabilities and functions provided by their existing analysis support systems. After interactions with all key stakeholders, the team locks down the solution team's goal in terms of specific analysts, specific tasking, specific data, specific product, and specific customer.
This goal often evolves with supporting objectives, but it is always specific, concrete, and agreed upon by all stakeholders: analytical & IT management, analysts, and IT incumbents. The specific objectives, stakeholders, source data, analytic tasks, task deliverables and unique challenges are all laid out in an Analysis Task document. This document servers to establish and maintain a common base of understanding of the analysis task at hand.
Solution Planning. The second step involves the creation of a roadmap, that defines a series of increasingly more technology-aggressive analysis capabilities, all focused on the co-evolution of your users’ analytical methods and the components in place to support their analysis process. The specification of an incremental evolving set of functional components culminates in the target analysis solution. A Solution Plan document serves to guide the efforts of your development staff. This plan covers the following items:
▪ Project Goals (need, motivation, expectations)
▪ Approach (key analysis functions, concept of operations, development approach)
▪ Organizational Requirements (organizational structure, staffing)
▪ Infrastructure Requirements (facilities, equipment)
▪ Timeline (time sequence of key milestones)
▪ Stakeholders (perceptions, concerns, success factors)
▪ Force Field Analysis (supporting and opposing factors, mitigation plan)
Solution Architecture. The Solution Team then drives the collective vision to a solution architecture that is expressed as a set of three interrelated architectural perspectives: functional, information and technical. The Functional Perspective diagrams the processes that must be supported; the products that must be delivered; the producer-consumer relationships; and the data that is to be drawn upon. The Information Perspective illustrates the elements of information that are needed to support the Functional Perspective. It defines the information content and processing (e.g. databases, documents, business objects, semantic structures, models, software methods, functions) that must be supported to enable each functional capability. The Technical Perspective presents the integration and distribution aspects of the analysis solution concept. It informs the system developers about the requirements and design decisions related to “wiring together” those information elements in a distributed problem solving enterprise.
Rapid Capability Evolution. Eastport’s approach to crafting analysis solutions emphasizes the use of off-the-shelf components (perhaps slightly modified) that are loosely integrated according to an appropriate architectural framework. Useful analytic capabilities are rapidly introduced and iteratively evolved to support real analysts working on a real problem with early operational feedback, and timely response to new requirements and user needs. The evolution of analytic capability is governed by a Functionality Introduction Schedule that maps out the sequence in which specific functional capabilities are to be added to the solution. This schedule is designed in close collaboration with the users to make sure their priority needs are addressed. New increments of capability are typically introduced every 30 days until the full set of target functionality has been delivered.
Technology. A Solutions Team strives to ensure that client organization’s analysis operations remain at the boundary where advancing analytic processes meet state-of-the-art support tools. To achieve this goal all Solution Teams, maintain knowledge the technologies with which advanced analysis solutions are crafted. They are well versed in selecting the appropriate technologies to support the analysis functions at hand. Solution Teams are also proficient at harnessing emerging technologies, shaping them for integration with other components, and transitioning them into operation.
Labor Category Descriptions
Junior Solutions Analyst
Description of Responsibilities: Gathers, analyzes, develops and communicates a common understanding of client analysis requirements. Helps shape the solution processes. Identifies the core business issues and critical success factors and grasps the operational constraints imposed by the client organization. Ensures the system design and functionality are in line with user requirements and expectations. Works with instructional design and training specialists to develop appropriate and effective training materials for the analysis solution. Participates in user acceptance testing of solutions. Has demonstrated excellent analytical skills. Has the ability to learn and grasp the state-of-the-art in a broad range of analytic processes and methods for information exploitation and decision support. Possesses outstanding interpersonal and communication skills.
Years of Experience: 2+ years of successful experience as a business or information analyst in major support system development and implementation efforts.
Degree/Certification: BS degree in computer science, information systems, operations research, engineering, or related scientific or technical discipline. Or a high school degree with 8 years of relevant experience.
Junior Solutions Engineer
Description of Responsibilities: Helps transform solution architectures into functional requirements and system designs; and configures and integrates solution components into operational systems. Develops any necessary custom software. Performs testing of completed solutions. Produces technical documentation of completed solutions. Exercises Quality Assurance, Configuration Management, and reliability and maintainability to control design and production, and minimize solution life cycle cost. Familiar with the technical building blocks from which solutions will be crafted and integrated into client operations. Examples of these building blocks include PL/SQL, MS SQL server, C++, Visual Basic, Oracle RDBMS, JAVA, HTML, and XML. Proven ability to work with rapidly changing requirements and short deadlines.
Years of Experience: 2+ years of successful experience as a software engineer or as a computer systems administrator.
Degree/Certification: BS in computer science, information systems, engineering, or related scientific or technical discipline. Or high school degree with 8 years of relevant experience.
Senior Solutions Analyst
Description of Responsibilities: Across multiple projects, gathers, analyzes, develops and communicates a common understanding of client analysis requirements. Shapes the solution processes. Guides others and helps to identify the core business issues, critical success factors and to thoroughly grasp the operation constraints imposed by the client organization. Works with client analysts or knowledge workers to augment their capability for analyzing available information. Keeps users and solution analysts apprised of the art-of-the-possible. Serves as the liaison between the operational and technical concepts. Ensures the system design and functionality are in line with user requirements and expectations. Develops and delivers appropriate and effective training materials for the analysis solutions. Leads user acceptance testing of solutions. Has demonstrated exceptional analytical skills. Is knowledgeable of the state-of-the-art in a broad range of analytic processes and methods for information exploitation and decision support. Possesses outstanding interpersonal and communication skills.
Years of Experience: 10+ years of successful, progressive experience as a business or information analyst in major support system development and implementation efforts.
Degree/Certification: Bachelor’s degree in computer science, information systems, operations research, engineering, or related scientific or technical discipline. Or a Master’s degree with 8 years of relevant experience. Or a high school degree with 16 years of relevant experience.
Senior Solutions Architect
Description of Responsibilities: An industry-recognized leader and visionary who defines and evolves innovative and effective system concepts and technically feasible software solutions that support and shape client analysis solutions. Stimulates and guides others to effectively imagine what could be, based on an understanding of clients key issues and requirements; a grasp of the realistic operational constraints; and a broad and deep knowledge of the state, maturity, and applicability of relevant enabling technologies. Oversees the selection of the right software tools and approaches to address client analysis needs, and identify shortfalls requiring tool tailoring or focused technology development. Creates and helps others shape functional architectures and provide guidance regarding architecture implementation.
Years of Experience: 18+ years of successful experience as a chief architect or senior systems engineer in major analysis support system development and implementation projects with significant staff and project leadership duties. 5+ years of successful experience and growth as a Solutions Architect.
Degree/Certification: Advanced degree in computer science, information systems, engineering, or related scientific or technical discipline. Or a Bachelor’s degree with 16 years of relevant experience.
Senior Solutions Engineer
Description of Responsibilities: Industry-recognized leader in transforming solution architectures into functional requirements and system designs; a senior position that harnesses, configures and integrates solution components into operational systems. Coordinates the development of any necessary custom software. Performs testing of completed solutions. Produces technical documentation of completed solutions. Oversees, creates and helps others exercise quality assurance, configuration management and reliability and maintainability to control design and production and minimize solution life cycle cost. Identifies data access and integration requirements and creates capabilities to appropriately access, integrate and prepare available data for analysis. Exhibits unsurpassed proficiency in the technical building blocks from which solutions will be crafted and integrated into client operations. Examples of these building blocks include PL/SQL, MS SQL server, C++, Visual Basic, Oracle RDBMS, JAVA, HTML and XML. Excels at working with rapidly changing requirements and short deadlines.
Years of Experience: 10+ years of successful experience as a software component applications engineer and a software engineer.
Degree/Certification: Advanced degree in computer science, information systems, engineering or related scientific or technical discipline. Or a Bachelor’s degree with 12 years of relevant experience.
Senior Solutions Manager
Description of Responsibilities: Coordinates and leads Analytic Solutions Team engagements with a client across multiple projects to ensure all client solutions effectively meet the needs and priorities of the client. Serves as the key point of contact for the client for defining and maintaining project structures, schedules, milestones, and expectations. Assembles, edits, and presents the deliverable briefings and reports produced by the Analysis Solutions Team. Demonstrates excellent project management, problem solving, communication, and organization skills in defining and coordinating solution development efforts. Exhibit unsurpassed written and verbal communication skills, including the ability to present technical information and options to a non-technical audience. Ability to work (hands on if necessary) with all levels and functions of an organization. Demonstrated ability to lead and excel in fast paced, rapidly evolving environments.
Years of Experience: 16+ years of successful experience of major system project management and staff leadership.
Degree/Certification: BS (MS Preferred) in computer science, information systems, engineering, or related scientific or technical discipline. Or a Master’s degree with 14 years of relevant experience.
Solutions Analyst
Description of Responsibilities: Gathers, analyzes, develops and communicates a common understanding of client analysis requirements. Shapes the solution processes. Identifies the core business issues and critical success factors and grasps the operational constraints imposed by the client organization. Works with client analysts or knowledge workers to augment their capability for analyzing available information. Keeps users appraised of the art-of-the-possible. Serves as the liaison between the operational and the technical concepts. Ensures the system design and functionality are in line with user requirements and expectations. Works with instructional design and training specialists to develop appropriate and effective training materials for the analysis solution. Leads user acceptance testing of solutions. Has demonstrated excellent analytical skills. Is knowledgeable of the state-of-the-art in a broad range of analytic processes and methods for information exploitation and decision support. Possesses outstanding interpersonal and communication skills.
Years of Experience: 6+ years of successful experience as a business or information analyst in major support system development and implementation efforts.
Degree/Certification: BS degree in computer science, information systems, operations research, engineering, or related scientific or technical discipline. Or a Master’s degree with 4 years of relevant experience. Or a high school degree with 12 years of relevant experience.
