1. CONTRACT ID CODE PAGE OF PAGES AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT U 1 2

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1 1. CONTRACT ID CODE OF S AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT U EFFECTIVE DATE 4. REQUISITION/PURCHASE REQ. NO. 5. PROJECT NO. (If applicable) 03-Jan N/A 6. ISSUED BY CODE N ADMINISTERED BY (If other than Item 6) CODE S2404A NAVAIR Weapons Division China Lake 429 E Bowen Road - Stop 4015 China Lake CA DCMA Manassas BATTLEVIEW PARKWAY, SUITE 200 MANASSAS VA NAME AND ADDRESS OF CONTRACTOR (No., street, county, State, and Zip Code) 9A. AMENDMENT OF SOLICITATION NO. Northrop Grumman Space & Mission Systems Corp Dulles Corner Boulevard Herndon VA B. DATED (SEE ITEM 11) CAGE CODE [X] 10A. MODIFICATION OF CONTRACT/ORDER NO. - 10B. DATED (SEE ITEM 13) 1V4X9 FACILITY CODE 29-Apr THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS [ ]The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of Offers [ ] is extended, [ ] is not extended. Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing Items 8 and 15, and returning one (1) copy of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified. 12. ACCOUNTING AND APPROPRIATION DATA (If required) SEE SECTION G 13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS, IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14. (*) A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM 10A. [ ] [ ] B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying office, appropriation date, etc )SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR (b). [ ] C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF: [X] D. OTHER (Specify type of modification and authority) Unilateral FAR Limitation of funds E. IMPORTANT: Contractor [ X ] is not, [ ] is required to sign this document and return copies to the issuing office. 14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible ) SEE 2 15A. NAME AND TITLE OF SIGNER (Type or print) 16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print) 15B. CONTRACTOR/OFFEROR 15C. DATE SIGNED 16B. UNITED STATES OF AMERICA 16C. DATE SIGNED (Signature of person authorized to sign) (Signature of Contracting Officer) NSN PREVIOUS EDITION UNUSABLE BY 07-Jan STANDARD FORM 30 (Rev ) Prescribed by GSA FAR (48 CFR)

2 2 of 2 GENERAL INFORMATION The purpose of this modification is to add funding to the task order as shown herein. A conformed copy of this Task Order is attached to this modification for informational purposes only. The Line of Accounting information is hereby changed as follows: The total amount of funds obligated to the task is hereby increased from $804, by $33, to $837, CLIN/SLIN Type Of Fund From ($) By ($) To ($) O&MN,N , , The total value of the order is hereby increased from $2,202, by $0.00 to $2,202,

3 1 of 30 SECTION B SUPPLIES OR SERVICES AND PRICES CLIN - SUPPLIES OR SERVICES For Cost Type Items: Item Supplies/Services Qty Unit Est. Cost Fixed Fee CPFF Base Period. The $395, contractor shall provide Electronic Combat Simulation and Evaluation Laboratory (ECSEL) support in accordance with Section C PWS. (OTHER) PR# $68, ACRN AA (OTHER) PR # $61, ACRN AB (OTHER) PR# $12, ACRN AC (OTHER) PR# $76, ACRN AD (RDT&E) For ODC Items: Item Supplies/Services Qty Unit Est. Cost Base Period. The 1.0 LO $6, contractor shall provide Electronic Combat Simulation and Evaluation Laboratory (ECSEL) support in accordance with Section C PWS. (OTHER) For Cost Type Items:

4 2 of 30 Item Supplies/Services Qty Unit Est. Cost Fixed Fee CPFF Option Period $415, One. The contractor shall provide Electronic Combat Simulation and Evaluation Laboratory (ECSEL) support in accordance with Section C PWS. (OTHER) PR# $18, ACRN AE (O&MN,N) PR# $33, ACRN AF (RDT&E) PR# $50, ACRN AG (RDT&E) PR# $22, ACRN AH (RDT&E) PR# $10, ACRN AJ (OTHER) PR# $40, ACRN AK (OTHER) PR# $53, ACRN AL (RDT&E) PR# $5, ACRN AM (OTHER) 4001 Option Period $431, Two. The contractor shall provide Electronic Combat Simulation and Evaluation Laboratory (ECSEL) support

5 3 of 30 in accordance with Section C PWS. (TBD) PR# $, ACRN AM (OTHER) PR # $40, Funds Expiration 09/30/2010 ACRN AN (O&MN,N) PR # $24, (O&MN,N) PR # $40, (O&MN,N) PR # $5, ACRN AR (O&MN,N) 4002 Option Period $448, Three. The contractor shall provide Electronic Combat Simulation and Evaluation Laboratory (ECSEL) support in accordance with Section C PWS. (TBD) PR # $30, ACRN AS (O&MN,N) PR # $32, AT (O&MN,N) PR # $33, AU (APN) PR # $6, AV (APN) PR # $15,000.00

6 4 of 30 AW (O&MN,N) PR # $30, ACRN AX (O&MN,N) 4003 Option Period $465, Four. The contractor shall provide Electronic Combat Simulation and Evaluation Laboratory (ECSEL) support in accordance with Section C PWS. (TBD) PR # $20, ACRN AX (O&MN,N) PR # $51, (O&MN,N) PR # $33, (O&MN,N) For ODC Items: Item Supplies/Services Qty Unit Est. Cost Option Period 1.0 LO $6, One. The contractor shall provide Electronic Combat Simulation and Evaluation Laboratory (ECSEL) support in accordance with Section C PWS. (RDT&E) PR # $0.00 ACRN AF (RDT&E)

