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

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1 1. CONTRACT ID CODE OF S AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT J EFFECTIVE DATE 4. REQUISITION/PURCHASE REQ. NO. 5. PROJECT NO. (If applicable) 24-Mar-2014 M R-0574 N/A 6. ISSUED BY CODE M ADMINISTERED BY (If other than Item 6) CODE M67854 MARCORSYSCOM 2200 Lester St Bldg 2200 Quantico VA MARCORSYSCOM 2200 Lester St Bldg 2200 Quantico VA NAME AND ADDRESS OF CONTRACTOR (No., street, county, State, and Zip Code) 9A. AMENDMENT OF SOLICITATION NO. URS Federal Technical Services, Inc Seneca Meadows Parkway Suite 300 Germantown MD B. DATED (SEE ITEM 11) CAGE CODE [X] 10A. MODIFICATION OF CONTRACT/ORDER NO. - 10B. DATED (SEE ITEM 13) FACILITY CODE 27-Sep 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. [ ] [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 (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 2 15A. NAME AND TITLE OF SIGNER (Type or print) 16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print) Contracting Officer 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 25-Mar STANDARD FORM 30 (Rev ) Prescribed by GSA FAR (48 CFR)

2 2 of 2 GENERAL INFORMATION The purpose of this modification is to: 1) Fully fund CLINs 5002AJ and 5002AK; and, 2) Delete DFARs Limitation of Government's Obligation Clause. All other terms and conditions remain unchanged. The Line of Accounting information is hereby changed as follows: The total amount of funds obligated to the task is hereby increased from to. CLIN/SLIN Type Of Fund From ($) By ($) To ($) 5002AJ O&MN,N 5002AK O&MN,N by The total value of the order is hereby increased from. by $0.00 to

3 1 of 32 SECTION B SUPPLIES OR SERVICES AND PRICES CLIN - SUPPLIES OR SERVICES For FFP Items: Item PSC Supplies/Services Qty Unit Unit Price Total Price PM Intel Support Services. SLINs are for funding only. Base Year. Period of Performance for the SLINs includes a stop work period from 09 October 2012 to 26 November 2012, during which no service was provided. 5000AA R425 TPCS. 5000AB R425 WFVPS. 5000AC R425 DCGS. shall perform IAW 3.1 through 3.5. (Fund Type - TBD) shall perform IAW 3.1 through 3.5. (Fund Type - TBD) shall perform IAW 3.1 through 3.5. (Fund Type - TBD) 5001 PM Intel Support Services. SLINs are for funding only. Option Year AA R425 DCGS.

4 2 of AB R425 DCGS. 5001AC R425 JSTARS. 5001AD R425 CESAS. 5001AE R425 CESAS. 5001AF R425 TCAC. 5001AG R425 IAS. 3.1 to 3.5. (RDT&E) 3.1 to 3.5. (RDT&E) 3.1 to 3.5. (O&MN,N) 3.1 to 3.5. (RDT&E) 3.1 to 3.5. (RDT&E) 3.1 to 3.5. (PMC) 3.1 to 3.5. (PMC)

5 3 of AH R425 TEG. 5001AJ R425 IBR. 5001AK R425 MSIDS. 3.1 to 3.5. (O&MN,N) 3.1 to 3.5. (PMC) 3.1 to 3.5. (PMC) 5001AL R425 P-SIR Shared. 3.1 to 3.5. (PMC) 5001AM R425 DCGS - Shared. 5001AN R425 TPCS. 5001AP R425 RREP. 3.1 to 3.5. (O&MN,N) Optional Task 1 - PWS Para to 3.4. (O&MN,N) Optional Task 1 - PWS Para 3.6.

6 4 of to 3.4. (PMC) 5002 PM Intel Support Services. SLINs are for funding only. Option Year AA R425 DCGS. 5002AB R425 DCGS. 5002AC R425 JSTARS. 5002AD R425 CESAS. 5002AE R425 CESAS. 3.1 to 3.5. (RDT&E) 3.1 to 3.5. (O&MN,N) 3.1 to 3.5. (O&MN,N) 3.1 to 3.5. (O&MN,N) 3.1 to 3.5. (RDT&E)

7 5 of AF R425 TCAC. 5002AG R425 IAS. 5002AH R425 TEG. 5002AJ R425 IBR. 5002AK R425 MSIDS. 3.1 to 3.5. (RDT&E) 3.1 to 3.5. (O&MN,N) 3.1 to 3.5. (O&MN,N) 3.1 to 3.5. (O&MN,N) 3.1 to 3.5. (O&MN,N) 5002AL R425 P-SIR Shared. 3.1 to 3.5. (PMC) 5002AM R425 DCGS - Shared.

8 6 of AN R425 TPCS. 5002AP R425 RREP. 3.1 to 3.5. (PMC) Optional Task 1 - PWS Para to 3.4. (RDT&E) Optional Task 1 - PWS Para to 3.4. (O&MN,N) 5003 R425 Travel and ODCs. (Fund Type - TBD) 5004 R425 Travel and ODCs. Option Year 1. (O&MN,N) 5005 R425 Travel and ODCs. Option Year 2. (O&MN,N) For FFP / NSP Items: Item PSC Supplies/Services Qty Unit Unit Price Total Price CDRLs. $0.00 For FFP Items: Item PSC Supplies/Services Qty Unit Unit Price Total Price R425 Travel and ODCs. Additional funding for CLIN (O&MN,N)

9 7 of R425 Travel and ODCs. Additional funding for CLIN (O&MN,N)