Solutions Architect
Description of Responsibilities: Defines and evolves system concepts and technically feasible software solutions that support and shape client analysis solutions. Imagines what could be, based on an understanding of the client's key issues and requirements; a grasp of the realistic operational constraints; and the state, maturity, and applicability of relevant enabling technologies. Selects the right software tools, technologies and approaches to address analysis requirements, and identifies shortfalls requiring tool tailoring or focused technology development. Creates functional architectures and provides guidance regarding architecture implementation. Analyzes functional risks and adapts architectures to mitigate those risks. A Solution Architect also helps manage client expectations. Has excellent problem solving and analytical skills and are demonstrated advanced conceptual thinkers. Abreast of the state-of-the-art in a broad range of software tools and technologies for information exploitation and decision support. Possess a broad understanding of the processes and issues of information analysis. Have proven expertise in envisioning, shaping, scoping, communicating and delivering complex software system solutions. Are able to effectively communicate relevant issues, approaches and solutions.
Years of Experience: 12+ years of successful experience as a chief architect in major analysis support system development and implementation projects.
Degree/Certification: Advanced degree in computer science, information systems, engineering, or related scientific or technical discipline. Or a Bachelor’s degree with 14 years of relevant experience.
Solutions Engineer
Description of Responsibilities: Transforms solution architectures into functional requirements and system designs; and harnesses, configures and integrates solution components into operational systems. Coordinates the development of any necessary custom software. Performs testing of completed solutions. Produces technical documentation of completed solutions. Exercises Quality Assurance, Configuration Management, and reliability and maintainability to control design and production, and minimize solution life cycle cost. Identifies data access and integration requirements and creates capabilities to appropriately access, integrate and prepare available data for analysis. Proficient in the technical building blocks from which solutions will be crafted and integrated into client operations. Examples of these building blocks include PL/SQL, MS SQL server, C++, Visual Basic, Oracle RDBMS, JAVA, HTML, and XML. Proven ability to work with rapidly changing requirements and short deadlines.
Years of Experience: 6+ years of successful combined experience as a software component applications engineer and a software engineer.
Degree/Certification: BS in computer science, information systems, engineering, or related scientific or technical discipline. Or a Master’s degree with 4 years of relevant experience. Or a high school degree with 12 years of relevant experience.
Solutions Manager
Description of Responsibilities: Coordinates all aspects of an Analytic Solutions Team engagement with a client to ensure the solution effectively meets the needs of the client. Serves as the primary point of contact for the client for defining and maintaining project structure, schedules, milestones, and expectations. Assembles, edits, and presents the deliverable briefings and reports produced by the Analysis Solutions Team. Demonstrates excellent project management, problem solving, communication, and organization skills in defining and coordinating solution development efforts. Exhibit unsurpassed written and verbal communication skills, including the ability to present technical information and options to a non-technical audience. Ability to work (hands on if necessary) with all levels and functions of an organization. Demonstrated ability to lead and excel in fast paced, rapidly evolving environments.
Years of Experience: More than 10 years of project management and consulting experience.
Degree/Certification: BS (MS Preferred) in computer science, information systems, engineering, or related scientific or technical discipline. Or a Master’s degree with 8 years of relevant experience. Or a high school degree with 16 years of relevant experience.
Solution Facilitator
Eastport Analytics helps analysts deliver better insights to decision-makers by helping their organizations evolve capabilities and processes related to analysis and critical decision making activities. We create client-tailored, technology-enabled analytic processes that repeatedly facilitate the efficient discovery of stronger evidence from diverse sources of data; yield more complete and defensible findings through explicit reasoning over that evidence; and engage the intuition of analysts to discover uncommon insights. The Solution Facilitator coordinates all aspects of a Solution Team engagement with a client to ensure the solution effectively meets the needs of the client. Serves as the client’s primary point of contact for defining and maintaining project structure, schedules, milestones and expectations. The Facilitator is responsible for broadening and deepening the client relationship and promoting account growth.
***
Supports client projects focusing on fostering communications between clients and Eastport staff. Understands, defines, prioritizes and manages client’s missions, business needs and requirements and the business processes that support them. Provides clients with recommendations and information regarding analytic tools technologies and methodologies benefits.
Researches, understands and documents client challenges – develops Solution Concept and works with Solutions Lead to design, develop and implement solutions. Documents, tracks and manages solution in compliance with contract terms and conditions. Identifies, assesses, evaluates and recommends tools, technologies, capabilities and methodologies to support or enhance critical priorities (conducts Assessments). Guides and advises client regarding strategic direction, provides roadmap and identifies challenges and analytic solutions. Informs client of industry trends and new ideas in analytics and analytic strategies – demonstrates the realm of the possible.
Highly developed analytical and conceptual skills in developing efficient and effective solutions to diverse and complex business problems. Effective verbal and written communication skills and ability to explain technical information to clients, vendors, senior management and staff. Ability to effectively manage client and staff relationships, ensure and manage client
Solution Facilitator Apprentice:
Independently executes tasks, seeking guidance when needed
Tasks are straight-forward, basic and assigned
Some client engagement in a solution team context
Bachelor’s and 3 years of Experience
Solution Facilitator Journeyman:
Identifies, defines, and executes tasks in furtherance of solutions
Tasks are moderately complex
Independent client engagement as requested
Bachelor’s Degree and 5 years of Experience
Solution Facilitator Senior:
Identifies, defines, and executes tasks
Tasks are sophisticated and complex
Engages with client as needed
Mentors Apprentices and Journeymen
Bachelor’s Degree and 8 years of Experience
Solution Support
Eastport Analytics helps analysts deliver better insights to decision-makers by helping their organizations evolve capabilities and processes related to analysis and critical decision making activities. We create client-tailored, technology-enabled analytic processes that repeatedly facilitate the efficient discovery of stronger evidence from diverse sources of data; yield more complete and defensible findings through explicit reasoning over that evidence; and engage the intuition of analysts to discover uncommon insights. Solution Support includes various supporting roles that provide vital assistance to the Solution Teams such as, performing analytics and IT hardware and systems services that are tied to the success of the project. May work closely with Solutioneers, analysts and other operational users to gather, analyze, develop and communicate a common understanding of client-required decision analytic capabilities. Drives everything forward from planning to implementation-- support roles directly influence the efficiency and cost-effectiveness of the project.
Collaboratively works with Solutioneers, Leads and Facilitators to support their efforts and responsibilities to develop and implement project solutions that thrill the client.
Proven problem-solver with progressively successful experience such as a business/ information analyst or a support system administrator. Excellent verbal and written communication skills and ability to interact professionally with a diverse group including executives, managers, clients and SME’s.
Solution Support Apprentice:
Independently executes tasks, seeking guidance when needed
Tasks are straight-forward, basic and assigned
Some client engagement in a solution team context
Bachelor’s Degree and 1 year of experience
Solution Support Journeyman:
Identifies, defines, and executes tasks in furtherance of solutions
Tasks are moderately complex
Independent client engagement as requested
Bachelor’s Degree and 2 years of Experience
Solutioneer
Eastport Analytics helps analysts deliver better insights to decision-makers by helping their organizations evolve capabilities and processes related to analysis and critical decision making activities. We create client-tailored, technology-enabled analytic processes that repeatedly facilitate the efficient discovery of stronger evidence from diverse sources of data; yield more complete and defensible findings through explicit reasoning over that evidence; and engage the intuition of analysts to discover uncommon insights. Solutioneers work closely with clients and other stakeholders to perform assessments, harness, develop and/or integrate solution components into operational pilots and solutions satisfying these users’ critical decision analytic needs.
****
Envisions, defines and shapes innovative concepts and system solutions as part of a team or individually. Harnesses, develops and/or integrates solution components into operational pilots and solutions that meet client’s critical decision analytic needs using various technical building blocks. Examples of these building blocks include C#, JAVA / JSP, J2EE, .NET, Scripting Languages, XML and database programming (e.g. Oracle, SQL Server, MySQL, etc.). Understands the client’s missions, business needs and requirements and the business processes that support them. Exercises quality assurance, configuration management, reliability and maintainability of control design and production. Performs testing of complete solutions and produces technical documentation.
Contributes to the development of the Solution Concept. Works with Solutions Lead and other Solutioneers to design, develop and implement solutions. Working in teams, documents, tracks and manages assigned portion of solution. Identifies, assesses, evaluates and recommends tools, technologies, capabilities and methodologies to support or enhance solution or future client needs. Identifies data access and integration requirements and creates capabilities to appropriately access, integrate and prepare available data for analysis.
Required to have highly developed analytical and conceptual skills in developing efficient and effective solutions to diverse and complex business problems. Strong foundation in software development languages and processes. Effective verbal and written communication skills and means to explain technical information to clients, vendors, senior management and staff. Proficient in technical building blocks from which solutions will be crafted and integrated into client operations. Proven ability to work with rapidly changing requirements and short deadlines.
Solutioneer Apprentice:
Independently executes tasks, seeking guidance when needed
Tasks are straight-forward, basic and assigned
Some client engagement in a solution team context
Bachelor’s Degree and 2 years of Experience
Solutioneer Journeyman:
Identifies, defines, and executes tasks in furtherance of solutions
Tasks are moderately complex
Independent client engagement as requested
Bachelor’s Degree and 5 years of Experience
Solutioneer Senior:
Envisions solution concepts and the technical plans required to achieve them
Tasks are sophisticated and complex
Represents technical team to clients
Mentors Apprentices and Journeymen
Bachelor’s Degree and 8 years of Experience
Solution Lead
Eastport Analytics helps analysts deliver better insights to decision-makers by helping their organizations evolve capabilities and processes related to analysis and critical decision making activities. We create client-tailored, technology-enabled analytic processes that repeatedly facilitate the efficient discovery of stronger evidence from diverse sources of data; yield more complete and defensible findings through explicit reasoning over that evidence; and engage the intuition of analysts to discover uncommon insights. A Solution Lead is a Solutioneer who leads assessments and piloting projects. By leveraging talent and coordinating the efforts of team members, projects are delivered in accordance with Eastport’s agile methodology. The Lead is responsible for shaping and defining how the project’s objectives will be met by an iterative process and oversees the execution of those iterations throughout the project’s life cycle.
