Schedule 70’s Refresh 30 brought about a big change for software providers. GSA is now requesting that new Offeror’s include an editable version of your EULAs with your offer package so that GSA’s legal department can review. GSA’s legal department will review the EULAs to ensure they are compliant with Federal Law.

GSA is also requesting current GSA Schedule holders send in editable versions of EULAs when requesting a modification. If you are requesting a modification to your current schedule, your Contracting Officer may request a copy of your EULA for legal review, if it has not previously gone through the legal review.

Unfortunately, this new process has slowed down the modification and award process and GSA’s legal team is taking between 2-4 weeks to review EULAs.

GSA’s legal department may provide comments on items that need to be edited and removed. Once the legal team finalizes their review, a proposed version will be sent to you for your approval.  If the changes are acceptable, the Contracting Officer will incorporate the revised EULA into your GSA Schedule contract. It may be necessary to send your EULA to a Legal or Licensing Department for their professional opinion.

We typically see changes such as;

• “customer/client” revised to read “ordering activity”
•  Payment terms to reference FAR 52.212-4(g) and (i).
• Clauses purporting to make the Government customer responsible for all taxes (even excepting the manufacturer’s or contractor’s corporate income tax) should be deleted from the contract, and any charge the vendor believes to be payable by the Government should be submitted individually to the contracting officer for adjudication
• Federal laws govern the EULA, not state laws

However, there is good news — the GSA legal review will allow your Government customer to quickly approve your EULA on a task-order level without additional review.

Feel free to reach out to Coley GCS if you have any questions regarding how this new requirement affects your schedule.