7 5 of Option Period 1.0 LO $6, Two. The contractor shall provide Electronic Combat Simulation and Evaluation Laboratory (ECSEL) support in accordance with Section C PWS. (TBD) PR# $1, Funds Expiration 12/21/2010 ACRN AP (TBD) 6002 Option Period 1.0 LO $13, Three. The contractor shall provide Electronic Combat Simulation and Evaluation Laboratory (ECSEL) support in accordance with Section C PWS. (TBD) 6003 Option Period 1.0 LO $13, Four. The contractor shall provide Electronic Combat Simulation and Evaluation Laboratory (ECSEL) support in accordance with Section C PWS. (TBD) Additional Informational SubCLINs (SLINs) will be created as incremental funding is added to fund this effort. CLINs 1000, 4000, 4001, 4002, and 4003 on this task order are Cost Plus Fixed Fee. CLINs 3000, 6000, 6001, 6002, and 6003 on this task order are Cost Reimbursable only and Non-Fee Bearing CLINs. The exercise of option CLINs 4000, 4001, 4002, and 4003 and the associated Other Direct Cost CLINs (6000, 6001, 6002, and 6003) are contingent upon the award term option period at the basic contract level being exercised.

8 6 of 30 The level of effort for the performance of this order is based upon an anticipated total estimated level of effort of man-hours of direct labor. This total is comprised of approximately hours for the base period and a total of hours for the option periods. The contractor is encouraged to provide innovative solutions and labor mixes for fulfilling the requirement as defined in the Performance Work Statement (PWS). This is provided as a sample personnel/labor mix only. Labor Category General Program Manager Systems Engineer Simulation Engineer Data Assistant Est Level Of Effort: Hours-Base Period Hours-Option Period 1 Hours-Option Period 2 Hours-Option Period 3 Hours-Option Period 4 SEA LEVEL OF EFFORT (DEC 2000) (a) The Contractor agrees to provide the total level of effort specified in the next sentence in performance of the work described in Sections B and C of this contract. The total level of effort for the performance of this contract shall be total man-hours of direct labor, including subcontractor direct labor for those subcontractors specifically identified in the Contractor's proposal as having hours included in the proposed level of effort. (b) Of the total man-hours of direct labor set forth above, it is estimated that 0 man-hours are uncompensated effort. Uncompensated effort is defined as hours provided by personnel in excess of 40 hours per week without additional compensation for such excess work. All other effort is defined as compensated effort. If no effort is indicated in the first sentence of this paragraph, uncompensated effort performed by the Contractor shall not be counted in fulfillment of the level of effort obligations under this contract. (c) Effort performed in fulfilling the total level of effort obligations specified above shall only include effort performed in direct support of this contract and shall not include time and effort expended on such things as (local travel to and from an employee's usual work location), uncompensated effort while on travel status, truncated lunch periods, work (actual or inferred) at an employee's residence or other non-work locations (except as provided in paragraph (j) below), or other time and effort which does not have a specific and direct contribution to the tasks described in Sections B and C. (d) The level of effort for this contract shall be expended at an average rate of approximately hours per week. It is understood and agreed that the rate of man-hours per month may fluctuate in pursuit of the technical objective, provided such fluctuation does not result in the use of the total man-hours of effort prior to the expiration of the term

9 7 of 30 hereof, except as provided in the following paragraph. (e) If, during the term hereof, the Contractor finds it necessary to accelerate the expenditure of direct labor to such an extent that the total man hours of effort specified above would be used prior to the expiration of the term, the Contractor shall notify the Task Order Contracting Officer in writing setting forth the acceleration required, the probable benefits which would result, and an offer to undertake the acceleration at no increase in the estimated cost or fee together with an offer, setting forth a proposed level of effort, cost breakdown, and proposed fee, for continuation of the work until expiration of the term hereof. The offer shall provide that the work proposed will be subject to the terms and conditions of this contract and any additions or changes required by then current law, regulations, or directives, and that the offer, with a written notice of acceptance by the Task Order Contracting Officer, shall constitute a binding contract. The Contractor shall not accelerate any effort until receipt of such written approval by the Task Order Contracting Officer. Any agreement to accelerate will be formalized by contract modification. (f) The Task Order Contracting Officer may, by written order, direct the Contractor to accelerate the expenditure of direct labor such that the total man hours of effort specified in paragraph (a) above would be used prior to the expiration of the term. This order shall specify the acceleration required and the resulting revised term. The Contractor shall acknowledge this order within five days of receipt. (g) If the total level of effort specified in paragraph (a) above is not provided by the Contractor during the period of this contract, the Task Order Contracting Officer, at its sole discretion, shall either (i) reduce the fee of this contract as follows: Fee Reduction = Fee (Required LOE - Expended LOE)/Required LOE or (ii) subject to the provisions of the clause of this contract entitled "LIMITATION OF COST" (FAR ) or "LIMITATION OF COST (FACILITIES)" (FAR ), as applicable, require the Contractor to continue to perform the work until the total number of man hours of direct labor specified in paragraph (a) above shall have been expended, at no increase in the fee of this contract. (h) The Contractor shall provide and maintain an accounting system, acceptable to the Administrative Contracting Officer and the Defense Contract Audit Agency (DCAA), which collects costs incurred and effort (compensated and uncompensated, if any) provided in fulfillment of the level of effort obligations of this contract. The Contractor shall indicate on each invoice the total level of effort claimed during the period covered by the invoice, separately identifying compensated effort and uncompensated effort, if any. (i) Within 45 days after completion of the work under each separately identified period of performance hereunder, the Contractor shall submit the following information in writing to the Task Order Contracting Officer with copies to the cognizant Contract Administration Office and to the DCAA office to which vouchers are submitted: (1) the total number of man hours of direct labor expended during the applicable period; (2) a breakdown of this total showing the number of man hours expended in each direct labor classification and associated direct and indirect costs; (3) a breakdown of other costs incurred; and (4) the Contractor's estimate of the total allowable cost incurred under the contract for the period. Within 45 days after completion of the work under the contract, the Contractor shall submit, in addition, in the case of a cost under run; (5) the amount by which the estimated cost of this contract may be reduced to recover excess funds and, in the case of an under run in hours specified as the total level of effort; and (6) a calculation of the appropriate fee reduction in accordance with this clause. All submissions shall include subcontractor information. (j) Notwithstanding any of the provisions in the above paragraphs, the Contractor may furnish man hours up to five percent in excess of the total man hours specified in paragraph (a) above, provided that the additional effort is furnished within the term hereof, and provided further that no increase in the estimated cost or fee is required.