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Understands client’s missions, business needs and challenges as well as the business processes that support them. Mainly responsible for the technical architecture of the solution. Moderates the solution creation process, coordinates agile development of the solution and liaises between solution team and Solution Facilitator. Defines and evolves system concepts and technically feasible software solutions that answer client analysis challenges.
Researches, understands, and documents client challenges in order to develop the best solution concept. Partners with the Solution Facilitator to conduct client Assessments. Works with Solutioneers to select the right software tools, technologies and approaches to address analysis requirements. Manages the solution team to design, develop and implement solutions. Responsible for the project’s budget, time boxes, resource allocation, and approach and to document, track and plan the solution’s development.
Requires the skills, knowledge and abilities of a proven, consistently successful Solutioneer. Highly developed analytical and conceptual skills in developing efficient and effective solutions to diverse and complex business problems. Experience in project management and technical leadership is essential. Iterative process of project lifecycle often requires change in approach based on client feedback and Solutioneers’ technical ideas – must be flexible and focused on the client’s best interest. Must have effective verbal and written communication skills and means to explain technical information to clients, vendors, senior management and staff.
Solution Lead Journeyman:
Identifies, defines, and executes tasks in furtherance of solutions
Tasks are moderately complex
Independent client engagement as requested
Bachelor’s Degree and 5 years of Experience
Solution Lead Senior:
Defines, architects, evolves and independently executes or assigns tasks
Tasks are complex, sophisticated and self-determined
Client engagements on own or with others
Mentors, trains and/or supervises others
Bachelor’s Degree and 8 years of Experience
LABOR CATEGORIES PRICING
Contract No. GS-35F-0136N
Eastport Analytics, Inc.
|SIN |Labor Category |GSA price |
| | |w/ IFF |
|54151S |Junior Solutions Analyst |$91.53 |
|54151S |Junior Solutions Engineer |$155.87 |
|54151S |Senior Solutions Analyst |$142.16 |
|54151S |Senior Solutions Architect |$243.32 |
|54151S |Senior Solutions Engineer |$216.61 |
|54151S |Senior Solutions Manager |$228.91 |
|54151S |Solutions Analyst |$108.81 |
|54151S |Solutions Architect |$209.08 |
|54151S |Solutions Engineer |$172.72 |
|54151S |Solutions Manager |$190.42 |
|54151S |Solution Support Journeyman |$162.01 |
|54151S |Solutions Support Apprentice |$120.30 |
|54151S |Solutions Facilitator Apprentice |$164.63 |
|54151S |Solution Facilitator Journeyman |$259.95 |
|54151S |Solution Facilitator Senior |$303.27 |
|54151S |Solutioneer Journeyman |$216.61 |
|54151S |Solutioneer Senior |$238.29 |
|54151S |Solutioneer Apprentice |$194.96 |
|54151S |Solution Lead Journeyman |$238.29 |
|54151S |Solution Lead Senior |$281.61 |
Labor Category Descriptions
Solutions Consultant
Description of Responsibilities: Assists Solutions team members with gathering relevant research and information to support projects. Elicits understanding of current business processes and general environment in place. Applies knowledge and expertise in areas required by the project. Assists with conducting analysis to determine the best path to solve client’s mission challenges, conducting reviews of organizational needs and goals to develop recommendations. Demonstrates excellent project management, problem solving, communication, and organization skills. Communicates information clearly and timely throughout the life of the project.
Years of Experience: 2 or more years of professional experience performing business analysis or experience in related field.
Degree/Certification: Bachelor’s Degree in business administration, management, or related field
Solutions Consultant Lead
Description of Responsibilities: Leads the project team regarding information gathering, research, and assessment. Responsible for the development of business-related solutions for the client. Defines client process improvement needs and develops a plan/proposal for delivery of recommendations. Conducts business analysis and assessment to formulate solution that addresses the needs of the client. Demonstrates excellent project management, problem solving, communication, and organization skills in defining and coordinating solution development efforts. Ability to work (hands on if necessary) with all levels and functions of an organization. Demonstrated ability to lead and excel in fast paced, rapidly evolving environments.
Years of Experience: 6 or more years of professional experience leading teams, conducting business analysis, or similar experience in related field.
Degree/Certification: Bachelor’s Degree in business administration, management, or related field. CMC certification is a plus. Advanced degrees may substitute years of experience.
Subject Matter Expert
Description of Responsibilities: Provide knowledgeable insights and strategic advice in area of expertise to support functional direction of projects. Contributes to innovating solutions based on developments relevant to specialized knowledge. Performs initial assessment and engagement of client. Elicits understanding of the operational outcomes to be achieved, and the current business processes systems, and general environment. Formulates hypothetical technical solutions, analytic products, and business processes in coordination with Solutions team. Conducts detailed assessments and analysis for client’s mission challenges. Demonstrates exceptional management, analysis, communication and organization skills.
Years of Experience: 10 years of professional experience in area of subject matter expertise.
Degree/Certification: Bachelor’s degree. Advanced degrees may substitute years of experience.
|SIN |Labor Category |GSA price |
| | |w/ IFF |
|541611 |Solutions Consultant |$188.17 |
|541611 |Solutions Consultant Lead |$252.13 |
|541611 |Subject Matter Expert |$373.56 |
DATAWALK PRODUCTS AND PRICING
|SIN |PART NUMBER |PRODUCT NAME |PRODUCT DESCRIPTION |GSA PRICE |
|511210 |DW-PL-BASE |DataWalk BASE Platform |DataWalk Perpetual License, per instance, includes 1TB Database | $ 96,765.74 |
| | | |Capacity and 5 Concurrent Users | |
|511210 |DW-PL-5U-T1 |TIER level: Up to 10 |DataWalk Perpetual License - Add 5 Concurrent Users (TIER 1) | $ 67,143.58 |
|511210 |DW-PL-5U-T2 |TIER level: 11-25 |DataWalk Perpetual License - Add 5 Concurrent Users (TIER 2) | $ 53,813.60 |
|511210 |DW-PL-5U-T3 |TIER level: 26-50 |DataWalk Perpetual License - Add 5 Concurrent Users (TIER 3) | $ 45,914.36 |
|511210 |DW-PL-5U-T4 |TIER level: 51-100 |DataWalk Perpetual License - Add 5 Concurrent Users (TIER 4) | $ 41,471.03 |
|511210 |DW-PL-5U-T5 |TIER level: 101+ |DataWalk Perpetual License - Add 5 Concurrent Users (TIER 5) | $ 39,249.37 |
|511210 |DW-PL-1TB-T1 |TIER level: Up to 10 |DataWalk Perpetual License - Add 1TB Database Capacity (TIER 1) | $ 17,773.30 |
|511210 |DW-PL-1TB-T2 |TIER level: 11-25 |DataWalk Perpetual License - Add 1TB Database Capacity (TIER 2) | $ 16,094.71 |
|511210 |DW-PL-1TB-T3 |TIER level: 26-50 |DataWalk Perpetual License - Add 1TB Database Capacity (TIER 3) | $ 15,502.27 |
|511210 |DW-PL-1TB-T4 |TIER level: 51-100 |DataWalk Perpetual License - Add 1TB Database Capacity (TIER 4) | $ 15,206.05 |
|511210 |DW-PL-1TB-T5 |TIER level: 101+ |DataWalk Perpetual License - Add 1TB Database Capacity (TIER 5) | $ 14,317.38 |
|511210 |DW-PL-C-T1 |TIER level: 10-100 |DataWalk Perpetual License - Add 1 Core (TIER 1) | $ 34,559.19 |
|511210 |DW-PL-C-T2 |TIER level: 101-500 |DataWalk Perpetual License - Add 1 Core (TIER 2) | $ 32,090.68 |
|511210 |DW-PL-C-T3 |TIER level: 501-1000 |DataWalk Perpetual License - Add 1 Core (TIER 3) | $ 29,622.17 |
|511210 |DW-PL-C-T4 |TIER level: 1001-2500 |DataWalk Perpetual License - Add 1 Core (TIER 4) | $ 27,153.65 |
|511210 |DW-PL-C-T5 |TIER level: 2501-5000 |DataWalk Perpetual License - Add 1 Core (TIER 5) | $ 24,685.14 |
|511210 |DW-PL-API |API License |DataWalk Perpetual License - API/RESTful Access, per instance, | $ 24,685.14 |
| | | |required for automated output communication | |
|511210 |DW-PL-NP |Non-Production License |DataWalk Perpetual Non-production License: limited to | $ 24,685.14 |
| | | |pre-production, testing, development and backup usage. Per | |
| | | |instance. No limit on number of users, number of TB is limited | |
| | | |to number of TB purchased | |
|511210 |DW-TL-BASE |DataWalk BASE Platform |DataWalk Term License, per instance. Includes 1TB Database | $ 4,838.29 |
| | | |Capacity and 5 Concurrent Users. Minimum 6-month contract. | |
| | | |Includes DataWalk Maintenance Standard. Monthly fee. | |
|511210 |DW-TL-5U-T1 |TIER level: Up to 10 |DataWalk Term License - Add 5 Concurrent Users. Minimum 6-month | $ 3,357.18 |
| | | |contract. Includes DataWalk Maintenance Standard (TIER 1). | |
| | | |Monthly fee. | |
|511210 |DW-TL-5U-T2 |TIER level: 11-25 |DataWalk Term License - Add 5 Concurrent Users. Minimum 6-month| $ 2,690.68 |
| | | |contract. Includes DataWalk Maintenance Standard (TIER 2). | |
| | | |Monthly fee. | |
|511210 |DW-TL-5U-T3 |TIER level: 26-50 |DataWalk Term License - Add 5 Concurrent Users. Minimum 6-month | $ 2,295.72 |
| | | |contract. Includes DataWalk Maintenance Standard (TIER 3). | |
| | | |Monthly fee. | |
|511210 |DW-TL-5U-T4 |TIER level: 51-100 |DataWalk Term License - Add 5 Concurrent Users. Minimum 6-month | $ 2,073.55 |
| | | |contract. Includes DataWalk Maintenance Standard (TIER 4). | |
