8. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State, and Zip Code) 9A. AMENDMENT OF SOLICITATION NO.

2. AMENDMENT/MODIFICATION NO. 3. EFFECTIVE DATE 4. REQUISITION/PURCHASE REQ. NO. 5. PROJECT NO. (If applicable)

07 04-Apr-2012 H91269-1354-1078-000 N/A

6. ISSUED BY CODE _N00189 7. ADMINISTERED BY (If other than Item 6) CODE _S2404A NAVSUP Fleet Logistics Center Norfolk, Contracting Dept

Philadelphia

700 Robbins Avenue, Bldg. 2B Philadelphia PA 19111-5083

DCMA Manassas

10500 BATTLEVIEW PARKWAY, SUITE 200 MANASSAS VA 20109-2342

8. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State, and Zip Code) 9A. AMENDMENT OF SOLICITATION NO. Northrop Grumman Space & Mission Systems Corp.

2340 Dulles Corner Boulevard

Herndon VA 20171-3415 9B. DATED (SEE ITEM 11)

10A. MODIFICATION OF CONTRACT/ORDER NO. [X]

N00178-04-D-4091-EX01 10B. DATED (SEE ITEM 13)

CAGE CODE _1V4X9 FACILITY CODE _24-Sep-2010

11. 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)

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.

[ ]

[X] _{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 43.103(b).

[ ] C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:

[ ] D. OTHER (Specify type of modification and authority)

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 PAGE 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

BY 04-Apr-2012

(Signature of person authorized to sign) (Signature of Contracting Officer)

NSN 7540-01-152-8070 PREVIOUS EDITION UNUSABLE

30-105 STANDARD FORM 30 (Rev. 10-83)

Prescribed by GSA FAR (48 CFR) 53.243 AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

GENERAL INFORMATION

This Modification is issued to remove the PWS included in MOD 06 and replace it with the correct PWS for Task Order EX01 due to clerical error.

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 $1,930,895.37 by $0.00 to

$1,930,895.37.

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 --- --- --- ---- --- --- ---

4000 Joint Individual 1.0 LO $1,391,680.18

Augmentation (JIA) Force Providing Support for U.S. Joint Forces Command (O&MN,N) 4001 Joint Individual 1.0 LO $490,778.73 Augmentation (JIA) Force Providing Support for U.S. Joint Forces Command (O&MN,N) 400101 N0006611RCFP022 (O&MN,N) 400102 H9126913491073 (O&MN,N)

For ODC Items:

Item Supplies/Services Qty Unit Est. Cost --- --- --- ---- --- 6000 Travel in support 1.0 LO $43,436.46 of CLIN 4000 (O&MN,N) 6001 Travel in support 1.0 LO $7,516.49 of CLIN 4001 (O&MN,N) 600101 N0006611RCFP022 (O&MN,N)

LEVEL OF EFFORT (COST TYPE CONTRACT)(JUN 1995)

(a) The level of effort for the performance of this option to the original contract during the period from the start of contract performance to 12 months thereafter is based upon 19,900 estimated manhours of direct labor. The option will be exercised by the government at an estimated manhours of direct labor of 5760 in a phased level of effort for the remainder of this contract which will decrease the level of effort to 3 man-years by January of the option year. This will result in a total estimated manhours for a total level of effort for option year 1 of 5760 estimated manhours of DIRECT labor (hereinafter referred to as the “ Estimated Total Hours”).

Labor Category Option I Program Analyst, Intermediate Program Manager Project Director Military Operations Specialist Functional Analyst, Journeyman Software Systems Architect Functional Analyst, Senior Engineer Computer Systems Program Analyst, Senior

TOTAL

(c) The Estimated Total Hours include overtime* and subcontracting hours but exclude holidays, sick leave, vacation days and

other absences.

(d) The number of manhours expended per month shall be commensurate with the effort ordered and the required delivery date of

such effort. The number of manhours expended per month may fluctuate in pursuit of the technical objective, provided that such

fluctuation does not result in the utilization of the total manhours of effort prior to the expiration of the term thereof. The number of

manhours for any labor category may be utilized by the contractor for any other labor category if necessary in performance of the

contract.