10 8 of 30 SECTION C DESCRIPTIONS AND SPECIFICATIONS PERFORMANCE WORK STATEMENT for ELECTRONIC COMBAT SIMULATION & EVALUATION LABORATORY (ECSEL) SUPPORT (Revised 12 May 2010) APPLICABLE BASIC CONTRACT SOW PARAGRAPHS: 3.3, 3.4, 3.5, 3.6, 3.18, SCOPE This task order Performance Work Statement (PWS) is to define and describe the contractor support services required in support of the NAVAIR Electronic Combat Simulation and Evaluation Laboratory (ECSEL) at the Naval Air Warfare Center Weapons Division (NAWCWD) and its customers. 1.1 INTRODUCTION This task order is to provide contractor support for the ECSEL laboratory along with related effort for products and life cycle support activities. This support primarily includes: a) Threat radar analysis and interpretation. b) Simulation Design and product integration. c) Advanced Multiple Environment Simulator (AMES) programming. d) Integrated systems hardware support and light fabrication. e) Integrated systems software support. f) ECSEL project configuration control support. g) ECSEL training support. 1.2 BACKGROUND The ECSEL provides a laboratory environment for the research, development, test and evaluation of airborne electronic warfare equipment and software. ECSEL develops, operates and maintains hardware and software simulations of threat weapon systems that replicate the functional characteristics and performance of those systems, allowing a large portion of the developmental testing to be conducted prior to expensive flight tests. The ECSEL also provides laboratory support for the NAVAIR Electronic Warfare Software Support Activity (EWSSA), foreign military sales, DOD agencies and contractor facilities. 2.0 APPLICABLE DOCUMENTS TACAIR Process Manual EW-PRSS OCT, 2000 Verification, Validation, and Accreditation for Tactical Aircraft electronic Warfare Suite CY-04

11 9 of 30 Threat Radar Simulations 26 November, 2004 The government will make available upon request relevant standards, functional statements, technical manuals, computer systems guides, regulations, instructions, and operational procedures that are not otherwise available to the contractor. 3.0 REQUIREMENTS Performance Objective: To provide a laboratory environment for the research, development, test and evaluation of airborne electronic warfare equipment and software. 3.1 The contractor shall be responsible for providing technically qualified personnel and resources necessary to accomplish the scope of work defined herein. Technical Tasks: The tasks to be performed by the contractor shall include those described below: THREAT RADAR ANALYSIS AND INTERPRETATION. The contractor shall support the ECSEL radar threat analysis effort. Specific tasks will be assigned as a result of weekly meetings with the ECSEL Project Office or the TPOC. This effort includes researching threat radar systems to determine the applicable radar parametric data to be incorporated into the representative simulations. Intel data and resources include Electronic Warfare Integrated Reprogramming (EWIR) database, KILTING National Security Agency (NSA) as well as other national and DoD INTEL databases. Close coordination and interaction with TACAIR planning and requirement groups is required, and quarterly meetings are anticipated. (IAW CDRL A004) SIMULATION DESIGN AND PRODUCT INTEGRATION. The contractor shall support the development and deployment of threat radar simulations. The primary effort will be simulation development, simulation life cycle tracking and integration. This shall include applying radar parametric values derived from applicable INTEL data sources, establishing and documenting emitter characteristics, building emitter definition files, mode definitions and related programming efforts. Simulation development programming and integration will primarily utilize the Advanced Multiple Environment Simulators (AMES) series. Quality control functions, Configuration Management and development efforts will be under the guidance of the TACAIR Process manual and the Verification, Validation, and Accreditation for Tactical Aircraft Electronic Warfare Suite CY-04 Threat Radar Simulations plan and SOPs. Test and integration effort consists of developing test plans and procedures, conducting tests, analyzing validation data and writing test reports. This support shall also include development of any software analysis and database tools necessary to monitor or analyze system interfaces. Specific tasks will be assigned as a result of weekly meetings with the ECSEL Project Office or the TPOC. (IAW CDRL A002, A003, A004, A008, A009, A00A, A00B and A00D) ADVANCED MULTIPLE ENVIRONMENT SIMULATOR (AMES) PROGRAMMING. The contractor shall provide support in programming the AMES. This includes entering emitter parametric data, editing existing simulation files and testing RF output in the simulation validation process. Simulations will incorporate both static and dynamic scenarios. Documentation of simulation characteristics as well as test and validation data shall be under the guidance of the Verification, Validation, and Accreditation for Tactical Aircraft Electronic Warfare Suite CY-04 Threat Radar Simulations plan. (IAW CDRL A002, A003, A004, A005 and A00D)

