Are you a Small Business under SIC Code 7379 (Computer Related Services, N.E.C.) (FAR PART 19.102)? YES______NO X

Are you a Small Business Administration (SBA) certified Small Disadvantaged Business (SDB) Yes ______ NO ___X__

Are you a Woman-Owned Business? YES______NO__X__

CAGE CODE:__OFVN8 (Corporate Chevy Chase, MD Top Secret Facility) (Use ORWP3 for
Lexington, MA Secret Facility)

DUNS NUMBER:__12-650-5833

TIN:__52-1328215

SECTION 3

TEAM PARTNER URL ADDRESSES

Please go to our corporate website at: http://www.abacustech.com/ITSP/teamii.htm

BPA

1. Geographic Scope of Contract:

The geographic scope of contract of this contract is the 48 contiguous states, the District of Columbia, Alaska, Hawaii, and the Commonwealth of Puerto Rico. It also covers services to be provided in all other OCONUS locations.

2. Ordering Address and Payment Information:

Please forward all orders and payments to the designated individuals at the address shown below:

Government Commercial Credit Cards will be acceptable for payment. In addition, bank account information for wire transfer payments will be shown on the invoice.

Below are the telephone number(s) that can be used by ordering agencies to obtain technical and/or ordering assistance.

3. RESERVED.

4. Statistical Data for Government Ordering Office Completion of Standard Form 279:

Block 9: G. Order/Modification Under Federal Schedule

Block 16: Data Universal Numbering System (DUNS): 12-650-5833

Contractor Establishment Code (CEC): 12751593A

Block 30: Type of Contractor - C. Large Business

Block 31: Woman-Owned Small Business - No

Block 34: RESERVED

Block 36: Contractor's Taxpayer Identification Number (TIN): 52-1328215

4a. CAGE Code: OFVN8

5. FOB Destination

It is expected that all Information Technology Professional Services and Training described herein will be performed at an Abacus Technology facility. These services may also be provided on the Government’s Ordering site as required by the Statement of Work.

6. Commercial Delivery Schedule (Multiple Award Schedules)

(a) TIME OF DELIVERY.

Abacus Technology shall deliver to destination within the number of calendar days after receipt of order (ARO), as set forth below.

(b) EXPEDITED DELIVERY TIMES.

Abacus Technology will expedite service delivery, and that of related products, as set forth below.

(c) OVERNIGHT AND 2-DAY DELIVERY TIMES.

Abacus Technology will attempt to accommodate overnight/2-day delivery times for services and related products as set forth below.

(d) URGENT REQUIREMENTS

When the Federal Supply Schedule contract delivery period does not meet the bona fide urgent delivery requirements of an ordering agency, agencies are encouraged, if time permits, to contact Abacus Technology for the purpose of obtaining accelerated delivery. Abacus Technology shall reply to the inquiry within 3 workdays after receipt. (Telephonic replies shall be confirmed by the contractor in writing.) If Abacus Technology offers an accelerated delivery time acceptable to the ordering agency, any order(s) placed pursuant to the agreed upon accelerated delivery time frame shall be delivered within this shorter delivery time and in accordance with all other terms and conditions of the contract.

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7. Discounts:

a. Prompt Payment: None

b. Quantity: Discounts are available for training courses as specified in the Training Courses Price

List.

c. Dollar Volume: None

d. Government Educational Institutions: Receive the same discounts as other government

organizations.

e. Discount for use of Government Commercial Credit Card: None

f. Other: None

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8. Production Points and Statement Concerning Foreign Produced Items:

Abacus Technology Corporation

420 Bedford St Suite 155

Lexington, Ma 02420

Foreign produced items are not included as part of this schedule.

9. Statement Concerning Availability of Export Packing: Not Applicable

10. Small Requirements: The minimum dollar value of orders to be issued is 40 hours or 1 week of work.

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

(a) Special Item 132-50 - Training

The maximum dollar value per order will be $25,000 for all Training.

(b) Special Item 132-51 - Information Technology Professional Services

The maximum dollar value per order will be $500,000 for all Information Technology Services.

11b. Orders That Exceed the Maximum Order (I-FSS-125)(AUG 1995)

(a) In accordance with FAR 8.404 there may be circumstances where an ordering activity finds it advantageous to request a price reduction such as where a quantity of an individual order clearly indicates the potential for obtaining a reduced price.

To assist the customer agencies to determine when they should seek a price decrease a level called a maximum order has been established under the contract. When an agency order exceeds this amount it is recommended that the ordering activity contact the contractor for a reduced price.