| | | |Monthly fee. | |
|511210 |DW-TL-5U-T5 |TIER level: 101+ |DataWalk Term License - Add 5 Concurrent Users. Minimum 6-month | $ 1,962.47 |
| | | |contract. Includes DataWalk Maintenance Standard (TIER 5). | |
| | | |Monthly fee. | |
|511210 |DW-TL-1TB-T1 |TIER level: Up to 10 |DataWalk Term License - 1TB Database Capacity. Minimum 6-month | $ 888.66 |
| | | |contract. Includes DataWalk Maintenance Standard (TIER 1). | |
| | | |Monthly fee. | |
|511210 |DW-TL-1TB-T2 |TIER level: 11-25 |DataWalk Term License - 1TB Database Capacity. Minimum 6-month | $ 804.74 |
| | | |contract. Includes DataWalk Maintenance Standard (TIER 2). | |
| | | |Monthly fee. | |
|511210 |DW-TL-1TB-T3 |TIER level: 26-50 |DataWalk Term License - 1TB Database Capacity. Minimum 6-month | $ 775.11 |
| | | |contract. Includes DataWalk Maintenance Standard (TIER 3). | |
| | | |Monthly fee. | |
|511210 |DW-TL-1TB-T4 |TIER level: 51-100 |DataWalk Term License - 1TB Database Capacity. Minimum 6-month | $ 760.30 |
| | | |contract. Includes DataWalk Maintenance Standard (TIER 4). | |
| | | |Monthly fee. | |
|511210 |DW-TL-1TB-T5 |TIER level: 101+ |DataWalk Term License - 1TB Database Capacity. Minimum 6-month | $ 715.87 |
| | | |contract. Includes DataWalk Maintenance Standard (TIER 5). | |
| | | |Monthly fee. | |
|511210 |DW-TL-C-T1 |TIER level: 10-100 |DataWalk Term License - Add 1 Core. Minimum 6-month contract. | $ 1,727.96 |
| | | |Includes DataWalk Maintenance Standard (TIER 1). Monthly fee. | |
|511210 |DW-TL-C-T2 |TIER level: 101-500 |DataWalk Term License - Add 1 Core. Minimum 6-month contract. | $ 1,604.53 |
| | | |Includes DataWalk Maintenance Standard (TIER 2). Monthly fee. | |
|511210 |DW-TL-C-T3 |TIER level: 501-1000 |DataWalk Term License - Add 1 Core. Minimum 6-month contract. | $ 1,481.11 |
| | | |Includes DataWalk Maintenance Standard (TIER 3). Monthly fee. | |
|511210 |DW-TL-C-T4 |TIER level: 1001-2500 |DataWalk Term License - Add 1 Core. Minimum 6-month contract. | $ 1,357.68 |
| | | |Includes DataWalk Maintenance Standard (TIER 4). Monthly fee. | |
|511210 |DW-TL-C-T5 |TIER level: 2501-5000 |DataWalk Term License - Add 1 Core. Minimum 6-month contract. | $ 1,234.26 |
| | | |Includes DataWalk Maintenance Standard (TIER 5). Monthly fee. | |
|511210 |DW-TL-API |API License |DataWalk Term License - API/RESTful Access, per Installation, | $ 1,234.26 |
| | | |required for Automated Output Communication. Min. 6-months | |
| | | |contract. Includes DataWalk Maintenance Standard. Monthly fee. | |
|511210 |DW-TL-NP |Non-Production License |DataWalk Term Non-production License: limited to pre-production,| $ 1,234.26 |
| | | |testing, development and backup usage. Per instance. No limit on| |
| | | |number of users, number of TB is limited to number of TB | |
| | | |purchased. Minimum 6-month contract. Includes DataWalk | |
| | | |Maintenance Standard. Monthly fee. | |
|511210 |DW-TL-POC |PoC license |DataWalk Term License for Proof of Concept. Limited to 30 days, | $ 24,685.14 |
| | | |5 concurrent users and 1TB Database Capacity | |
|511210 |DW-PL-BASE-Maint |Maintenance and Support |One-year standard support and maintenance for DataWalk. Includes| $ 17,773.30 |
| | |Standard fee |upgrades; bug fixes; phone and email support; and access to | |
| | | |customer portal including e-training, demos, tutorials, and | |
| | | |documentation. Maintenance fee paid annually in advance. | |
|511210 |DW-PL-5-Maint-T1 |Maintenance and Support |One-year standard support and maintenance for DataWalk. Includes| $ 12,332.49 |
| | |Standard fee for 5 Users - |upgrades; bug fixes; phone and email support; and access to | |
| | |TIER (0-10) |customer portal including e-training, demos, tutorials, and | |
| | | |documentation. Maintenance fee paid in advance annually. | |
|511210 |DW-PL-5-Maint-T2 |Maintenance and Support |One-year standard support and maintenance for DataWalk. Includes| $ 9,884.13 |
| | |Standard fee for 5 Users - |upgrades; bug fixes; phone and email support; and access to | |
| | |TIER (11-25) |customer portal including e-training, demos, tutorials, and | |
| | | |documentation. Maintenance fee paid in advance annually. | |
|511210 |DW-PL-5-Maint-T3 |Maintenance and Support |One-year standard support and maintenance for DataWalk. Includes| $ 8,433.25 |
| | |Standard fee for 5 Users - |upgrades; bug fixes; phone and email support; and access to | |
| | |TIER (26-50) |customer portal including e-training, demos, tutorials, and | |
| | | |documentation. Maintenance fee paid in advance annually. | |
|511210 |DW-PL-5-Maint-T4 |Maintenance and Support |One-year standard support and maintenance for DataWalk. Includes| $ 7,617.13 |
| | |Standard fee for 5 Users - |upgrades; bug fixes; phone and email support; and access to | |
| | |TIER (51-100) |customer portal including e-training, demos, tutorials, and | |
| | | |documentation. Maintenance fee paid in advance annually. | |
|511210 |DW-PL-5-Maint-T5 |Maintenance and Support |One-year standard support and maintenance for DataWalk. Includes| $ 7,209.07 |
| | |Standard fee for 5 Users - |upgrades; bug fixes; phone and email support; and access to | |
| | |TIER (100+) |customer portal including e-training, demos, tutorials, and | |
| | | |documentation. Maintenance fee paid in advance annually. | |
|511210 |DW-DL-1TB-T1-Maint |Maintenance and Support |One-year standard support and maintenance for DataWalk Includes | $ 3,264.48 |
| | |Standard fee for 1TB (TIER |upgrades; bug fixes; phone and email support; and access to | |
| | |0-10) |customer portal including e-training, demos, tutorials, and | |
| | | |documentation. Maintenance fee paid in advance annually | |
|511210 |DW-DL-1TB-T2-Maint |Maintenance and Support |One-year standard support and maintenance for DataWalk Includes | $ 2,956.17 |
| | |Standard fee for 1TB (TIER |upgrades; bug fixes; phone and email support; and access to | |
| | |11-25) |customer portal including e-training, demos, tutorials, and | |
| | | |documentation. Maintenance fee paid in advance annually | |
|511210 |DW-DL-1TB-T3-Maint |Maintenance and Support |One-year standard support and maintenance for DataWalk Includes | $ 2,847.36 |
| | |Standard fee for 1TB (TIER |upgrades; bug fixes; phone and email support; and access to | |
| | |26-50) |customer portal including e-training, demos, tutorials, and | |
| | | |documentation. Maintenance fee paid in advance annually | |
|511210 |DW-DL-1TB-T4-Maint |Maintenance and Support |One-year standard support and maintenance for DataWalk Includes | $ 2,792.95 |
| | |Standard fee for 1TB (TIER |upgrades; bug fixes; phone and email support; and access to | |
| | |51-100) |customer portal including e-training, demos, tutorials, and | |
| | | |documentation. Maintenance fee paid in advance annually | |
|511210 |DW-DL-1TB-T5-Maint |Maintenance and Support |One-year standard support and maintenance for DataWalk Includes | $ 2,629.72 |
| | |Standard fee for 1TB (TIER |upgrades; bug fixes; phone and email support; and access to | |
| | |100+) |customer portal including e-training, demos, tutorials, and | |
| | | |documentation. Maintenance fee paid in advance annually | |
|511210 |DW-PL-1C-Maint-T1 |Maintenance and Support |One-year standard support and maintenance for DataWalk. Includes| $ 6,347.61 |
| | |Standard fee for 1 Core - |upgrades; bug fixes; phone and email support; and access to | |
| | |TIER (10-100) |customer portal including e-training, demos, tutorials, and | |
| | | |documentation. Maintenance fee paid in advance annually. | |
|511210 |DW-PL-1C-Maint-T2 |Maintenance and Support |One-year standard support and maintenance for DataWalk. Includes| $ 5,894.21 |
| | |Standard fee for 1 Core - |upgrades; bug fixes; phone and email support; and access to | |
| | |TIER (101-500) |customer portal including e-training, demos, tutorials, and | |
| | | |documentation. Maintenance fee paid in advance annually. | |
|511210 |DW-PL-1C-Maint-T3 |Maintenance and Support |One-year standard support and maintenance for DataWalk. Includes| $ 5,440.81 |
| | |Standard fee for 1 Core - |upgrades; bug fixes; phone and email support; and access to | |
| | |TIER (501-1000) |customer portal including e-training, demos, tutorials, and | |
| | | |documentation. Maintenance fee paid in advance annually. | |
|511210 |DW-PL-1C-Maint-T4 |Maintenance and Support |One-year standard support and maintenance for DataWalk. Includes| $ 4,987.41 |
| | |Standard fee for 5 Users - |upgrades; bug fixes; phone and email support; and access to | |
| | |TIER (1001-2500) |customer portal including e-training, demos, tutorials, and | |
| | | |documentation. Maintenance fee paid in advance annually. | |
|511210 |DW-PL-1C-Maint-T5 |Maintenance and Support |One-year standard support and maintenance for DataWalk. Includes| $ 4,534.01 |
| | |Standard fee for 1 Core - |upgrades; bug fixes; phone and email support; and access to | |
| | |TIER (2501-5000) |customer portal including e-training, demos, tutorials, and | |
| | | |documentation. Maintenance fee paid in advance annually. | |
|511210 |DW-PL-API-Maint |Maintenance and Support |One-year standard support and maintenance for API/RESTful | $ 4,534.01 |
| | |Standard Fee For API License |Access, per Installation, required for automated output | |
| | | |communication DataWalk Perpetual License - API/RESTful Access, | |
| | | |per Installation, required for Automated Output Communication. | |
| | | |Maintenance fee paid in advance annually. | |
|511210 |DW-PL-NP-Maint |Maintenance and Support |One-year standard support and maintenance for DataWalk | $ 4,534.01 |
| | |Standard fee for |Non-Production License. Includes upgrades; bug fixes; phone and | |
| | |Non-Production License |email support; and access to customer portal including | |