12 10 of INTEGRATED SYSTEMS HARDWARE SUPPORT and LIGHT FABRICATION The contractor shall support the development, modification, repair and maintenance of ECSEL integrated hardware systems. Major hardware systems include the AMES series, AMES associated computer systems and peripheral subsystems. The effort shall include design, procurement of miscellaneous materials in support of ECSEL, fabrication, installation, and testing of developed components. (IAW CDRL A002, A003, A004, A005 and A00D) INTEGRATED SYSTEMS SOFTWARE SUPPORT The contractor shall assist in developing software programs for all ECSEL systems, update and/or modify existing programs as necessary to support new or modified hardware configurations and/or interface requirements. Specific tasks will be assigned as a result of weekly meetings with the ECSEL Project Office or the TPOC. This effort shall include developing application software for analyzing ECSEL systems and related software, including procurement of specialized software and support tools to meet ECSEL program requirements. (IAW CDRL A003, A004, A008, A009, A00B and A00D) ECSEL PROJECT SUPPORT The contractor shall provide program support to the ECSEL Project Office. The contractor shall prepare, develop and update master support plans, ECSEL process documentation, project plans and schedules, and program marketing plans and studies. Specific tasks will be assigned as a result of weekly meetings with the ECSEL Project Office or the TPOC. Program effort includes cost projection studies, life cycle tracking, and overall program coordination. The contractor shall track current status of all contractor efforts in progress and provide Monthly Performance and Cost Report of accomplished and planned tasks, identify problem areas and recommend resolutions. When directed by the TPOC, the contractor shall develop presentations prior to meetings, and prepare minutes resulting from meetings or program reviews. Contractor personnel may be required to attend on site as well as off site meetings. (IAW CDRL A003, A004, A00C and A00D) ECSEL TRAINING SUPPORT The contractor shall prepare lectures and training aids to familiarize government personnel as well as other contract personnel with ECSEL Systems. Training material developed may also be used to train foreign military personnel. The contractor shall provide training support for existing and newly developed ECSEL products and concepts. Specific products and concepts will be identified as a result of weekly meetings with the ECSEL Project Office or the TPOC. The majority of the training will be conducted on-site. Documentation and formats will require government approval prior to implementation. (IAW CDRL A001, A006 and A007) 4.0 REPORTS, DATA, AND OTHER DELIVERABLES In performance of the support identified in this PWS, the contractor shall deliver reports, data, and other documentation in accordance with the applicable Contract Data Requirements List (CDRL). Supplemental reports in contractor format may also be required and will be assigned as a result of weekly meetings with the ECSEL Project Office or the TPOC. All software and documentation developed and delivered under this task order shall remain the property of the U.S. Government. CDRL List A001 A002 DESCRIPTION Presentation Material Engineering Drawings

13 11 of 30 A003 A004 A005 A006 A007 A008 A009 A00A A00B A00C A00D Contractor s Progress, Status & Management Report Technical Report Study/Services Test/Inspection Report Training Material Training Program Structure Document Technical Manual Software Development Plan (SDP) Software Test Plan (STP) Software Users Manual (SUM) Conference Agendas and Minutes Funds and Man-Hour Expenditure Report 5.0 GOVERNMENT FURNISHED ITEMS AND FACILITIES 5.1 The government will provide office space, office desks/chairs, computers, and direct telephone services to NAWCWD Pt. Mugu on-site contractor employees, as required, to perform the tasking. 5.2 The government will furnish access to ECSEL laboratories, Building 3008, Pt. Mugu, CA on as-needed and non-interference basis. The government reserves the right to control the laboratory schedule and use of documentation required for the performance of this task order. 6.0 OTHER INFORMATION 6.1 PLACE OF PERFORMANCE The majority of the work will be performed on-site at NAWCWD Pt. Mugu, CA. Additional effort required to perform the PWS tasking will be done at other contractor and government facilities while on travel as designated by the TPOC and TOM. 6.2 SECURITY The contractor shall staff this task order with personnel cleared at the SECRET level. The contractor shall comply with the provisions of DD Form 254, Contract Security Classification Specification. Contractor personnel will require access to classified facilities and government documents, and must have appropriate clearances on file with the Naval Base Ventura County Security Office. The contractor shall provide a list of personnel with need-to-know access to the Document Control Center (DCC) controlled data NLT 14 days after the award of the task order. Upon completion of the task order requirements, the contractor shall return all documents to the government. 6.3 TRAVEL Travel shall be required in support of this task order and shall be approved by the TOM prior to traveling. All travel shall be in accordance with the Joint Travel Regulations (JTR). The following travel is estimated to support this task:

