Blanket Purchase Agreement DAR ESI/SmartBUY Enterprise Software Agreement (ESA) Ordering Guide

Transcription

1 Blanket Purchase Agreement DAR ESI/SmartBUY Enterprise Software Agreement (ESA) Ordering Guide A. BPA Number FA A-0307 B. Award Date June 22, 2007 C. BPA Term The BPA shall be effective and will run concurrently until the expiration date of GSA Schedule Contract GS-35F-0330J, 27 March This expiration is contingent upon the Contractor maintaining or renewing a GSA FSS Schedule. If the GSA Schedule Contract is renewed, then DoD has the option to extend this BPA by exercising Section 4.1 below. The BPA will be reviewed annually to ensure that it still represents a best value. Either party reserves the right to terminate this BPA at any time with sixty (60) days notice. Any such termination shall not effect the obligations of the Government or immixtechnology under any existing delivery order or lease agreement. BPA Option. The Government may extend the term of this BPA to five years from the date of this BPA s execution by written notice to the Contractor prior to the end of the current GSA FSS Schedule period, provided that the Contractor s GSA FSS Schedule has been extended. If the Government exercises this option, the extended BPA shall be considered to include this option provision. D. TERMS AND CONDITIONS Pursuant to General Services Administration (GSA) Federal Supply Services (FSS) Contract Number GS-35F-0330J, immixtechnology, Inc. agrees to the following terms of a Blanket Purchase Agreement (BPA) with the Air Force s 754th Electronic System Group. All orders placed against this BPA are subject to the terms and conditions of the FSS Contract. The items on this BPA are set forth in Attachment 1. License terms and conditions applicable to products acquired under this BPA are defined in the immixgroup, Inc. GSA Schedule contract number GS-35F-0330J terms and conditions for Pointsec products included as Attachment 2. The Order of Precedence for resolving any inconsistency shall be first, the terms of this BPA, and second, GSA Schedule contract number GS-35F-0330J including the order of precedence provision found at Section C.1(s). The Order of Precedence for resolving any inconsistency between the Commercial License and the GSA contract terms shall be as specified in the GSA contract s Commercial Item clause, FAR (as modified), and the provisions of FAR specified in FAR , as required by Federal law, shall prevail over any terms of the commercial license. E. BPA PRICING SUMMARY BPA Base Pricing/Discounts Product Tiers (License Only Discount off of GSA w/2% ACT Fee License quantities %

2 License quantities 1, License quantities 5, License quantities 10,000-29,999 3% 4% 5% BPA Volume Discounts (Software License) The following are volume based discounts based upon the total License price of a single order not to include maintenance support and services. As order amounts reach each tier outlined below the additional discount will be applied to the total order above and beyond Base ESI discounts. Tier Description Additional discount Tier-1 As product value on an individual purchase 1% order falls in the range of $1,000,000 - $2,000,000 (does not include support or services) the government can apply the corresponding additional discount off of the total price on the order. Tier-2 As product value on an individual purchase 2% order falls in the range of $2,000,001 - $3,000,000 (does not include support or services) the government can apply the corresponding additional discount off of the total price on the order. Tier-3 As product value on an individual purchase order falls in the range of $3,000,001 or greater (does not include support or services) the government can apply the corresponding additional discount off of the total price on the order. 3% F. AUTHORIZED USERS AND POINTS OF CONTACT 1. Authorized Users. This has been designated as a DoD ESI and GSA SmartBUY ESA and is open for ordering by all United States Executive Agencies, Independent Establishments, Department of Defense (DoD) Components, NATO, FMS (with written authorization) and contractors authorized to order in accordance with the FAR Part 51. (a) Exhibit B, DAR ESI/SmartBUY ESA, Section B, Authorized Users and Points of Contact, (paragraph F above) shall include (and be modified if the attached text of Exhibit B does not include) subparagraph 1.1 as follows: 1.1 On an optional basis, provided the Schedule contractor accepts their orders, State and Local Government may place orders under this ESI/SmartBUY ESA, in accordance with GSA's Cooperative Purchasing program. Orders will be placed as provided under the Cooperative Purchasing clauses of the GSA Schedule contract, including GSAR , GSAR , and GSAR , and this BPA.