| | | |e-training, demos, tutorials, and documentation. Maintenance fee| |
| | | |paid in advance annually | |
|611420 |DW-TR-CTT |Complete Track Training |DataWalk Fundamentals (business training + analytical, expert | $ 7,899.24 |
| | |Course |methods), Technical Training, System Administration Training. | |
| | | |4-day course. Up to 12 students. If the class is delivered on | |
| | | |the customer site, then customer pays travel expenses for the | |
| | | |instructors. | |
|611420 |DW-TR-FUND |DataWalk Fundamentals |Business training + analytical, expert methods to solve specific| $ 4,443.32 |
| | | |problems. 2-day course. Up to 12 students. If the class is | |
| | | |delivered on the customer site, then customer pays travel | |
| | | |expenses for the instructors. | |
|611420 |DW-TR-TECH |Technical Training |Building data structure with sets and connections. Computed | $ 2,468.51 |
| | | |columns, scoring, DataWalk configuration. 1-day course. Up to 12| |
| | | |students. If the class is delivered on the customer site, then | |
| | | |the customer cover travel expenses for the instructors. | |
|611420 |DW-TR-ADMIN |System Administration |Including performance and scalability, permissions, | $ 2,468.51 |
| | |Training |infrastructure requirements, hardware configuration, DB & server| |
| | | |Apps installation and configuration. Permissions schema.1-day | |
| | | |course. Up to 12 students. If the class is delivered on the | |
| | | |customer site, then the customer cover travel expenses for the | |
| | | |instructors. | |
© 2018, DataWalk, Inc.
DATAWALK, INC. SOFTWARE LICENSE AGREEMENT
IMPORTANT - READ BEFORE COPYING, INSTALLING, OR USING THE SOFTWARE
DataWalk, Inc., a Delaware corporation, is referred to in this Agreement as “DataWalk”, “we”, and/or “our”. As used herein, the term “you” or “your” means an Ordering Activity (an entity entitled to order under GSA Schedule contracts as defined in GSA Order ADM 4800.2I, as may be revised from time to time).
The Government agency entering into this Agreement shall not use or load the DataWalk software and any materials or documentation associated therewith (collectively, the “Software”) until an appropriate and authorized contracting officer of the agency has provided approval by issuing a task order. By loading or using the Software, the Ordering Activity or Government agency that does so accepts and agrees to the terms of this Agreement.
Article 1. Definitions.
1.1. Access. The term “Access” and variants thereof shall mean to store data in, retrieve data from, or otherwise approach or make use of the Software (directly or indirectly) through electronic means or otherwise.
1.2. Confidential Information. The term “Confidential Information” shall mean all information disclosed by DataWalk to you that is identified by DataWalk as proprietary or confidential at the time of disclosure or reasonably thereafter after being notified or learning that the information has proprietary or confidential value to DataWalk. Confidential Information shall include the Software, and the Documentation. Confidential information shall not include information that is: (i) already in the public domain or subsequently enters the public domain through no fault of you, (ii) already known to you as shown by your written records; (iii) independently developed by you as shown by your written records, (iv) disclosed to you by a third party who is not obligated to keep the information confidential as shown by your written records; (v) released by DataWalk without restriction, or (vi) required by court order to be released by you; (vii) otherwise required by law to be released.
1.3. Documentation. The term “Documentation” shall mean Software release notes, the installation guide, and the user’s manual.
1.4. Unauthorized Access. The term “Unauthorized Access” shall mean any Access to the Software or the Documentation by any person not licensed or authorized to use the Software, except for the exclusive purposes of using the Software as permitted by this Agreement.
1.5. User. The term “User” shall mean your employees, contractors, and agents authorized by you to Access the Software and use the Documentation for the purposes permitted by the Agreement.
Article 2. The License.
2.1. Grant of License. DataWalk hereby grants to you a limited, non-exclusive, and non-transferable License to use the Software and the Documentation for the term of this Agreement solely for the purpose of use that the Software was designed to be used for which you have paid the required license fees. DataWalk does not grant you any right to grant sublicenses, lease or distribute the Software to third parties. Other than as specifically described herein, no right or license is granted to use, access, or benefit from any of DataWalk’s trademarks, patents, copyrights, trade secrets or other intellectual property rights, and DataWalk expressly retains all rights not granted herein. You shall not (i) make any statement that the Software is “certified,” or that its performance is guaranteed, by DataWalk, or (ii) use DataWalk’s name or trademarks in connection with any integrated product without DataWalk’s prior written permission, which may be granted or withheld in its sole discretion.
2.2. Restrictions. You shall not make any copies of the Software or the Documentation, except you may make one (1) copy of the Documentation for archival purposes. You shall not resell, transfer or sublicense the Software, Documentation, or any copies thereof to any other person or entity. You shall not modify, decompile, disassemble, translate, or reverse engineer the Software, or otherwise attempt to derive any of the Software’s source code. You shall not use this software, related materials, help files, support or configuration files to create or contribute to the development of a competing product. You shall not use the Software for service bureau or time-sharing purposes, or in any other way allow third parties to exploit the Software. You shall use and Access the Software in compliance with all federal, state, and local laws and regulations, including, but not limited to, any applicable export controls.
2.3. Additional Obligations. You shall prevent Unauthorized Access to the Software and the Documentation. You shall inform all Users of the scope of your license under Section 2.1, the restrictions under Section 2.2, and your confidentiality obligations under Article 3 herein.
2.4. Audits. DataWalk shall have the right to audit, at its own expense, your compliance with your obligations and restrictions under this Agreement. Any such audit shall be conducted only after reasonable notice, consistent with all security measures of the Ordering Activity, and only during normal business hours.
Article 3. Intellectual Property.
3.1. Ownership and Title. DataWalk owns exclusively all rights, title to, and interest in the Software and the Documentation. Without limitation, title to the Software and the Documentation, including ownership rights to patents, copyrights, trademarks, and trade secrets therein, is and shall remain the exclusive property of DataWalk.
3.2. Use of Confidential Information. You shall not duplicate, use, or disclose Confidential Information, except as otherwise permitted under the Agreement, or as otherwise permitted or authorized by DataWalk in writing before your duplication, use or disclosure of the Confidential Information. Upon DataWalk’s prior written approval, which may be withheld at its sole discretion for any reason whatsoever, you may publish the results of your evaluation of the Software. Thirty (30) days before any proposed publication, you shall submit a copy of the proposed publication to DataWalk for its review, comments, and approval. As used herein, the terms “publish” and “publication” refer to: (i) any public disclosure or (ii) disclosure to any person not obligated to DataWalk to keep such information confidential.
3.3. Trade Secrets. You hereby acknowledge and agree that the Confidential Information: (i) derives independent economic value (actual or potential) from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use; (ii) is the subject of reasonable efforts under the circumstance to maintain its secrecy; and, (iii) therefore, contains trade secrets.
(a) Exception & Immunity. Pursuant to the United States Defend Trade Secrets Act of 2016, 18 U.S.C. Section 1833(b), you are on notice and acknowledge that, notwithstanding the foregoing or any other provision of this Agreement:
(i) Immunity. An individual shall not be held criminally or civilly liable under any United States or State trade secret law for the disclosure of a trade secret that: (A) is made (i) in confidence to a United States, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal.
(ii) Use of Trade Secret Information in an Anti-Retaliation Lawsuit. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.
3.4. Ownership of Software Modifications. If you or Users modify the Software or use it to develop computer software or other works of authorship (as defined by the U.S. Copyright Act), such modifications, developed software, or works of authorship shall be the sole and exclusive property of DataWalk, and DataWalk shall own all of the right, title, and interest in and to such modifications, works of authorship, and any resulting computer software, including, but not limited to, any and all copyrights, patent rights, trademarks, and trade secrets related thereto.
Article 4. Representations and Warranties.
4.1. From DataWalk.
(a) Regarding Function. DataWalk represents and warrants that following installation of the Software, the Software will perform materially as described in its Documentation and other specifications.
