Scope
This includes, but is not limited to, any clause that: • Requires the Government to pay future fees, penalties, interest, legal costs, early-termination fees, cancellation fees, minimum purchase commitments, true-up payments, seat-count minimums, usage minimums, continued-use charges, or any other financial obligation not expressly authorized by the contract. • Requires the Government to indemnify the contractor or any other entity. • Restricts the Government’s ability to obtain similar supplies or services from another source. • Imposes any penalty, financial or otherwise, based on the Government’s decision not to exercise an option. • Subjects the United States Government to the laws of any U.S. state, territory, district, municipality, or foreign nation, except where Federal law expressly permits such application. • Requires dispute resolution in a forum or venue other than one prescribed by applicable Federal law. • Establishes a period of limitations for bringing an action that differs from that provided by applicable Federal law. • Grants the contractor rights to use, mine, access, aggregate, analyze, or otherwise exploit Government data, usage data, or metadata. • Deems the Government to have accepted initial or revised terms based on silence, continued performance, or failure to object. • Grants the supplier the right to audit Government facilities, systems, records, or use of the product or service, except as expressly authorized by the contract and applicable Federal law. • Requires the Government to accept supplier security requirements, network access requirements, monitoring, penetration testing, or other technical or security measures. • Permits the supplier to suspend, degrade, or terminate access to products or services based on alleged non-payment, alleged breach, automated security triggers. • Limits the Government’s right to use, install, access, test, evaluate, or transfer the licensed product or service in any manner consistent with the contract and Federal law. • Requires the Government to store, process, maintain, or transmit data in a particular geographic location, or permits the supplier to transfer Government data outside the United States, except as expressly authorized by applicable Federal law. • Authorizes the supplier to use the Government’s name, seal, trademark, logo, or any reference to the Government as an end user or customer for marketing, publicity, promotional activities, press releases, or similar purposes. • Incorporates by reference, or requires the Government to accept, terms or conditions imposed by any third party, subcontractor, or upstream service provider, unless such terms are expressly incorporated into the contract by bilateral modification. • Limits, conditions, or negates the contractor’s performance obligations, service levels, or remedies through a supplier-provided service level agreement (SLA). • Uses Government data, usage data, metadata, prompts, content, or interactions to train, fine-tune, improve, or derive any artificial intelligence, machine learning, or automated decision-making model. • Subjects the Government to automated decision-making, automated risk scoring, automated content moderation, or any algorithmic process that may affect access, performance, or rights under the contract. • Utilizes artificial intelligence or algorithmic tools that produce decisions, recommendations, or outputs affecting contract performance without providing transparency, explainability, auditability, and bias- mitigation consistent with applicable Federal law and policy. • Profiles, tracks, or analyzes Government user behavior, preferences, communications, or interactions for personalization, marketing, or algorithmic optimization purposes. (e) Non-binding Actions.