3 (b) Notwithstanding any provision of Attachment 4, Fees and Payments, the Acquisition, Contracting, and Technical (ACT) Fee shall not be included in the prices quoted to or paid by State and Local Governments. The cost of awarding, administering and managing this BPA as it applies to State and Local Government in accordance with the provision of (a) above is not included in the prices. 2. BPA Points of Contact: AF Procuring Contracting Officer Richard Ashley, Alternate PCO Maurice Griffin, Customer Support Jim Watkins, AF ESI Software Product Mgr Duane Haughton, AF Info Assurance Software Product Mgr Traci Smith, SmartBUY Info Assurance Software Product Mgr Sharon Terango, G. ORDERING 1. DFARS Section directs DoD software buyers and requiring officials to check the DoD ESI website for DoD inventory or an ESA before using another method of acquisition. These steps for the buyer are summarized from the DFARS: a. Check the Enterprise Agreement Summary Table to determine if software rights or maintenance have already been purchased and are available from DoD inventory. If they are available, purchase the designated software from DoD inventory and reimburse the SPM. b. If the required software rights or maintenance are not available from inventory or from an ESA, you may use an alternate method of acquisition, subject to laws and policy. c. If the required software rights or maintenance are not available from inventory but are available from an ESA, you must follow the procedure in the DFARS Section

4 d. If you must obtain the software or software maintenance outside the DoD ESA, you may seek a waiver from a management official designated by your DoD Component. This BPA will be posted to the DoD ESI website as part of the ESI program. The web site can be viewed at Delivery Orders. The scope of this effort is worldwide. Delivery requirements and administration will be stipulated on Delivery Orders. Notice to Ordering Offices: Requiring officials and ordering officers are responsible for complying with applicable statutes, regulations and policies. Good business judgment in finding the best value to meet the needs of the United States should be exercised in all acquisitions. Ordering via this BPA is decentralized. Requests for Quotation (RFQs) may be posted to GSA's electronic RFQ system, e-buy. E-Buy, GSA's electronic RFQ system, allows ordering activities to post requirements and obtain quotes electronically. Ordering activities may access e-buy at DoD agencies: Follow the procedures in DFARS (b) and (c). Government prime contractors: Follow the terms of this BPA, the GSA schedule, your contract and the direction of its Government contracting officer in accordance with FAR Part 51 for ordering from Federal Supply Schedules. Professional services: This single BPA may be used for acquiring IT Professional services when defined as individual tasks, within scope of the Statement of Objectives for Data at Rest (DAR) Encryption. Contractor team arrangements must be identified and company relationships fully disclosed in each offer for cost-reimbursement, time-and-materials, or labor-hour subcontracts; and fixed-price subcontracts that exceed 5 percent of the total amount. Commercial interim payment for software maintenance may be authorized after the circumstances of FAR (b) are determined to apply. Delivery Schedule. 30 Days after receipt of order (ARO) as per GSA Schedule GS-35F- 0330J. H. INVOICING AND PAYMENT 1. Invoicing. The requirements of a proper invoice are as specified by FAR (b). DFARS , Electronic Submission of Payment Requests, applies. Full text of these can be found on the web at URL: Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C. 3903) and Office of Management and Budget (OMB) Circular A-125. Prompt Payment Contractors are encouraged to assign an identification number to each invoice. Commercial interim payment for software maintenance is authorized. 2. Fast Payment Procedure. The provisions of FAR Fast Payment Procedure (MAY 2006) are incorporated in this BPA by reference and pertain to Credit Card

5 purchases or other applicable order deliveries. Fast Payment procedures may be used when the conditions of FAR are met and the delivery order authorizes Fast Payment. Full text of this clause can be found on the web at URL: 3. Precedence. The terms and conditions included in this BPA apply to all purchases made pursuant to it. In the event of an inconsistency between the provisions of the BPA and the Contractor s invoice, the provisions of the BPA will take precedence.