(e) The contractor shall not be obligated to continue performance beyond the Estimated Total Hours, except that the Contracting

Officer may require the contractor to continue performance in excess of the Estimated Total Hours until the total estimated cost has been

expended. The government will not be obligated to pay fee on any hours expended in excess of the Estimated Total Hours. Any hours

expended in excess of the Estimated Total Hours shall be excluded from all fee computations and adjustments. The Contracting Officer

may also require the contractor to continue performance in excess of the total estimated cost until the Estimated Total Hours have been

expended. In no event, however, will the Contracting Officer, pursuant to this paragraph (e), require the contractor to continue

performance in excess of the Estimated Total hours if the Contracting Officer is requiring or has required the contractor to continue

performance in excess of the total estimated cost. Nor will the Contracting Officer, pursuant to this paragraph (e), require the contractor

to continue performance in excess of the total estimated cost if the Contracting Officer is requiring or has required the contractor to

continue performance in excess of the Estimated Total Hours. The Contracting Officer may extend the period of performance in order to

expend either the total estimated cost or the Estimated Total Hours. If this contract is subject to the Service Contract Act, in no event

will the Contracting Officer, pursuant to this paragraph (e), extend the period of performance such that the period of performance, as

(f) If at any time during the performance of this contract the contractor expends in excess of 85% of the available estimated

manhours of direct labor, the contractor shall immediately notify the Contracting Officer in writing. Nothing herein shall be construed to

alter or waive any of the rights or obligations of either party pursuant to the clause entitled “ Limitation of Cost” and/or “ Limitation of

Funds.”

PAYMENT OF FIXED FEE (FEB 1996)

The fixed fee for work performed under this contract is $__*___provided that approximately ___*__ hours of technical effort are

employed by the contractor in performance of this contract. If substantially fewer than __*___ hours of technical effort are employed,

the fixed fee shall be equitably reduced to reflect the reduction of work. The Government shall make monthly payments of the fixed fee at the rate of $__*___ per direct labor hour invoiced by the contractor. All payments shall be in accordance with the provisions of FAR

52.216-8, “ Fixed Fee,” and FAR 52.216-7, “ Allowable Cost and Payment.” Payments shall be subject to the withholding provisions of

Paragraph (b) of FAR 52.216-8, provided that the total of all such monthly payment shall not exceed eighty-five (85%) percent of the fixed fee. Any balance of fixed fee due the contractor shall be paid to the Contractor, and any over-payment of fixed fee shall be repaid to the Government by the Contractor, or otherwise credited to the Government at the time of final payment.

Fixed Fee Amount Total Estimated Hours Hourly Fixed Fee

Base Period

SECTION C DESCRIPTIONS AND SPECIFICATIONS

PERFORMACE BASED WORK STATEMENT FOR

JOINT INDIVIDUAL AUGMENTATION (JIA) FORCE PROVIDING

1.0 INTRODUCTION: The Joint Staff is tasked by the Secretary of Defense with the responsibility and oversight of managing the sourcing solutions of Joint Individual Augmentees (JIAs) for all

operational Joint Task Forces Headquarters (JTF HQs). With this tasking, the Individual Augmentation Branch (J31-IA) of the Joint Staff Operation Directorate (J3) is responsible for coordinating the sourcing solutions for JIA requirements with the Joint Staff J1, the Services and supported combatant commands in accordance with the Global Force Management Implementation Guidance (GFMIG) processes as directed by the Secretary of Defense. This effort assists in the development of all doctrinal changes, defining new processes, executing these newly implemented processes, identifying process improvements and managing the development of all JIA sourcing and tracking solutions. 2.0 BACKGROUND: The 4 Feb 2005 SecDef Memo regarding “Policy Implementation to Improve

Formation and Sustainment of Joint Task Force (JTF) Headquarters” directed transitioning the management of Joint Individual Augmentation force providing from the Joint Staff J1 to USJFCOM. In 2006, USJFCOM cohosted

the Prioritization, Sourcing and Review Boards (PS&RB) at the Pentagon with the Joint Staff J1 and began the transition process to move the management aspect of the program from the Pentagon to Norfolk. Hand off of the mission was coordinated through a phased approach which began with IOC in Oct of 2006 and ended with FOC in Aug of 2007. This effort allowed USJFCOM to provide geographical combatant commands (GCCs) a single focused point for the joint force providing of conventional forces. By leveraging the Global Force Management (GFM) work the J3 was already doing to source units, in-lieu-of forces, and ad hoc requirements, USJFCOM was able to integrate the JIA sourcing process into the GFM process and provide the Services with

the total annual force demands of the GCCs in support of their warfighting requirements. The annual JIA requirements timeline is now intrinsically linked to the Request For Forces (RFF) requirements timeline leveraging

the ability of USJFCOM to source conventional forces as the Joint Force Provider. With the recent 6 January 2011 Presidential decision to disestablish US Joint Forces Command, the JIA force providing function has been transferred back under the authority of the Joint Staff J3 with all other sourcing processes remaining intact.

3.0 SCOPE: The Contractor shall provide IA Management, IA Management Technical Support, and Technical Documentation and Training to support the JIA FP mission as stated in the tasks as part of a larger government team.. The Contractor shall perform non-personal services and no functions prohibited by the Office of Federal Procurement Policy (OFPP) policy letter 92.