(b) Regarding Intellectual Property Rights in the Software. Subject to the next sentence, DataWalk represents and warrants that it is the owner of the Software and of each and every component thereof, or the recipient of a valid license thereto, and that it has and will maintain the full power and authority to grant the rights granted in this Agreement without the further consent of any third party. DataWalk’s representations and warranties in the preceding sentence do not apply to the extent that the infringement arises out of any of the following conditions: (a) your breach of this Agreement; (b) revisions to the Software made without DataWalk’s written consent; (c) your failure to incorporate upgrades that DataWalk provides to you that would have avoided the alleged infringement, provided that DataWalk offers you such upgrades without charges not otherwise required under this Agreement; or (d) use of the Software in combination with hardware or software not provided by DataWalk. In the event of a breach of any warranty in this Section 4.1(b), DataWalk, at its own expense, will promptly take one of the following actions: (i) secure for you the right to continue using the Software; or (ii) replace or modify the Software to make it non-infringing, provided that such modification or replacement will not materially degrade any functionality listed in the Specifications or Documentation; provided, however, that if the exercise of rights under the preceding (i) or (ii) would in DataWalk’s opinion be commercially unreasonable, then, (iii) upon DataWalk’s receipt of your written representation and promise that you have removed all instances of the Software and will not further use the Software: (A) if a subscription license is at issue, then DataWalk shall refund to you a pro-rata amount of the pre-paid license fees for the Software corresponding to the portion of the then-current subscription term for such Software after the date of such termination; or (B) if a perpetual license is at issue, then DataWalk shall refund to you the amortized portion of the perpetual license fees paid hereunder for such Software, based upon a straight-line three-year depreciation calculation beginning on the date of delivery of the Software under a perpetual license to you. In conjunction with your right to terminate for breach where applicable, and under the provisions of Article 5 below, the preceding two sentences state DataWalk’s sole obligation and liability, and your sole remedy, for breach of a warranty in this Section 4.1(b) and for potential or actual intellectual property infringement by the Software. If DataWalk elects to refund license fees under this Section 4.1(b), it shall not be obligated to refund costs or fees paid by you for support, setup, configuration, or maintenance of the Software.
4.2. Warranty Disclaimers. Except for the express warranties in Section 4.1(a) and 4.1(b) above, DATAWALK MAKES NO WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Except for the express warranties in Section 4.1(a) and 4.1(b) above, DataWalk does not warrant that the Software will perform without error or that it will run without immaterial interruption. DataWalk makes no warranty regarding, and will have no responsibility for, any claim arising out of: (a) a modification of the Software made by anyone other than DataWalk, unless DataWalk approves such modification in writing; or (b) use of the Software in combination with any operating system not authorized in the specifications or Documentation or with hardware or software specifically forbidden by the specifications or Documentation.
4.3 This clause does not limit or disclaim any of the warranties specified in the GSA Schedule 70 contract under FAR 52.212-4(o). In the event of a breach of warranty, the U.S. Government reserves all rights and remedies under the contract, the Federal Acquisition Regulations, and the Contract Disputes Act, 41 U.S.C. 7101-7109.
Article 5. Indemnification. [Intentionally blank.]
Article 6. Limitation Of Liability.
6.1. IN NO EVENT SHALL DATAWALK OR ITS SUPPLIERS BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, OR SPECIAL DAMAGES, WHATSOEVER (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, BUSINESS INTERRUPTION, LOST WAGES, PRODUCTIVITY, OR MANPOWER, OR LOST INFORMATION) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF DATAWALK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY, EXCEPT FOR THOSE SUCH DAMAGES THAT ARE AWARDED ON THIRD PARTY INTELLECTUAL PROPERTY CLAIMS AGAINST YOU OR YOUR ASSOCIATES (AS DEFINED IN ARTICLE 6 ABOVE). SOME JURISDICTIONS PROHIBIT EXCLUSION OR LIMITATION OF LIABILITY FOR IMPLIED WARRANTIES OR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION.
6.2. THE LIABILITIES LIMITED BY THIS ARTICLE 6 APPLY: (a) TO LIABILITY FOR NEGLIGENCE; (b) REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, STATUTE, STRICT PRODUCT LIABILITY, OR OTHERWISE (SUBJECT TO THE LIMITATIONS OF SECTION 6.1 ABOVE); (c) EVEN IF DATAWALK IS ADVISED IN ADVANCE OF THE POSSIBILITY OF THE DAMAGES IN QUESTION AND EVEN IF SUCH DAMAGES WERE FORESEEABLE; AND (d) EVEN IF YOUR REMEDIES FAIL OF THEIR ESSENTIAL PURPOSE. If applicable law limits the application of the provisions of this Article 6, DataWalk’s liability will be limited to the maximum extent permissible. For the avoidance of doubt, DataWalk’s liability limits and other rights set forth in this Article 6 apply likewise to DataWalk’s parent companies, affiliates, licensors, suppliers, advertisers, agents, sponsors, directors, officers, employees, consultants, and other representatives.
6.3. Section 6.1 above does not apply to: (a) claims pursuant to Article 5 above; or (b) claims for attorneys’ fees and other litigation costs recoverable by the prevailing party in any action.
6.4 This clause shall not impair the U.S. Government’s right to recover for fraud or crimes arising out of or related to this Contract under any federal fraud statute, including the False Claims Act, 31 U.S.C. 3729-3733. Furthermore, this clause shall not impair nor prejudice the U.S. Government’s right to express remedies provided in the GSA Schedule contract (e.g., clause 552.238-75 – Price Reductions, clause 52.212-4(h) – Patent Indemnification, and GSAR 552.215-72 – Price Adjustment – Failure to Provide Accurate Information).
Article 7. Term and Termination.
7.1. Term. For any perpetual license of the Software granted to you under this Agreement, the term of this Agreement’s effect shall be for as long as you or any User uses or Accesses the Software. For any license of the Software granted to you under this Agreement for a specific period, the term of this Agreement’s effect shall be for that period.
7.2. Effects of Termination of the Agreement. Upon termination of this Agreement, you shall cease all use of and Access to the Software and delete, destroy, or return all copies of the Documentation and in your possession or control. The following provisions shall survive termination or expiration of this Agreement: (a) any of your obligations to pay fees incurred before termination; (b) Articles and Sections 2.2, 2.4, 3, 4.2, 5, 6, and 8; and, (c) any other provision of this Agreement that must survive to fulfill its essential purpose.
Article 8. Dispute Resolution. [Intentionally blank]
Article 9. Miscellaneous.
9.1. Independent Contractors. The parties hereto are independent contractors and will so represent themselves in all regards. Neither party is the agent, partner, or joint venture of the other, and neither may take any actions to bind or obligate the other party whatsoever.
9.2. Notices. Any notice required or permitted to be given under this Agreement shall be sufficient if in writing and if personally delivered, mailed by first class mail (postage prepaid), or by other carrier, by facsimile, or by electronic mail, to either party at their current address, fax number, or electronic mail address or on file with the other party hereto. Each party is responsible at all times for providing the other with its most current business address (not P.O. box), telephone number, facsimile number (if any), and electronic mail address.
9.3. Force Majeure. No delay, failure, or default, other than a failure to pay fees when due, will constitute a breach of this Agreement to the extent caused by acts of war, terrorism, hurricanes, earthquakes, other acts of God or of nature, strikes or other labor disputes, riots or other acts of civil disorder, embargoes, or other causes beyond the performing party’s reasonable control.
9.4. Assignment and Successors. You may not assign this Agreement or any of its rights or obligations hereunder without DataWalk’s express written consent. Any attempted assignment or delegation without such consent will be void. DataWalk may assign this Agreement in whole or part in accordance with FAR 42.1204. Except to the extent forbidden in this Section 9.4, this Agreement will be binding upon and inure to the benefit of the parties’ respective successors and assigns.
9.5. Severability. To the extent permitted by applicable law, the parties hereby waive any provision of law that would render any clause of this Agreement invalid or otherwise unenforceable in any respect. In the event that a provision of this Agreement is held to be invalid or otherwise unenforceable, such provision will be interpreted to fulfill its intended purpose to the maximum extent permitted by applicable law, and the remaining provisions of this Agreement will continue in full force and effect.
9.6. No Waiver. Neither party will be deemed to have waived any of its rights under this Agreement by lapse of time or by any statement or representation other than by an authorized representative in an explicit written waiver. No waiver of a breach of this Agreement will constitute a waiver of any other breach of this Agreement.
9.7. Headings. The headings and captions of the Agreement are inserted for reference and convenience and do not define, limit, or describe the scope or intent of the Agreement or any particular article, section, or provision.
9.8. Government Restricted Rights. The Software may be provided with restricted rights. Use, duplication, or disclosure for or by the government of the United States, including without limitation any of its agencies or instrumentalities, is subject to restrictions set forth, as applicable: (i) in subparagraphs (a) through (d) of the Commercial Computer Software-Restricted Rights clause at FAR 52.227-19; or (ii) in similar clauses in other federal regulations, including the NASA FAR supplement. The contractor or manufacturer is DataWalk. You shall not remove or deface any restricted rights notice or other legal notice appearing in the Software or on any packaging or other media associated with the Software.
9.9. Bankruptcy Rights. The rights and licenses granted to you under this Agreement are licenses to “intellectual property” rights, as defined in Section 365(n) of the United States Bankruptcy Code (11 U.S.C. Sections 101, et seq.). If DataWalk is subject to any proceeding under the United States Bankruptcy Code, and DataWalk as debtor in possession or its trustee in bankruptcy rejects this Agreement, you may, pursuant to 11 U.S.C. Section 365(n)(1) and (2), retain any and all rights granted to you under Section 2.1 above to the maximum extent permitted by law. This Section 9.9 will not be construed to limit or restrict any right or remedy not set forth in this section, including without limitation the right to retain any license or authority this Agreement grants pursuant to any provision other than Section 2.1 above.
9.10. Choice of Law. This Agreement will be governed solely by the internal laws of the United States of America, including without limitation applicable federal law, without reference to: (a) any conflicts of law principle that would apply the substantive laws of another jurisdiction to the parties’ rights or duties; (b) the 1980 United Nations Convention on Contracts for the International Sale of Goods; or (c) other international laws.