14 12 of 30 Trips Persons Days From To NAWCWD Pt. Mugu NAWCWD China Lake 6.4 ACRONYMS AND DEFINITIONS AMES CDRL ECSEL EWIR EWSSA NAWCWD NSA RF PWS TPOC TOM TACAIR Advanced Multiple Environment Simulator Contract Data Requirements List Electronic Combat Simulation and Evaluation Laboratory Electronic Warfare Integrated Reprogramming Electronic Warfare Software Support Activity Naval Air Warfare Center Weapons Division National Security Agency Radio Frequency Performance Work Statement Technical Point of Contact Task Order Manager Tactical Aircraft 7.0 PERFORMANCE ASSESSMENT METRICS Performance of services/deliverables shall be assessed by the Task Order Manager (TOM) in accordance with the performance objectives and standards (expectations) established in the attached Quality Assurance Surveillance Plan (QASP). The TOM shall deliver performance evaluations to the Contracts Department, indicating the quality level of performance, no later than two (2) weeks following the established inspection frequency. For this task order, the contractor s performance will be assessed every six months during the task orders period of performance.

15 13 of 30 SECTION D PACKAGING AND MARKING PACKAGING AND MARKING OF REPORTS (NAVAIR) (OCT 2005) (a) All unclassified data shall be prepared for shipment in accordance with best commercial practice. Classified reports, data and documentation, if any, shall be prepared for shipment in accordance with the National Industry Security Program Operating Manual, DoD M. (b) The contractor shall prominently display on the cover of each report the following information: (1) Name and business address of contractor. (2) Contract Number/Delivery/Task order number. (3) Contract/Delivery/Task order dollar amount. (4) Whether the contract was competitively or non-competitively awarded. (5) Name of sponsoring individual. (6) Name and address of requiring activity.

16 14 of 30 SECTION E INSPECTION AND ACCEPTANCE E-303 INSPECTION AND ACCEPTANCE- - DESTINATION (JAN 2002) Inspection and acceptance of the services to be furnished hereunder shall be made at destination by the Task Order Manager or his duly authorized representative.

17 15 of 30 SECTION F DELIVERABLES OR PERFORMANCE The periods of performance for the following Items are as follows: /29/2008-4/28/ /29/2008-4/28/ /29/2009-4/28/ /29/2010-4/28/ /29/2011-4/28/ /29/2012-4/28/ /29/2009-4/28/ /29/2010-4/28/ /29/2011-4/28/ /29/2012-4/28/2013 CLIN - DELIVERIES OR PERFORMANCE The periods of performance for the following Items are as follows: /29/2008-4/28/ /29/2008-4/28/ /29/2009-4/28/ /29/2010-4/28/ /29/2011-4/28/ /29/2012-4/28/ /29/2009-4/28/ /29/2010-4/28/ /29/2011-4/28/ /29/2012-4/28/2013 Services to be performed hereunder will be provided at NAWCWD Pt. Mugu, CA.

18 16 of 30 SECTION G CONTRACT ADMINISTRATION DATA PAYMENT OF FIXED FEE (NAVAIR) (OCT 2005) (a) The fixed fee, as specified in Section B of this contract, subject to any adjustment required by other provisions of this contract, will be paid in installments. The fixed fee will be paid not more frequently than once every two weeks based on the allowable cost. The amount of each such installment shall be determined by multiplying the number of hours incurred times the fixed fee hourly rate for Satisfactory performance. The fixed fee hourly rate for Satisfactory performance for the base period is per direct labor hour. The fixed fee hourly rate for Satisfactory performance for option period one is per direct labor hour. The fixed fee hourly rate for Satisfactory performance for option period two is per direct labor hour. The fixed fee hourly rate for Satisfactory performance for option period three is per direct labor hour. The fixed fee hourly rate for Satisfactory performance for option period four is per direct labor hour. (b) Evaluation of the contractor's performance will be made in accordance with the Quality Assurance Surveillance Plan (QASP). In the event that the contractor's performance is determined to be Marginal or Unsatisfactory, excess payments previously made on account of fee during the evaluation period shall be repaid by the contractor. The fixed fee hourly rate for Marginal performance for the base period is The fixed fee hourly rate for Marginal performance for option period one is The fixed fee hourly rate for Marginal performance for option period two is The fixed fee hourly rate for Marginal performance for option period three is The fixed fee hourly rate for Marginal performance for option period four is Unsatisfactory performance shall earn no fixed fee. (c) The contractor shall submit written notification to the Contracting Officer at the conclusion of each evaluation period. Notification may coincide with the end of the contractor's nearest accounting period. Notification shall include a one-page self-assessment and the number of hours incurred during the evaluation period. (d) Payment shall be made in accordance with FAR Clauses , Allowable Cost and Payment, and , Fixed Fee. (e) Fixed fee related to any hours from the base period that are rolled over into the option, if exercised, shall be combined with the fixed fee for the option to determine a new fixed fee hourly rate. (f) In the event of termination of the work in accordance with the FAR Clause , Limitation of Funds, the fixed fee shall be redetermined by mutual agreement equitably to reflect the reduction of the work performed. The amount by which such fixed fee is less than or exceeds payments previously made on account of fee, shall be paid to (or repaid by) the contractor. (g) The balance of the fixed fee shall be payable in accordance with other clauses of this contract. (h) For indefinite delivery type contracts the terms of this clause apply to each delivery/task order there under. Note: The fixed fee hourly rate will be updated upon exercising the option periods INVOICING AND PAYMENT (WAWF) INSTRUCTIONS (DEC 2007) (a) Invoices for goods received or services rendered under this contract shall be submitted electronically through Wide Area Work Flow -- Receipt and Acceptance (WAWF): (1) The vendor shall have their cage code activated by calling Once activated, the vendor shall self-register at the web site Vendor training is available on the Internet at Additional support can be obtained by calling the NAVY WAWF Assistance Line: WAWF (9293). (2) WAWF Vendor Quick Reference Guides are located at the following web site: navy mil/navyaos/content/view/full/3521. (3) Select the invoice type within WAWF as specified below. Back up documentation (such as timesheets, etc.) can