4.0 APPLICABLE DOCUMENTS:

a. Unified Command Plan, 17 December 2008, paragraph 16.d.(1) Joint Force Provider.

b. Chairman of the Joint Chiefs of Staff Instruction (CJCSI) 1301.01D, “Individual Augmentation Procedures”, 12 February 2011

5.0 REQUIREMENTS: The contractor shall provide support iaw with requirements outlined in the current CJCSI 1301.01 JIA and all applicable Joint Staff approved JIA Business Rules. The contractor shall support/coordinate information with the Joint Staff’s electronic Joint Manpower and Personnel System (eJMAPS)

as the Program of Record (POR) for the management of JTF HQ joint manning documents (JMDs). The contractor shall be required to support the following mission areas:

5.1 IA Management. JIA Management support will be required to support the sourcing processes of Joint Individual Augmentation. The contractor will assist in coordinating sourcing solutions with the Services and Combatant Commands, the development of sourcing COAs, and Annex Delta Modifications for the submission to the SecDef for inclusion in the SDOB. JIA contractor will also assist in the annual collection of Combatant Command JIA requirements for presentation at the Annual JIA Sourcing Conference and the follow-on Global

Force Management Board (GFMB). The contractor shall provide support to the J31 Individual Augmentation Branch in its role as the Joint Force Provider for Joint Individual Augmentation (JIA). Responsibilities include

coordinating the sourcing of validated Joint Manning Document (JMD) requirements by vetting JIA requirements

with military Service providers and other DOD agencies to secure sourcing solutions in support of the Overseas Contingency Operations. Duties include coordinating efforts between Combatant Commands (CCMDs), DOD agencies, and NATO organizations and arbitrating sourcing dilemmas to arrive at workable solutions to

accommodate all parties. Contractor will assist in the annual collection of JIA requirements from all CCMDs, in support of associated JMDs., Contractor will assist in the development and submission to the Joint Staff, for inclusion in the SDOB, GFMAP Annex D Mods. Contractors will assist in the development of JIA policy, processes, busines rules, and tools for force providers and CCMDs on all aspects of

sourcing/reclamas/etc. Contractor shall also support the development of JIA studies as directed by the GFMB, or other authoratative organizations,

5.2 IA Management Technical Support. The contractor shall provide software systems support for JIA

Management Technical Support and Technical Documentation and Training. . The contractor shall create web front-end user interfaces to new or existing databases and applications utilizing existing systems which include Sequel, Lotus Dominos, and Java Script . The contractor shall maintain and upgrade the JMD Web Management and Risk Assessment Tools and upload data to approved SecDef Mods portals. The contractor shall provide technical support to sustain and enhance the virtual environment within the Joint Staff Joint Individual Augmentation

Branch (J31-IA) and conduct analysis of virtual environments in support of collaborative initiatives of the Joint Staff J3 Directorate, combatant commands, the Joint Staff, DOD Agencies, NATO organziations, and JTF elements. The contractor shall assist in the maintainance of the J31-IA classified and unclassified Portals to insure

currancy and relavace. . Included in this task is posting the SecDef approved Mods to the web portal for community of interest use. The contractor shall maintain, and upgrade as appropriate, the JMD Management and

Risk Assessment Tools on the classified side in support of the JIA management effortThe task also includes application and database development/testing as appropriate to improve JIA process. The contractor shall also provide advice and assistance to the JIA Branch on implementation and application of the JIA Module in the Joint Capabilities Requirements manager (JCRM) tool.

5.3 Technical Documentation and Training. The contractor shall provide supporting documentation for all applications supporting JIA management activities as described in paragraph 5.2. Required documentation may include training guides, reference manuals and configuration files to be used in conjuction with work identified in

paragraph 5.1. The contractor shall assist in scheduling and conducting training for applications.

6.0 DELIVERABLES: All deliverables shall be submitted in soft copy (electronic media. A letter of transmittal shall accompany all deliverables. These are estimated delivery dates to be determined by the customer’s

requirements.

Report Description CDRL Periodicity Draft Due Final Due In Progress Review Briefing Status of program. A001

Quarterly 10 Days After End of Qtr 30 Days After End of Qtr Progress, Status and Management Report The contractor shall provide the Government a progress, status, and Management report.

A002 Quarterly N/A 10 Days After End of Month Property Accountability Report. The contractor shall provide the

Government a property accountability report.

A003 Beginning and End of Contract 15 DACA and 30 Days Before End of Contract 30 DACA and 5 Days Before End

of Contract End of Contract Final Report The contractor shall provide the Government with an end of contract final

report. A004 One time 60 Days Before Contract Ends 5 Days Before Contract Ends Quality Control Plan The contractor shall provide a plan. A005 One Time 30 DACA 60 DACA Financial Voucher The contractor shall provide

All deliverables and products shall be delivered to the following mailing addresses: USJFCOM J3/4 Business Management Office

1562 Mitscher Ave, Suite 200

Requirement Performance Measurement Performance Standard

Norfolk, VA 23551-2488

Joint Staff J31-IA Branch

Norfolk, VA 23551-2488

QUALITY ASSURANCE (QA) METRICS: The following QA metrics apply to this delivery order.