(b) Abacus Technology may:

(1) offer a new lower price for this requirement (the Price Reduction clause is not applicable to orders placed over the Maximum Order in FAR 52.216-19.)

(2) offer the lowest price available under the contract; or

(3) decline the order, orders must be returned in accordance with FAR 52.216-19.

(c) A delivery order for quantities that exceed the maximum order may be placed with the contractor selected in accordance with Far 8.404. The order will be placed under the current contract.

(d) Sales for orders that exceeds the Maximum Order shall be reported in accordance with GSAR 552.238-72.

12. Federal Information Technology/Telecommunication Standards Requirements: Federal departments and agencies acquiring products from this Schedule must comply with the provisions of the Federal Standards Program, as appropriate (reference: NIST Federal Standards Index). Inquiries to determine whether or not specific products listed herein comply with Federal Information Processing Standards (FIPS) or Federal Telecommunication Standards (FED-STDS), which are cited by ordering offices, shall be responded to promptly by the Contractor.

12.1 Federal Information Processing Standards Publications (FIPS Pubs): Information Technology products under this Schedule that do not conform to Federal Information Processing Standards (FIPS) should not be acquired unless a waiver has been granted in accordance with the applicable "FIPS Publication." Federal Information Processing Standards Publications (FIPS PUBS) are issued by the U.S. Department of Commerce, National Institute of Standards and Technology (NIST), pursuant to National Security Act. Information concerning their availability and applicability should be obtained from the National Technical Information Service (NTIS), 5285 Port Royal Road, Springfield, Virginia 22161. FIPS PUBS include voluntary standards when these are adopted for Federal use. Individual orders for FIPS PUBS should be referred to the NTIS Sales Office, and orders for subscription service should be referred to the NTIS Subscription Officer, both at the above address, or telephone number (703) 487-4650.

12.2 Federal Telecommunication Standards (Fed-STDS): Telecommunication products under this Schedule that do not conform to Federal Telecommunication Standards (FED-STDS) should not be acquired unless a waiver has been granted in accordance with the applicable "FED-STD." Federal Telecommunication Standards are issued by the U.S. Department of Commerce, National Institute of Standards and Technology (NIST), pursuant to National Security Act. Ordering information and information concerning the availability of FED-STDS should be obtained from the GSA, Federal Supply Service, Specification Section, 470 East L’Enfant Plaza, Suite 8100, SW, Washington, DC 20407, telephone number (202)619-8925. Please include a self-addressed mailing label when requesting information by mail. Information concerning their applicability can be obtained by writing or calling the U.S. Department of Commerce, National Institute of Standards and Technology, Gaithersburg, MD 20899, telephone number 301/975-2833.

13. Security Requirements. In the event security requirements are necessary, the ordering activities may incorporate, in their delivery order(s), a security clause in accordance with current laws, regulations, and individual agency policy; however, the burden of administering the security requirements shall be with the ordering agency. If any costs are incurred as a result of the inclusion of security requirements, such costs will be negotiated with the Schedule Contractor on an open market basis, outside the scope of the contract.

14. Contract Administration For Ordering Offices: Any ordering office, with respect to any one or more delivery orders placed by it under this contract, may exercise the same rights of termination as might the GSA Contracting Officer under provisions of FAR 52.249-1, 52.249-2, and 52.249-8.

15. GSA Advantage!

The GSA Advantage! is an on-line, interactive electronic information and ordering system that provides on-line access to vendors' schedule prices with ordering information. GSA Advantage! Will allow the user to:

Perform various searches across all contracts including, but not limited to:

(1) Manufacturer;

(2) Manufacturer's Part Number; and

(3) Product category(ies).

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

16. Use of FSS ITS Schedule Contracts. In accordance with FAR 8.404:

a. Ordering activities can place orders of $2,500 or less with any GSA Federal Supply Schedule contractor. GSA has already determined the prices of items under these contracts to be fair and reasonable.

b. To reasonably ensure that a selection represents the best value and meets the agency's needs at the lowest overall cost, before placing an order of more than $2,500, an ordering activity should--

(1) Consider reasonably available information about products offered under Multiple Award Schedule (MAS) contracts; this standard is met if the ordering activity does the following:

(i) Considers products and prices contained in any GSA MAS automated information system (e.g., GSA Advantage!); or

(ii) If automated information is not available, reviews at least three (3) pricelists.

(2) In selecting the best value item at the lowest overall cost (the price of the item plus administrative costs), the ordering activity may consider such factors as--

(i) Special features of one item not provided by comparable items which are required in effective program performance;

(ii) Trade-in considerations;

(iii) Probable life of the item selected as compared with that of a comparable item;

(iv) Warranty conditions; and

(v) Maintenance availability.