19 17 of 30 be included and attached to the invoice in WAWF. Attachments created in any Microsoft Office product are attachable to the invoice in WAWF. Total limit for the size of files per invoice is 5 megabytes. (b) The following information, regarding invoice routing DODAAC s, must be entered for completion of the invoice in WAWF: WAWF Invoice Type: Cost Voucher If the Paying Office (see below) is N50120: -- Select Combo for Fixed Price Supplies and Services. -- Select Cost Voucher for all Cost or T&M contracts or CLINs. For ALL OTHER Paying Offices: -- Select 2-in-1 for FFP Services Only. -- Select Combo for Supplies, or Supplies AND FFP Services. -- Select Cost Voucher for all Cost or T&M contracts or CLINs. Issuing Office DODAAC: N68936 Admin Office DODAAC: S2404A Inspector DODAAC (usually only used when Inspector & Acceptor are different people): N68936 Ship To DODAAC (for Combo), Questions? Call WAWF (9293). Enter DODAAC of the activity issuing the contract. Enter Admin Office DODAAC Enter Inspector DODAAC, or leave blank Enter DODAAC Service Acceptor DODAAC (for 2 in 1), Service Approver DODAAC (Cost Voucher): N68936 DCAA Office DODAAC (Used on Cost Voucher s only): HAA031 Paying Office DODAAC: HQ0338 Enter DCAA Office DODAAC Enter Paying Office DODAAC Located on Contract (c) Contractors approved by DCAA for direct billing will not process vouchers through DCAA, but may submit directly to DFAS. Final voucher submission will be approved by the ACO. (d) For each invoice / cost voucher submitted for payment, the contractor shall also the WAWF automated invoice notice directly to the following points of contact:

20 18 of 30 Name Phone Role Contract Specialist TOM SEA ALLOTMENT OF FUNDS (MAY 93) (a) This contract is incrementally funded with respect to both cost and fee. The amount(s) presently available and allotted to this contract for payment of fee for incrementally funded contract line item number/contract subline item number (CLIN/SLIN), subject to the clause entitled "FIXED FEE" (FAR ) or "INCENTIVE FEE" (FAR ), as appropriate, is specified below. The amount(s) presently available and allotted to this contract for payment of cost for incrementally funded CLINs/SLINs is set forth below. As provided in the clause of this contract entitled "LIMITATION OF FUNDS" (FAR ), the CLINs/SLINs covered thereby, and the period of performance for which it is estimated the allotted amount(s) will cover are as follows: Estimated Items Allotted to Cost Allotted to Fee Estimated Period of Performance (Months) for Which Allotted Amount Covers (b) The parties contemplate that the Government will allot additional amounts to this contract from time to time for the incrementally funded CLINs/SLINs by unilateral contract modification, and any such modification shall state separately the amount(s) allotted for cost, the amount(s) allotted for fee, the CLINs/SLINs covered thereby, and the period of performance which the amount(s) are expected to cover. (c) CLINs/SLINs 3000 is fully funded and performance under these CLINs/SLINs is subject to the clause of this contract entitled "LIMITATION OF COST" (FAR ) or "LIMITATION OF COST (FACILITIES)" (FAR ), as applicable. (d) The Contractor shall segregate costs for the performance of incrementally funded CLINs/SLINs from the costs of performance of fully funded CLINs/SLINs. FUNDING PROFILE The following details funding to date:

21 of 30 CLIN ESTIMATED CEILING FUNDS THIS PREVIOUS ACTION FUNDING TOTAL FUNDING TO DATE BALANCE UNFUNDED 1000 $ 395, $ 0.00 $218, $ 218, $ 177, $ 6, $ 0.00 $ 6, $ 6, $ $ 415, $ 0.00 $232, $ 232, $ 182, $ 6, $ 0.00 $ 0.00 $ 0.00 $ 6, $ 431, $ 0.00 $128, $ 128, $ 303, $ 6, $ 0.00 $ 0.00 $ 0.00 $ 6, $ 448, $ 0.00 $147, $ 147, $ 301, $ 13, $ 0.00 $ 0.00 $ 0.00 $ 13, $ 465, $ 33, $ 71, $ 104, $ 360, $ 13, $ 0.00 $ 0.00 $ 0.00 $ 13, TOTAL $2,202, $ 33, $804, $ $837, $1,364, TASK ORDER MANAGER (TOM) APPOINTMENT (JUL 2005) (a) The Task Order Contracting Officer hereby appoints the following individual as the Task Order Manager (TOM) for this task order: Name: Code: Mailing Address: Telephone: Commercial: DSN: (b) The TOM is responsible for those specific functions assigned in the Task Order Manager appointment letter. (c) Only the Task Order Contracting Officer has the authority to modify the terms of the task order. Therefore, in no event will any understanding, agreement, modification, change order, or other matter deviating from the terms of the basic contract or this task order between the contractor and any other person be effective or binding on the Government. If, in the opinion of the contractor, an effort outside the existing scope of this task order is requested, the contractor shall promptly notify the Task Order Contracting Officer in writing. No action shall be taken by the contractor unless the Task Order Contracting Officer, PCO or ACO has issued a formal modification CONTRACT ADMINISTRATION DATA (NAVAIR)(MAR 2007) (a) Contract Administration Office. (1) Contract administration functions (see FAR and DFARS ) are assigned to: See the

22 20 of 30 ADMINISTERED BY Block on the face page of the contract or modification. (2) The following contract administration functions (see FAR (a) and DFARS (a)) will be reatined by the Procuring Contracting Officer (PCO): FAR (a) (3), (4), (23), (26)-(29), (31), (38),(44), (46), (47), (51), (58), (59), (67), (70). The remaining contract administration functions are assigned (See FAR ). (b) Inquiries regarding payment should be referred to: MyInvoice at /myinvoice html Accounting Data SLINID PR Number Amount AA 97X4930 NH2C F WC058PR AB 97X4930 NH2C F WC058PR AB 97X4930 NH2C F WC058PR00375 BASE Funding Cumulative Funding MOD AC 97X4930 NH2C F A MOD 01 Funding Cumulative Funding MOD AD 97X4930 NH2C F A MOD 02 Funding Cumulative Funding MOD AE 97X4930 NH2C F A AF 97X4930 NH2C F A AF 97X4930 NH2C F A MOD 03 Funding Cumulative Funding

23 21 of 30 MOD AG 97X4930 NH2C F A AH 97X4930 NH2C F A AJ 97X4930 NH2C F A AK 97X4930 NH2C F A AL 97X4930 NH2C F A MOD 04 Funding Cumulative Funding MOD AM 97X4930 NH2C F A AM 97X4930 NH2C F A MOD 05 Funding Cumulative Funding MOD 06 Funding 0.00 Cumulative Funding MOD AN 97X4930 NH2C F A MOD 07 Funding Cumulative Funding MOD AP 97X4930 NH2C F A WCD: 09/30/11 MOD 08 Funding Cumulative Funding MOD AQ 97X4930 NH2C F A

24 22 of 30 MOD 09 Funding Cumulative Funding MOD AR 97X4930 NH2C F A AS 97X4930 NH2C F A MOD 10 Funding Cumulative Funding MOD AT 97X4930 NH2C F A MOD 11 Funding Cumulative Funding MOD AU 97X4930 NH2C F A Funds Work Completion Date: 11/30/2011 MOD 12 Funding Cumulative Funding MOD AV 97X4930 NH2C F A Funds WCD: 11/30/2011 MOD 13 Funding Cumulative Funding MOD AW 97x4930 NH2C F A MOD 14 Funding Cumulative Funding MOD AX 97X4930 NH2C F A WCD: 09/30/12 MOD 15 Funding Cumulative Funding MOD 16

25 23 of ( ) AF 97X4930 NH2C F A MOD 16 Funding Cumulative Funding MOD ( ) AX 97X4930 NH2C F A WCD: 09/30/ AX 97X4930 NH2C F A MOD 17 Funding 0.00 Cumulative Funding MOD AY 97X4930 NH2C F A MOD 18 Funding Cumulative Funding MOD AZ 97X4930 NH2C F A MOD Funding Cumulative Funding