Task Completion Timeliness Tasks completed within 24 hours of tasking. Successful completion PWS requirements are successfully

completed in accordance with para 6.0 in no more than two returns of the documents. Contract Timeliness Deliverables provided in required timeframes. Deliverables Content & Format Deliverable complies with DD Form

1423, CDRL, applicable DIDs or other pertinent references. Program Management Cost Control Effective and efficient Costs reflect and are commensurate with the effort. Task order completed within negotiated CPFF amount.

PM Responsiveness Timely response to requests Management responds timely to requests for information or contractual actions. Level of Effort Effective Effective and efficient An established and management of workforce and Efficient effectively implemented QCP. Task order completed within the negotiated LOE. Standard

Acceptable

Quality Level Surveillance Method100% 95% Random Check by TA/COR

8.0 SECURITY: The security requirements for this task are defined in the supporting DD254 form. The contractor is required to have a minimum of a Final SECRET clearance. Contractor personnel are required to have a

final Top Secret clearance with eligibility for SCI access. Contractor shall nominate individuals for SCI access through the COR for approval prior to submission to the SSO.

8.1 The contractor is required to have a Top Secret facility clearance with Secret safeguarding capabilities not to

exceed two (2) cubic feet. The contractor will require access to Sensitive Compartmented Information (SCI), Non-SCI intelligence information, NATO information, and For Official Use Only (FOUO) information.

8.2 In performing this contract, the contractor will receive and derivatively generate classified information (only collateral SECRET will be performed at the contractor facility), have access to classified information outside the U.S., Puerto Rico, U.S. possessions and trust territories, and have Operations Security (OPSEC) requirements.

8.3 Administrative duties performed by the contractor will not require a clearance and may require an investigation

for Information Technology (IT) sensitive duties.

9.0 GOVERNMENT FURNISHED EQUIPMENT (GFE) AND MATERIAL (GFM):

9.1 GFE: The government will provide office computer equipment and on-site office space to support efforts associated with performance of this PWS.

9.2 GFM: The government will provide all appropriate office material required to accomplish work in an office environment.

10.0 PLACE OF PERFORMANCE: Performance will take place primarily at the Joint Staff J31 JFP facilities in Norfolk, Virginia. Work also may be performed at other government sites that relate to force providing missions and operations as required, to accommodate specific tasking. Contractor travel may be required to CONUS and OCONUS temporary duty locations detailed in paragraph 12 of this PWS to support various taskings.

11.0 PERIOD OF PERFORMANCE: The period of performance for option year 1 shall be from 24 September 2011 through 23 September 2012.

12.0 TRAVEL: Costs for transportation may be based upon mileage rates, actual costs incurred, or a

combination thereof, provided the method used results in a reasonable charge. Travel costs will be considered reasonable and allowable only to the extent that they do not exceed on a daily basis, the maximum per diem rates in

effect at the time of the travel. The Joint Travel Regulations (JTR), while not wholly applicable to contractors, shall

provide the basis for the determination as to reasonable and allowable. Maximum use is to be made of the lowest available customary standard coach or equivalent airfare accommodations available during normal business hours.

All necessary travel meeting the above criteria shall be approved in advance by the GTL. Exceptions to these guidelines shall be approved in advance by the Contracting Officer or his Designee.

12.1 In support of this task order, the Contractor may be required to travel to CONUS and OCONUS

locations in support of various taskings. For estimating purposes, the following information is provided as the potential locations for travel:

· OCONUS:

Doha, Qatar Stuttgart, Germany

Camp Smith, Hawaii

· CONUS:

Washington D.C.,

Colorado Springs, Colorado Tampa, Florida

Miami, Florida

12.2 The following chart provides an estimate for the number of TDYs and travelers/duration of travel Per Year in support of this contract:

Destination Number of trips Number of travelers Duration (days) Washington, DC 3 1 4

Washington DC 3 2 2 Tampa, FL 1 2 4

SECTION D PACKAGING AND MARKING

MARKING OF SHIPMENTS (COMMERCIALLY PACKAGED ITEMS) (MAR 1999)

Marking shall be in accordance with ASTM D-3951-95 “Standard Practice for Commercial Packaging.”

SECTION E INSPECTION AND ACCEPTANCE

INSPECTION AND ACCEPTANCE (SERVICES) (OCT 1992)

Inspection and acceptance of services to be furnished hereunder shall be made, upon completion of the services, by the Contracting Officer's Representative.