9.11. Attorney’s Fees. [Intentionally blank]
9.12. Construction. The parties agree that the terms of this Agreement result from negotiations between them. This Agreement will not be construed in favor of or against either party by reason of authorship.
9.13. Technology Export. You shall not: (a) permit any third party to Access or use the Software in violation of any U.S. law or regulation; or (b) export the Software or otherwise remove it from the United States except in compliance with all applicable U.S. laws and regulations. Without limiting the generality of the foregoing, you shall not permit any third party to Access or use the Software in, or export it to, a country subject to a United States embargo. You shall ensure that no third party that transacts business with DataWalk has Access to or uses the Software in, or exports it to, a country subject to a United States embargo.
9.14. Entire Agreement. This Agreement, the GSA Schedule contract, and the individual ordering document set forth the entire agreement of the parties hereto and supersedes all prior or contemporaneous writings, negotiations, and discussions with respect to its subject matter. Neither party has relied upon any such prior or contemporaneous communications.
9.15. Amendment. This Agreement may not be amended except through a writing executed by authorized representatives of each party.
TEXTIQ PRODUCTS AND PRICING
|SIN |PART NUMBER |PRODUCT NAME |PRODUCT DESCRIPTION |GSA PRICE |
|511210 |PrivIQ-001 |PrivIQ analysis for documents 1 to 100,000 of project|PrivIQ analysis for documents 1 to 100,000 of project| $ 1.17 |
|511210 |PrivIQ-002 |PrivIQ analysis for documents 100,001 to 500,000 of |PrivIQ analysis for documents 100,001 to 500,000 of | $ 0.83 |
| | |project |project | |
|511210 |PrivIQ-003 |PrivIQ analysis for documents 500,001 to 1,000,000 of|PrivIQ analysis for documents 500,001 to 1,000,000 of| $ 0.73 |
| | |project |project | |
|511210 |PrivIQ-004 |PrivIQ analysis for documents 1,000,001 to 5,000,000 |PrivIQ analysis for documents 1,000,001 to 5,000,000 | $ 0.64 |
| | |of project |of project | |
|511210 |PrivIQ-005 |PrivIQ analysis for documents 5,000,001 to 10,000,000|PrivIQ analysis for documents 5,000,001 to 10,000,000| $ 0.54 |
| | |of project |of project | |
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MASTER LICENSE AND SERVICE AGREEMENT
THIS MASTER LICENSE AND SERVICE AGREEMENT (“AGREEMENT”) IS ENTERED INTO AS OF THE DATE OF THE LAST SIGNATURE BELOW (“EFFECTIVE DATE”) BETWEEN TEXT IQ, INC. (“TEXT IQ”) AND THE ORDERING ACTIVITY UNDER GSA SCHEDULE CONTRACTS IDENTIFIED IN THE SIGNATURE BLOCK (“CUSTOMER”).
The parties, intending to be legally bound, agree as follows:
1. DEFINITIONS.
a. “Affiliate” means any entity in which Customer owns greater than 50 percent of the voting securities and which Controls, is Controlled by, or under common Control with, Customer. For the purposes of this Section 1.a, “Control” shall mean the power to direct management operations.
b. “Authorized User” shall mean any employee of Customer, or any employee of a contractor, subcontractor or business third party of Customer, who requires access to the Service in connection with Customer’s internal business operations.
c. “Confidential Information” means, with respect to Text IQ, the Software, Professional Services, Documentation, Deliverables, and all financial, technical, business, and credit information, including without limitation, all market analyses and market expansion plans, all revenue and profit analyses and projections; all technical information, (including, without limitation, all implemented or planned product and service improvements or changes); and all other information relating to its business operations which was disclosed or provided or became known through their relationship and which a reasonable person would likely find to be confidential or proprietary; and means, with respect to the Customer, any non-public company information, including without limitation any customer data, information or lists; all financial, business, and credit information and all other information relating to its business operations which was disclosed or provided or became known through their relationship, and which a reasonable person would likely find to be confidential or proprietary, and which is marked or identified as such.
d. “Deliverables” shall mean the work product of any Professional Services performed under a Statement of Work to this Agreement.
e. “Documentation” shall mean the documentation provided by Text IQ and made generally available to similarly situated customers of the Service.
f. “Professional Services” shall mean those services performed by Text IQ in support of any Software licensed or subscribed to by Customer under this Agreement, and resulting in Deliverables. Professional Services shall be documented in a Statement of Work and may include, but are not limited to, support services, training and education services, and implementation services, including installation, configuration, project and program management, and development performed pursuant to a Statement of Work.
g. “Software” means the software subscribed to by Customer and licensed by Text IQ under this Agreement (inclusive of any updates or modifications made by Text IQ and made generally available to similarly situated Text IQ customers) and which are made available to Customer upon the execution of a Statement of Work or Order Form explicitly granting a subscription license to Use such software.
h. “Statement of Work” shall mean the document(s) made part of this Agreement when, from time to time duly executed by the parties, and used to order the Software and/or any Professional Services under this Agreement. Each such fully executed Statement of Work is hereby incorporated into this Agreement.
i. “Use” means to activate, or cause to be activated, whether directly or indirectly, the processing capabilities of the Software. For the avoidance of doubt, Use shall include Text IQ’s Use of the Software on Customer’s behalf in accordance with the terms of this Agreement and any Statements of Work executed hereunder.
2. USE RIGHTS AND RESTRICTIONS.
a. Access: Subject to Customer’s compliance with the terms and conditions of this Agreement, Text IQ hereby agrees that Customer and its Affiliates, have the right to access and Use the Software, Documentation, Professional Services and Deliverables during the term of this Agreement for the internal business purposes of Customer only as provided under this Agreement. For clarity, no source code for the Software will be provided to Customer hereunder. To the extent this Agreement conflicts with the terms of any Statement of Work, the terms of the Statement of Work shall govern.
b. Restrictions:
i) Use of the Software is restricted to Authorized Users of Customer.
ii) Unless otherwise agreed to in writing by the parties, Customer will not (and will not allow any third party to): (a) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of the Software; (b) modify, translate, or create derivative works based on the Software, Documentation, Professional Services or Deliverables; (c) copy, rent, lease, distribute, pledge, assign, or otherwise transfer or encumber rights to the Software, Documentation or Deliverables; (d) use the Software, Documentation or Deliverables for timesharing or service bureau purposes or otherwise for the benefit of a third party, other than end users of Customer; or (e) remove or otherwise alter any proprietary notices or labels from the Software, Documentation or Deliverables, or any portion thereof. Customer will use the Software, Documentation and Deliverables only in compliance with the rights granted hereunder and in accordance with all applicable laws, including, but not limited to, laws related to privacy (whether applicable within the United States, the European Union, or otherwise), intellectual property, consumer and child protection, obscenity, and defamation. Customer shall not make any representations, warranties, or guarantees with respect to the Software, Professional Services, Documentation or Deliverables that purport to be by or on behalf of Text IQ, to any person or entity.
c. Ownership. Except as otherwise set forth in a Statement of Work and for the access expressly granted under this Section 2, Text IQ retains all right, title, and interest in and to the Software, Documentation, Professional Services and Deliverables (and all software, products, works, and other intellectual property created, used, or provided by Text IQ for the purposes of this Agreement).
i) Unless otherwise explicitly agreed to by the parties in writing, nothing in this Agreement or any Statement of Work made hereunder shall be considered a work made for hire, and Text IQ retains all intellectual property and proprietary rights in any modifications, updates or improvements to the Software, as well as all Deliverables developed pursuant to this Agreement.
ii) Customer shall retain all independently developed or pre-existing intellectual property, including without limitation, all data and customer information.
3. PAYMENT OF FEES
a. Customer will pay Text IQ fees for the Software and Professional Services as set forth in the applicable Statement of Work in accordance with the GSA Pricelist (“Fees”). Unless otherwise specified in a Statement of Work, Customer shall pay all invoices issued under this Agreement in U.S. dollars within thirty (30) days from receipt date of invoice..
b. For any Professional Services for which fees are billed in arrears, Text IQ will invoice Customer following completion of the Professional Services.
c. Unpaid invoices are subject to an interest charge governed by the Prompt Payment Act (31 USC 3901 et seq) and Treasury regulations at 5 CFR 1315.
d. Text IQ shall state separately on invoices taxes excluded from the fees, and the Customer agrees either to pay the amount of the taxes (based on the current value of the equipment) or provide evidence necessary to sustain an exemption, in accordance with FAR 52.229-1 and FAR 52.229-3.
e. If Customer believes that Text IQ has billed Customer incorrectly, Customer must notify Text IQ thereof (in writing) no later than sixty (60) days after the date of the invoice, otherwise the amount invoice shall be conclusively deemed correct by the parties.
f. RESERVED.
4. TERM AND TERMINATION.
a. Term: Subject to earlier termination as provided below, this Agreement shall commence on the Effective Date and continue until such time as it is terminated by either party in accordance with this Section 4, the Federal Acquisition Regulation and the Contract Disputes Act.
b. When the End User is an instrumentality of the U.S., recourse against the United States for any alleged breach of this Agreement must be brought as a dispute under the contract Disputes Clause (Contract Disputes Act). During any dispute under the Disputes Clause, Text IQ shall proceed diligently with performance of this Agreement, pending final resolution of any request for relief, claim, appeal, or action arising under the Agreement, and comply with any decision of the Contracting Officer. Upon the expiration or termination of this Agreement, (i) Customer will immediately discontinue all use of the Professional Services and Software, return all hardware provided by Text IQ (if any), and destroy all copies of the Software in Customer’s possession (if any); (ii) each party shall return to the other party any and all confidential information of the other party in its possession (including any Customer Confidential Information) and (iii) the license granted in Section 2 will immediately terminate. Sections 3, 5, 6, 7, 9, 10, 11 and 12 will survive termination or expiration of this Agreement. Termination shall not relieve Customer of the obligation to pay Text IQ the fees set forth in the Statement of Work.