26 24 of 30 SECTION H SPECIAL CONTRACT REQUIREMENTS GOVERNMENT INSTALLATION WORK SCHEDULE (NAVAIR) (OCT 2005) -ALT I (OCT 2005) (a) The Holidays applicable to this contract are: New Year s Day, Martin Luther King s Birthday, President s Birthday, Memorial Day, Independence Day, Labor Day, Columbus Day, Veteran s Day, Thanksgiving Day, and Christmas Day. (b) In the event that the contractor is prevented from performance as the result of an Executive Order or an administrative leave determination that applies to the using activity, such time may be charged to the contract as a direct cost provided such charges are consistent with the contractor s accounting practices. In the event that any of the above holidays occur on a Saturday or Sunday, or alternate Friday, then such holiday shall be observed as they are by the assigned Government employees at the using activity. (c) The Naval Air Warfare Center Weapons Division works a 4/5/9 work schedule. Therefore alternate Fridays are not a part of the normal workweek for work performed on-site at a Naval Air Warfare Center Weapons Division site. The majority of the Government offices are closed on alternate Fridays. (d) No deviation in the normal workweek will be permitted without express advance approval by the designated Contracting Officer with coordination of the using departments ORDERING PROCEDURES FOR NAVY MARINE CORPS INTRANET (NMCI) SERVICES (NAVAIR) (SEP 2000) (a) This Support Services contract may require the use of and/or access to Department of Navy (DoN) Information Technology (IT) Resources by contractor personnel for contract performance. Applicable DoN IT Resources for performance of this contract shall be procured from the NMCI Contractor pursuant to the authority of NMCI Contract # N D-6000, clause 5.2 Ordering. (b) The Support Services contractor shall obtain written authorization from the Contracting Officer executing this contract, prior to ordering directly from the NMCI Contractor. No NMCI Order may be placed without the prior written authorization of the Contracting Officer. Any NMCI Order exceeding the written authorization of the Contracting Officer shall be treated as an unallowable cost pursuant to FAR Part 31. (c) The Government shall reimburse the contractor for the placement of NMCI Orders including applicable indirect burdens (general & administrative, etc.), excluding profit or fee. POST AWARD CONFERENCE A post award conference will be held as specified in the basic contract. The Government will notify the contractor of the time and location after the award of the task order. The task order post award conferences will establish work level points of contact for the task order, determine the task order administration strategy, roles and responsibilities and ensure prompt payment and task order close out ORGANIZATIONAL CONFLICTS OF INTEREST (NAVAIR) (SERVICES)(MAR 2007) (a) Purpose. This clause seeks to ensure that the contractor (1) does not obtain an unfair competitive advantage over other parties by virtue of its performance of this contract, and (2) is not biased because of its current or planned interests (financial, contractual, organizational or otherwise) that relate to the work under this contract. (b) Scope. The restrictions described herein shall apply to performance or participation by the contractor (as defined in paragraph (d)(7)) in the activities covered by this clause. (1) The restrictions set forth in paragraph (e) apply to supplies, services, and other performance rendered with respect to the suppliers and/or equipment in the NAVAIR Electronic Combat Simulation Evaluation Laboratory (ECSEL). The task order issued will specify to which suppliers and/or equipment subparagraph (f) restrictions apply. (2) The financial, contractual, organizational and other interests of contractor personnel performing work under this

27 25 of 30 contract shall be deemed to be the interests of the contractor for the purposes of determining the existence of an Organizational Conflict of Interest. Any subcontractor that performs any work relative to this contract shall be subject to this clause. The contractor agrees to place in each subcontract affected by these provisions the necessary language contained in this clause. (c) Waiver. Any request for waiver of the provisions of this clause shall be submitted in writing to the Procuring Contracting Officer. The request for waiver shall set forth all relevant factors including proposed contractual safeguards or job procedures to mitigate conflicting roles that might produce an Organizational Conflict of Interest. No waiver shall be granted by the Government with respect to prohibitions pursuant to access to proprietary data. (d) Definitions. For purposes of application of this clause only, the following definitions are applicable: (1) System includes system, major component, subassembly or subsystem, project, or item. (2) Nondevelopmental items as defined in FAR (3) Systems Engineering (SE) includes, but is not limited to, the activities in FAR (b). (4) Technical direction (TD) includes, but is not limited to, the activities in FAR (b). (5) Advisory and Assistance Services (AAS) as defined in FAR (6) Consultant services as defined in FAR (a). (7) Contractor, for the purposes of this clause, means the firm signing this contract, its subsidiaries and affiliates, joint ventures involving the firm, any entity with which the firm may hereafter merge or affiliate, and any other successor or assignee of the firm. (8) Affiliates, means officers or employees of the prime contractor and first tier subcontractors involved in the program and technical decision-making process concerning this contract. (9) Interest means organizational or financial interest. (10) Weapons system supplier means any prime contractor or first tier subcontractor engaged in, or having a known prospective interest in the development, production or analysis of any of the weapon systems, as well as any major component or subassembly of such system. (e) Contracting restrictions. [ ] (1) To the extent the contractor provides systems engineering and/or technical direction for a system or commodity but does not have overall contractual responsibility for the development, the integration, assembly and checkout (IAC) or the production of the system, the contractor shall not (i) be awarded a contract to supply the system or any of its major components or (ii) be a subcontractor or consultant to a supplier of the system or of its major components. The contractor agrees that it will not supply to the Department of Defense (either as a prime contractor or as a subcontractor) or act as consultant to a supplier of, any system, subsystem, or major component utilized for or in connection with any item or other matter that is (directly or indirectly) the subject of the systems engineering and/or technical direction or other services performed under this contract for a period of [insert the period of prohibition] after the date of completion of the contract. (FAR (a)) [ ] (2) To the extent the contractor prepares and furnishes complete specifications covering nondevelopmental items to be used in a competitive acquisition, the contractor shall not be allowed to furnish these items either as a prime contractor or subcontractor. This rule applies to the initial production contract, for such items plus a specified time period or event. The contractor agrees to prepare complete specifications covering non-developmental items to be used in competitive acquisitions, and the contractor agrees not to be a supplier to the Department of Defense, subcontract supplier, or a consultant to a supplier of any system or subsystem for which complete specifications were prepared hereunder. The prohibition relative to being a supplier, a subcontract supplier, or a consultant to a supplier of these systems of their subsystems extends for a period of [insert the period of prohibition] after the terms of this contract. (FAR (a)(1)) [ ] (3) To the extent the contractor prepares or assists in preparing a statement of work to be used in competitively