SECTION F DELIVERABLES OR PERFORMANCE

CLIN - DELIVERIES OR PERFORMANCE

The periods of performance for the following Items are as follows:

4000 9/24/2010 - 9/23/2011

4001 9/24/2011 - 9/23/2012

6000 9/24/2010 - 9/23/2011

6001 9/24/2011 - 9/23/2012

Services to be performed hereunder will be provided at the U.S. Joint Forces Command located in Norfolk, VA.

DELIVERY OF DATA (FISC DET PHILA) (OCT 1992)

Place and time of delivery of data shall be as specified on the DD Form 1423 (Contract Data Requirements List) which is an exhibit to this contract, unless delivery is deferred at the Government’s option by written order of the Contracting Officer.

PROGRESS AND FINANCIAL REPORTS (FISC DET PHILA) (OCT 1992)

(a) Progress and Financial Reports. A monthly progress and financial report will be submitted to the Contracting Officer's Representative (COR) with a copy to the Contracting Officer. In addition, a separate report of the number of man-hours charged to the contract will be submitted monthly to the COR and the Contracting Officer. (b) Technical Reports. Technical reports and conclusions reflecting the work accomplished under each task set forth in Section C of this task order will be prepared and delivered to the Government in accordance with Section C of this task order .

(c) Final Delivery. The delivery date of the last of the above reports is not to be later than as specified in the task order performance work statement.

(d) Reporting labor hours by project. To meet the USJFCOM Commander’s oversight requirements into projects supported by the command, a command-wide workload collection system for all personnel working on command projects is to be implemented in phases. The system will ultimately be mandatory for all military, government civilian and contractor personnel who provide direct support to projects. Based on the foregoing, initially, all prime and subcontractor personnel working on-site at USJFCOM in the Tidewater region of Virginia, using Government furnished facilities and equipment, shall load their hours by project into a government developed database weekly or within two working days upon return from travel. This reporting requirement is for

operational oversight of command efforts and does not eliminate or obviate any requirements to provide financial data through DCAA approved corporate financial systems. The time required for inputting such data is

considered to be directly chargeable to the contract/task order under which hours are being reported. Information derived from this data collection will not be used for validation of invoices. Moreover, any verification or validation of contractor employee hours will be the responsibility of their management as the Government will not validate or approve contractor entries.

(e) The Government will provide system orientation training to the contractor’s project manager or his designee and also identify USJFCOM job order numbers that correspond to the various work being performed or supported by the contractor.

SECTION G CONTRACT ADMINISTRATION DATA

1562 Mitscher Avenue, Ste 300 Norfolk, VA 23551-2488

SUP 5252.232-9402 INVOICING AND PAYMENT (WAWF) INSTRUCTIONS (April 2008)

(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:

(2) WAWF Vendor “Quick Reference” Guides are located at the following web site:

(3) Select the invoice type within WAWF as specified below. Back up documentation (such as timesheets, receiving reports etc.) can 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 each file is not to exceed 2MB. Multiple attachments are allowed.

(b) The following information, regarding invoice routing DODAAC’s, must be entered for completion of the invoice in WAWF:

Routing Table Contracting Officer Notes

WAWF Invoice Type Cost Voucher -- Select 2-in-1 for FFP Services Only.

-- Select Combo for Supplies, or Supplies AND FFP Services.

-- Select Cost Voucher for all Cost Type Contracts.

If none of the above applies, please call 1-800-559-WAWF (9293).

Contract Number _{N00178-04-D-4091}

Issuing Office DODAAC N00189 Admin Office DODAAC S2404A Acceptance At Other N00066 Local Processing Office (Certifier) N00066

Paying Office DODAAC HQ0338

(c) Contractors approved by DCAA for direct billing will not process vouchers through DCAA, but may submit directly to DFAS. Vendors MUST still provide a copy of the invoice and any applicable documentation that supports payment to the Acceptor/Contracting Officer's Representative (COR) if applicable. Additionally, a copy of the invoice(s) and attachment(s) at time of submission in WAWF must also be provided to each point of contact identified in section (d) of this clause by email. If the invoice and/or receiving report are delivered in the email as an attachment it must be provided as a .PDF, Microsoft Office product or other mutually agreed upon form between the Contracting Officer and vendor.

(d) For each invoice / cost voucher submitted for payment, the contractor shall include the following email addresses for the WAWF automated invoice notification to the following points of contact:

Name Email Phone Role

SECURITY ADMINISTRATION

SECURITY ADMINISTRATION (FISC DET PHILA) (OCT 1992)

The highest level of security that will be required under this contract is Top Secret as designated on DD Form 254 attached hereto and made a part hereof.

The name, address and telephone number of the cognizant security office is:

3080 Harbour View Boulevard Suffolk, VA 23435

The facilities to be utilized in the performance of this effort have been cleared to Top Secret level.