(3) Give preference to the items of small business concerns when two or more items at the same delivered price will meet an ordering activity's needs.

c. MAS contractors will not be required to pass on to all schedule users a price reduction extended only to an individual agency for a specific order. There may be circumstances where an ordering activity finds it advantageous to request a price reduction, such as where the ordering activity finds that a schedule product is available elsewhere at a lower price, or where the quantity of an individual order clearly indicates the potential for obtaining a reduced price.

d. Ordering activities should document orders of $2,500 or less by identifying the contractor the item was purchased from, the item purchased, and the amount paid. For orders over $2,500, MAS ordering files should be documented in accordance with internal agency practices. Agencies are encouraged to keep documentation to a minimum.

17. Contractor Commitments, Warranties And Representations

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

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

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

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

b. The above is not intended to enlarge the scope of this schedule contract for individual orders. Terms and conditions of any orders are limited strictly to those specified in the schedule contract and pricelist and agreed to by GSA.

18. Overseas Activities

The terms and conditions of this contract shall apply to all orders for installation, maintenance and repair of equipment in areas listed in the pricelist outside the 48 contiguous states and the District of Columbia, except as indicated below: Not Applicable.

Terms and ConditionsApplicable to Purchase of Training Related to General Purpose Information Technology Equipment and Software(Special Item 132-50)

1. SCOPE

a. Abacus Technology shall provide training normally available to commercial customers, which is necessary to permit Government 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. Abacus Technology shall provide training at the Abacus facility and/or at the Government's location, as agreed to by Abacus Technology and the Government.

2. ORDER

A written order, EDI (GSA Advantage! and FACNET) and credit card orders shall be the basis for the purchase of training in accordance with the terms of this contract. The written order shall include the student's name, course title, course date and time, and contracted dollar amount of the course.

Written orders, EDI orders, credit card orders or, in the case of BPA’s or BOA’s, telephone orders are permissible.

3. TIME OF DELIVERY

Abacus Technology shall conduct training on the date (time, day, month, and year) agreed to by Abacus Technology and the Government.

4. CANCELLATION AND RESCHEDULING

a. The Government will notify Abacus Technology at least seventy-two (72) hours before the scheduled training date, if a student will be unable to attend. Abacus Technology will then permit the Government to either cancel the order or reschedule the training at no additional charge. In the event the training class is rescheduled, the Government will modify its original training order to specify the time and date of the rescheduled training class.

b. In the event the Government fails to cancel or reschedule a training course within the time frame specified in paragraph a, above, the Government will be liable for the contracted dollar amount of the training course. Abacus Technology agrees to permit the Government to reschedule a student who fails to attend a training class within ninety (90) days from the original course date, at no additional charge.

c. The Government reserves the right to substitute one student for another up to the first day of class.

d. In the event Abacus Technology is unable to conduct training on the date agreed to by Abacus Technology and the Government, Abacus Technology must notify the Government at least seventy-two (72) hours before the scheduled training date.

5. FOLLOW-UP SUPPORT

Abacus Technology agrees to provide each student with unlimited telephone support for the period of one (1) year from the completion of the training class. During this period, the student may contact Abacus Technology's instructors for refresher assistance and answers to related course curriculum questions.

6. PRICE FOR TRAINING

The price that the Government will be charged will be the Government purchase price in effect at the time of order placement, or the Government price in effect at the time the training course is conducted, whichever is less.

7. INVOICES AND PAYMENT

Invoices for training shall be submitted by the Contractor after Government 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.

8. FORMAT AND CONTENT OF TRAINING

a. Abacus Technology shall provide written materials (i.e., manuals, handbooks, texts, etc.) normally provided with course offerings. Such documentation will become the property of the student upon completion of the training class.

b. For hands-on training courses, there must be a one-to-one assignment of computer workstations to students.

c. Abacus Technology shall provide each student with a Certificate of Training at the completion of each training course.

d. Training format and content information is presented in the next section of this pricelist. All training is provided at an Abacus Technology facility unless otherwise agreed to with the ordering agency. Any required long distance travel as well as related subsistence and lodging will be billed and reimbursed in accordance with Federal or Joint Travel Regulations and Federal Government per diem rates. All local travel will be charged at the prevailing Federal Government approved mileage rate - plus parking or at the cost of public transportation. The training schedule is also negotiable with the ordering agency to accommodate staff/trainer availability and service requirements.