5. COLLECTED DATA. Customer agrees and acknowledges that (a) the Software and Text IQ may collect and process information and statistics related to Customer’s use of the Software, the Software’s performance, or Customer’s network, computer systems or servers (such collected data, “Collected Data”), and (b) as between the parties, Text IQ owns and retains all right, title and interest in and to any such Collected Data generated or collected in connection with the Software, the Professional Services and this Agreement, and may use such Collected Data without restriction or payment to Customer. Text IQ will not publicly disclose Collected Data in a manner that would make any privileged or confidential information publicly available or otherwise violate the confidentiality and disclosure restrictions in Section 7.
6. FEEDBACK. The parties agree that the Customer may provide Text IQ with ideas for enhancements, suggestions, comments or other feedback Customer may have regarding the Software or Professional Services (“Feedback”). Customer hereby assigns to Text IQ all right, title, and interest to such Feedback (including all patent, trademark, copyright, trade secret and all other proprietary and intellectual property rights), and Text IQ may use such Feedback without restriction or payment to Customer except that any Feedback provided as a result of this Agreement in advertising is limited by GSAR 552.203-71. Ownership of derivative works should be as set forth in the copyright statute, 17 U.S.C. § 103 and the FAR clause at 52.227-14, but at a minimum, the Ordering Activity shall receive unlimited rights to use such derivative works at no further cost.
7. CONFIDENTIALITY. During the term of this Agreement, each party (a “Disclosing Party”) may provide the other party (a “Receiving Party”) with Confidential Information. The Receiving Party agrees to safeguard the Disclosing Party’s Confidential Information using a reasonable degree of care, but no less than that degree of care used by it in safeguarding its own Confidential Information. Receiving Party shall maintain the confidentiality of the Confidential Information and will not disclose such information to any third party without the prior written consent of Disclosing Party. Receiving Party will only use the Confidential Information internally for the purposes contemplated hereunder. The obligations in this Section 7 shall not apply to any information that: (i) is made generally available to the public without breach of this Agreement, (ii) is developed by the Receiving Party independently from the Confidential Information, (iii) is disclosed to Receiving Party by a third party without restriction, or (iv) was in the Receiving Party’s lawful possession prior to the disclosure and was not obtained by the Receiving Party either directly or indirectly from the Disclosing Party. Receiving Party may disclose Confidential Information as required by law or court order; provided that, Receiving Party provides Disclosing Party with prompt written notice thereof and uses commercially reasonable efforts to limit disclosure. At any time, upon Disclosing Party’s request, Receiving Party shall return to Disclosing Party all Disclosing Party’s Confidential Information in its possession, including, without limitation, all copies and extracts thereof; understanding, however, that the Receiving Party shall bear no liability under this Agreement for an inability to perform any obligations under the Agreement that are rendered impossible as a direct result of returning the Confidential Information. Notwithstanding the foregoing, Receiving Party may disclose Confidential Information to any third-party to the limited extent necessary to exercise its rights, or perform its obligations, under this Agreement; provided that, all such third parties are bound in writing by obligations of confidentiality and non-use at least as protective of the Disclosing Party’s Confidential Information as this Agreement. Text IQ shall be permitted to exploit all data generated by (or on behalf of) it in connection with the Software or Professional Services and to provide such data to third parties, so long as such data is presented in aggregate and can in no way be linked specifically to Customer. Text IQ recognizes that Federal agencies are subject to the Freedom of Information Act, 5 U.S.C. 552, which requires that certain information be released, despite being characterized as “confidential” by the vendor.
8. CUSTOMER REFERENCE. Upon prior written consent from Customer, Text IQ may refer to Customer as a Text IQ customer of the ordered products and services and use Customer’s logo(s) in sales presentations, marketing vehicles, case studies and activities (subject to compliance with Customer’s brand guidelines or other specifications regarding logo usage) to the extent permitted by the General Services Acquisition Regulation (GSAR) 552.203-71.
9. WARRANTY; DISCLAIMER. Text IQ hereby warrants that the Software will operate in substantial conformity with the then-current published functional specifications. In the event of any failure of the Software to perform in substantial conformity to such specifications, Text IQ will, at Text IQ’s sole option, and as Customer’s sole and exclusive remedy, either (i) repair the applicable Software or (ii) terminate the Agreement and refund to Customer a sum equal to the fees paid for the period during which the Software were rendered unusable, prorated on a monthly basis. Text IQ represents and warrants that it will perform the Professional Services in a good, workmanlike and professional manner. Customer’s remedy for breach of the warranties in this paragraph shall be the re-performance of the relevant Professional Services free of charge. EXCEPT FOR THE WARRANTIES CONTAINED IN THIS SECTION 9, THE SOFTWARE, DELIVERABLES AND PROFESSIONAL SERVICES ARE PROVIDED “AS IS” FOR CUSTOMER’S INTERNAL PRIVILEGE REVIEW ONLY AND TEXT IQ DOES NOT WARRANT THAT THE SOFTWARE, DELIVERABLES OR PROFESSIONAL SERVICES ARE ACCURATE OR WILL OPERATE WITHOUT ERROR OR INTERRUPTION. TEXT IQ SPECIFICALLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, TITLE, QUALITY, ACCURACY, AND FITNESS FOR A PARTICULAR PURPOSE. THE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE SOFTWARE REMAINS WITH CUSTOMER. TEXT IQ DOES NOT PROVIDE ANY WARRANTIES REGARDING THE ACCURACY OF DATA OR INFORMATION PROVIDED BY THIRD PARTIES (INCLUDING CUSTOMER). TEXT IQ SHALL NOT BE LIABLE OR RESPONSIBLE FOR ANY DELAYS, INTERRUPTIONS, SERVICE FAILURES AND ANY OTHER PROBLEMS ARISING FROM CUSTOMER’S USE OF THE INTERNET, ELECTRONIC COMMUNICATIONS OR ANY OTHER SYSTEMS. THE PROVISIONS OF THIS SECTION ALLOCATE THE RISKS UNDER THE AGREEMENT BETWEEN TEXT IQ AND CUSTOMER. TEXT IQ’S PRICING REFLECTS THIS ALLOCATION OF RISK AND THE LIMITED WARRANTIES SPECIFIED HEREIN.
10. INDEMNIFICATION.
a. Reserved..
b. Customer. Text IQ will indemnify and defend Customer, and its affiliates and their employees, directors, agents, representatives and clients (“Customer Indemnified Parties”) from any actual or threatened third party claim finally settled in a court of competent jurisdiction to the extent directly arising out of (1) infringement of intellectual property or privacy rights based on Customer’s authorized use of the Software in accordance with this Agreement; tor (2) Text IQ’s gross negligence or willful misconduct if: (a) the applicable Customer Indemnified Party gives Text IQ prompt written notice of the claim; (b) the applicable Customer Indemnified Party provides assistance in connection with the defense and settlement of the claim as Text IQ may reasonably request; and (c) the applicable Customer Indemnified Party reasonably complies with any settlement or court order made in connection with the claim. Text IQ will indemnify each of the Customer Indemnified Parties against (i) all damages, costs, and attorneys’ fees finally awarded against any of them in any proceeding under this Section; (ii) all out-of-pocket costs (including reasonable attorneys’ fees) reasonably incurred by any of them in connection with the defense of such proceeding (other than attorneys’ fees and costs incurred without Text IQ’s consent after Text IQ has accepted defense of such claim); and, (iii) if any proceeding arising under this Section is settled, Text IQ will pay any amounts to any third party agreed to by Text IQ in settlement of any such claims. Nothing contained herein shall be construed in derogation of the U.S. Department of Justice’s right to defend any claim or action brought against the U.S., pursuant to its jurisdictional statute 28 U.S.C. §516.
11. LIMITATION OF LIABILITY. THE TOTAL LIABILITY OF EITHER PARTY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE CONTRACT PRICE. IN NO EVENT WILL EITHER PARTY HAVE LIABILITY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF THESE DAMAGES. THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY IN THIS AGREEMENT. The foregoing limitation of liability shall not apply to (1) personal injury or death resulting from Licensor’s negligence; (2) for fraud; or (3) for any other matter for which liability cannot be excluded by law.
12. MISCELLANEOUS. Excusable delays shall be governed by FAR 52.212-4(f). This Agreement will be governed by the Federal law of the United States. Customer or Text IQ will not assign this Agreement, directly or indirectly, by operation of law or otherwise, without the prior written consent of the other party. This, together with the underlying GSA Schedule Contract, Schedule Pricelist, Purchase Order(s), is the entire agreement between the parties relating to the subject matter hereof. No waiver or modification of this Agreement will be valid unless in writing signed by each party. The terms of any other document that conflicts with, or in any way purports to amend, any of the terms of this Agreement are specifically objected to and will be of no force or effect, except that a Government Purchase Order shall supersede the terms in this Agreement.
| | |
| | |
|Text IQ, Inc. |Customer: |
| | |
|Signature: |Signature: |
|Name: Omar Haroun |Name: |
|Title: COO |Title: |
|Date: ____________________________________ |Date: |
|Address: 69 Charlton Street, New York, NY, 10014 |Address: ____________________________________________________ |
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INFORMATION FOR ORDERING OFFICES
TERMS AND CONDITIONS APPLICABLE TO SOFTWARE LICENSES (SPECIAL ITEM NUMBER 511210) OF GENERAL PURPOSE COMMERCIAL INFORMATION TECHNOLOGY SOFTWARE
TERMS AND CONDITIONS APPLICABLE TO PURCHASE OF TRAINING COURSES FOR GENERAL PURPOSE COMMERCIAL INFORMATION TECHNOLOGY EQUIPMENT AND SOFTWARE (SPECIAL ITEM NUMBER 611420)
TERMS AND CONDITIONS APPLICABLE TO INFORMATION TECHNOLOGY PROFESSIONAL SERVICES
(SPECIAL ITEM NUMBER 54151S)
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