The contractor should also provide the above information on all proposed subcontractors who will be required to have a security clearance.

SECURITY ADMINISTRATION (FISC DET PHILA) (OCT 1992)

The highest level of security required under this contract is Secret as designated on DD Form 254 attached hereto and made a part hereof.

The Commander, Defense Investigative Service, Director of Industrial Security, Mid-Atlantic Region, is designated Security Administrator for the purpose of administering all elements of military security hereunder.

Accounting Data

SLINID PR Number Amount

--- --- --- 4000 N0006610RCFP056 1391680.18 LLA :

AA 1701804 11CX 252 00066 0 068892 2D CFP056 Standard Number: N0006610RCFP056

Cost Code: 000660FPAA1Q

LLA :

AA 1701804 11CX 252 00066 0 068892 2D CFP056 Standard Number: N0006610RCFP056

Cost Code: 000660FPAA1Q BASE Funding 1435116.64 Cumulative Funding 1435116.64 MOD 01 400101 N0006611RCFP022 305000.00 LLA : AB 1711804 11CX 252 00066 0 068892 2D CFP022 000661FPAA1Q Standard Number: N0006611RCFP022 600101 N0006611RCFP022 5000.00 LLA : AB 1711804 11CX 252 00066 0 068892 2D CFP022 000661FPAA1Q Standard Number: N0006611RCFP022 MOD 01 Funding 310000.00 Cumulative Funding 1745116.64 MOD 02 400101 N0006611RCFP022 (17518.40) LLA : AB 1711804 11CX 252 00066 0 068892 2D CFP022 000661FPAA1Q Standard Number: N0006611RCFP022 MOD 02 Funding -17518.40 Cumulative Funding 1727598.24 MOD 03 Funding 0.00 Cumulative Funding 1727598.24 MOD 04 Funding 0.00 Cumulative Funding 1727598.24 MOD 05 400102 H9126913491073 203297.13 LLA : AC 9720100 1220 5310 00000 2523 9JAA97 012195 DJAC21073 Standard Number: H9126913491073 MOD 05 Funding 203297.13 Cumulative Funding 1930895.37 MOD 06 Funding 0.00 Cumulative Funding 1930895.37 MOD 07 Funding 0.00 Cumulative Funding 1930895.37

SECTION H SPECIAL CONTRACT REQUIREMENTS

APPOINTMENT OF COR

APPOINTMENT OF CONTRACTING OFFICER’S REPRESENTATIVE (FISC DET PHILA) (OCT 1992)

(a) The Contracting Officer hereby designates the following individual as Contracting Officer’s Representative (s) (COR) for this contract

1562 Mitscher Avenue, Ste 300 Norfolk, VA 23551-2488

(b) In the absence of the COR named above, all responsibilities and functions assigned to the COR shall be the responsibility of the alternate COR acting on behalf of the COR. The Contracting Officer hereby appoints the following individual as the alternate COR:

To Be Determined

(c) The COR will act as the Contracting Officer’s representative for technical matters, providing technical direction and discussion as necessary with respect to the specification or statement of work, and monitoring the progress and quality of contractor performance. The COR is not an Administrative Contracting Officer and does not have authority to take any action, either directly or indirectly, that would change the pricing, quantity, quality, place of performance, delivery schedule, or any other terms and conditions of the contract (or delivery/task order), or to direct the accomplishment of effort which goes beyond the scope of the statement of work in the contract (or delivery/task order).

(d) It is emphasized that only a Contracting officer has the authority to modify the terms of the contract, therefore, in no event will any understanding, agreement, modification, change order, or other matter deviating from the terms of the basic contract between the contractor and any other person be effective or binding on the Government. When/if, in the opinion of the contractor, an effort outside the existing scope of the contract (or delivery/task order) is requested, the contractor shall promptly notify the PCO in writing. No action shall be taken by the contractor under such direction unless the PCO or ACO has issued a contractual change or otherwise resolved the issue.

SUBSTITUTION OR ADDITION OF PERSONNEL (NAVSUP 5252.237-9400) (JAN 1992)

(a) The offeror agrees to assign to the contract those persons whose resumes, personnel data forms or personnel qualification statements were submitted as required in Section L to fill the requirements of the contract. No substitution or addition of personnel shall be made except in accordance with this clause.

(b) The offeror agrees that during the contract performance period no personnel substitutions will be permitted unless such substitutions are necessitated by an individual’s sudden illness, death or termination of

employment. In any of these events, the contractor shall promptly notify the contracting officer and provide the information required by paragraph (d) below.

(c) If personnel for whatever reason become unavailable for work under the contract for a continuous period exceeding thirty (30) working days, or are expected to devote substantially less effort to the work than indicated in the proposal, the contractor shall propose a substitution of such personnel, in accordance with paragraph (d)

below.

(d) All proposed substitutions shall be submitted, in writing, to the Contracting Officer at least fifteen (15) days (thirty (30) days if a security clearance must be obtained) prior to the proposed substitution. Each request shall provide a detailed explanation of the circumstances necessitating the proposed substitutions, a complete resume for the proposed substitute and any other information required by the Contracting Officer to approve or

disapprove the proposed substitution. All proposed substitutes (no matter when they are proposed during the performance period) shall have qualifications equal to or higher than the qualifications of the person being replaced.

(e) In the event a requirement to increase the specified level of effort for a designated labor category, but not the overall level of effort of the contract occurs, the offeror shall submit to the Contracting Officer a written request for approval to add personnel to the designated labor category. The information required is the same as that required for paragraph (d) above. The additional personnel shall have qualifications greater than or equal at least one (1) of the individuals proposed for the designated labor category.

(f) The Contracting Officer shall evaluate requests for substitution and addition of personnel and promptly notify the offeror, in writing, of whether the request is approved or disapproved.

(g) If the Contracting Officer determines that suitable and timely replacement of personnel who have been reassigned, terminated or have otherwise become unavailable to perform under the contract is not reasonably forthcoming or that the resultant reduction of productive effort would impair the successful completion of the contract or the delivery order, the contract may be terminated by the Contracting Officer for default or for the convenience of the Government, as appropriate. Alternatively, at the Contracting Officer’s discretion, if the Contracting Officer finds the contractor to be at fault for the condition, he may equitably adjust (downward) the contract price or fixed fee to compensate the Government for any delay, loss or damage as a result of the contractor’s action.

SECTION I CONTRACT CLAUSES

09RA 52.217-9 -- OPTION TO EXTEND THE TERM OF THE CONTRACT. (MAR 2008)

(a) The Government may extend the term of this contract by written notice to the Contractor within 30 days prior to completion of the base period; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed two years.

SUP 5252.204-9400 Contractor Access to Federally Controlled Facilities and/or Unclassified Sensitive Information or Unclassified IT Systems (May 2010)

Homeland Security Presidential Directive (HSPD)-12, requires government agencies to develop and implement Federal security standards for Federal employees and contractors. The Deputy Secretary of Defense Directive-Type Memorandum (DTM) 08-006 – “DoD Implementation of Homeland Security

Presidential Directive – 12 (HSPD-12)” dated November 26, 2008 (or its subsequent DoD instruction) directs implementation of HSPD-12. This clause is in accordance with HSPD-12 and its implementing directives. This clause applies to contractor employees requiring physical access to any area of a federally controlled base, facility or activity and/or requiring access to a DoD computer/network, to perform certain unclassified both non-sensitive and sensitive duties. It is the responsibility of the command/facility where the work is performed to ensure compliance.

The requirement to control access to sensitive information applies to all US government IT systems and/or areas where unclassified but sensitive information may be discussed, displayed or maintained. DON policy

prescribes that all unclassified data that has not been approved for public release and is stored on mobile computing devises must be treated as

sensitive data and encrypted using commercially available encryption technology. Whenever granted access to sensitive information, contractor employees shall follow applicable DoD/DoN instructions, regulations,

policies and procedures when reviewing, processing, producing, protecting, destroying and/or storing that information. Operational Security (OPSEC) procedures and practices must be implemented by both the contractor and contract employee to protect the product, information, services, operations and missions related to the contract. The contractor shall designate an employee to serve as the Contractor’s Security Representative. Within three work days after contract award, the contractor shall provide to the Navy Command’s Security Manager and the Contracting Officer, in writing, the name, title, address and phone number for the Contractor’s Security

● Must be either a US citizenor a US permanent resident with a minimum of 3 years legal residency in the US (as required by The Deputy

Secretary of Defense DTM 08-006 or its subsequent DoD instruction) and ● Must have a favorably completed National Agency Check with Written Inquiries (NACI) including a

Federal Bureau of Investigation (FBI) fingerprint check prior to installation access.

● SF-85 Questionnaire for Non-Sensitive Positions ● Two FD-258 Applicant Fingerprint Cards

● Original Signed Release Statements

Representative. The Contractor’s Security Representative shall be the primary point of contact on any security matter. The Contractor’s Security Representative shall not be replaced or removed without prior notice to the Contracting Officer.

Non-Sensitive Positions

Contractor employee whose work is unclassified and non-sensitive (e.g., performing certain duties such as lawn maintenance, vendor services, etc ...) and who require physical access to publicly accessible areas to perform those duties shall meet the following minimum requirements:

To be considered for a favorable trustworthiness determination, the Contractor’s Security Representative must submit for all employees each of the following:

The contractor shall ensure each individual employee has a current favorably completed NACI.

The Contractor’s Security Representative shall be responsible for initiating reinvestigations as required. Failure to provide the required documentation at least 30 days prior to the individual’s start date shall result in delaying the individual’s start date.

Sensitive Positions

Contractor employee whose duties require accessing a DoD unclassified computer/network, working with sensitive unclassified information (either at a Government or contractor facility), or physical access to a DoD facility must be a US citizen and possess a favorable trustworthiness determination prior to installation access. To obtain a favorable trustworthiness determination, each contractor employee must have a

which consists of a NACI including a FBI fingerprint check plus credit and law enforcement checks. Each contractor employee applying for a

trustworthiness determination is required to complete:

· SF-85P Questionnaire for Public Trust Positions

· Two FD-258 Applicant Fingerprint Cards

· Original Signed Release Statements

Failure to provide the required documentation at least 30 days prior to the individual’s start date shall result in delaying the individual’s start date. To maintain continuing authorization for an employee to access a DoD unclassified computer/network, and/or have access to sensitive unclassified information, the contractor shall ensure that the individual employee has a current requisite background investigation. The Contractor’s Security Representative shall be responsible for initiating reinvestigations as required and ensuring that background investigations remain current (not older than 10 years) throughout the contract performance period.

IT Systems Access

When access to IT systems is required for performance of the contractor employee’s duties, such employees shall in-process with the Navy Command’s Security Manager and Information Assurance Manager upon arrival to the Navy command and shall out-process prior to their departure at the completion of the individual’s performance under the contract. Completion and approval of a System Authorization Access Request Navy (SAAR-N) form is required for all individuals accessing Navy Information Technology resources. The SAAR-N shall be forwarded to the Navy Command’s Security Manager at least 30 days prior to the individual’s start date. Failure to provide the required documentation at least 30 days prior to the individual’s start date shall result in delaying the individual’s start date.

When required to maintain access to required IT systems or networks, the contractor shall ensure that all

employees requiring access complete annual Information Assurance (IA) training, and maintain a current requisite background investigation. The Contractor’s Security Representative shall contact the Command Security

Manager for guidance when reinvestigations are required.

Security Approval Process

The Contractor’s Security Representative shall ensure that each individual employee pending assignment shall accurately complete the required forms for submission to the Navy Command’s Security Manager. The Contractor’s Security Representative shall screen the investigative questionnaires for completeness and accuracy and for potential suitability/security issues

prior to submitting the request to the Navy Command’s Security Manager. Forms and fingerprint cards may be obtained from the Navy Command’s Security Manager. These required items, shall be forwarded to the Navy Command's Security Manager for processing at least 30 days prior to the individual employee’s anticipated date for reporting for duty. The Navy Command’s Security Manager will review the submitted documentation for completeness prior to submitting it to the Office of Personnel Management (OPM). Suitability/security issues identified by the Navy Command’s Security Manager may render the contract employee ineligible for the assignment. A favorable review of the questionnaire and advance fingerprint results are required as an interim measure prior to the contract employee start date. An unfavorable determination made by the Navy Command’s Security Manager is final and such a determination does not relieve the contractor from meeting any contractual obligation under the contract.

If contractor employees already possess a current favorably adjudicated investigation, the Navy Command’s Security Manager will use the Visit Authorization Request (VAR) via the Joint Personnel Adjudication System (JPAS). The contractor shall include the IT Position Category per SECNAV M-5510.30 for each employee designated on a VAR. The VAR requires annual renewal for the duration of the employee’s performance under the contract.

The Navy Command’s Security Manager will forward the required forms to OPM for processing. Once the investigation is complete, the results will be forwarded by OPM to the DON Central Adjudication Facility (CAF) for a position of trust determination. When a favorable determination is not made, contractor employees shall not be permitted to work on this contract effort and if already working on the contract shall be removed immediately.

The potential consequences of any requirements under this clause including denial of access for a proposed contractor employee who fails to obtain a favorable trustworthiness determination in no way relieves the contractor from the requirement to execute performance under the contract within the timeframes specified in the contract. Contractors shall plan ahead in processing their employees and subcontractor employees for working in non-sensitive positions, with sensitive information, and/or on Government IT systems. The contractor shall insert this clause in all subcontracts when the subcontractor is permitted to have physical access to a federally controlled facility and/or access to a federally-controlled information system/network and/or access to

government information.

OPTION TO EXTEND THE TERM OF THE CONTRACT (FAR 52.217-9) (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within 30 days provided, that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 days before the contract expires. The preliminary notice does not commit the Government to an extension. (b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed 36 months.

CLAUSES INCORPORATED BY REFERENCE 52.219-8 Utilization of Small Business Concerns

SECTION J LIST OF ATTACHMENTS

DD 254 QASP/CAP