10 8 of 32 SECTION C DESCRIPTIONS AND SPECIFICATIONS Performance Work Statement for PM MARINE INTELLIGENCE (PMM Intel) 1.0 Scope. The Program Manager Marine Intelligence (PMM Intel), Marine Corps Systems Command (MCSC), acts as the central agent for the research, development, acquisition, and life cycle management of intelligence, surveillance, and reconnaissance systems throughout the Marine Corps and Supporting Establishment. Programs within PMM Intel fall within all phases of the acquisition process. The scope of this effort is to provide logistics, program management, financial management, and engineering support. Performance of this task order will require interfacing with Government personnel, Space and Naval Warfare Center Atlantic, (SPAWAR) Charleston SC, the Naval Surface Warfare Center, Crane IN, Marine Corps Combat Development Center (MCCDC), Headquarters Marine Corps, Intelligence Department, national intelligence agencies, and other contractors supporting PMM Intel. 1.1 Background. PMM Intel leads the Marine Corps effort in the research and development, acquisition, and sustainment of cutting edge tactical intelligence collection, processing, and dissemination equipment as well as ground Electronic Warfare (EW) systems. The Program Manager (PM) is dedicated to delivering integrated and interoperable intelligence capabilities to the Marine Operating Forces in order to accomplish their war-fighting mission. PMM Intel is committed to developing modular and scalable intelligence capabilities that provide our Operating Forces with a smaller, more adaptable footprint, capable of responding to any crisis environment. The PM is also responsible for providing materiel solutions for urgent war fighting requirements. Our future focus must enable Marine Corps operating concepts, such as Enhanced Company Operations, supported by the Company Level Intelligence Cell, to provide key waypoints on the Marine Corps Intelligence Surveillance and Reconnaissance (ISR) Roadmap. To ensure maximum mission success, we emphasize functional capability areas described by the Marine Corps Intelligence, Surveillance and Reconnaissance (ISR) Enterprise (MCISR-E), specifically focusing on Persistent ISR and Distributed Common Ground/Surface Station (DCGS). Interoperability within and across these functional areas supports an enterprise architecture across which data may flow freely and rapidly, through all phases of the intelligence cycle, to users at all levels of the Marine Air GroundTask Force (MAGTF). In support of the MCISR-E roadmap, PMMI experiments with relevant technologies to develop future capabilities; seeks appropriate exercise venues to gather system performance data and user feedback; makes maximum use of available engineering resources; and develops stakeholder relationships to expand our pool of technical expertise. The status of PMM Intel s projects, organizational structure, and information assurance are attached as separate documents and should be considered throughout this PWS (see below). Attachment 1: PMM Intel Project s Status Attachment 2: PMM Intel Organizational Chart Attachment 3: PMM Intel Information Assurance Program s Status 2.0 General Requirements. The PWS outlines tasks for the contractor to complete. However, the support capability required by the Government depends on each program s status within the acquisition life cycle. The support capability required by the Government for each program will change throughout the life of this contract as each

11 9 of 32 program progresses through its respective acquisition life cycle. shall monitor each program s status within the acquisition life cycle and provide the required support capability when necessary. During performance of this PWS, contractor employees shall identify themselves as contractor personnel by introducing themselves or being introduced as contractor personnel and displaying distinguishing badges or other visible identification for meetings with Government personnel. In addition, contractor personnel shall appropriately identify themselves as contractor employees in meetings, telephone conversations, and in both formal and informal written correspondence. It is the contractor s responsibility to arrange all non-disclosure agreements necessary to interface with other contractors to accomplish the PMM Intel s mission in support of this PWS in accordance with FAR Copies of all non-disclosure agreements required for this contract shall be provided to the Government. will maintain and update a recommended list of personnel that require either a Common Access Card (CAC) or External Certificate Authority care (ECA) for the Contracting Officer s Representative s (COR s) approval. shall assess and provide recommendations on improvements to PMMI processes, taking into consideration Service and Joint processes. 3.0 Specific Requirements. shall provide the support described below to PMM Intel. PMM Intel requires support at the Tier 0, Tier I, and Tier II levels. Tier 0 is the Program Manager and Assistant Program Manager level. Tier I is the Product Manager level. Tier II is the Team Lead and Project level per MCSC CONOPS. The nature of the support required for each task statement will depend on the tier being supported and acquisition stage of the particular program. Where the contractor provides support for multiple tiers on the same program, the contractor shall ensure that it provides an independent review capability, such that work performed by contractor personnel in support of one tier is not reviewed by the same contractor personnel in support of another tier. shall participate in Integrated Product Team (IPT) meetings, working groups, reviews, and meetings to support each competency and program. CDRL B001 CONFERENCE MINUTES / CONFERENCE/MEETING MINUTES/ TRIP REPORT CDRL B002 CONFERENCE AGENDA / CONFERENCE/MEETING AGENDA CDRL B003 CONTRACTOR S PROGRESS, STATUS AND MANAGEMENT REPORT /MONTHLY PROGRAM MANAGEMENT REPORT CDRL B004 INTEGRATED MASTER SCHEDULE (IMS) / INTEGRATED MASTER SCHEDULE (IMS) / INTEGRATED MASTER PLAN shall report ALL contractor labor hours (including subcontractor labor hours) required for performance of services provided under this contract for the PMM Intel via a secure data collection site. The contractor is required to completely fill in all required data fields using the following web address Reporting inputs will be for the labor executed during the period of performance during each Government fiscal year (FY), which runs October 1 through September 30. While inputs may be reported any time during the FY, all data shall be reported no later than October 31 of each calendar year. Contractors may direct questions to the help desk, linked at Program Management and General Support.

12 10 of shall draft, update, and review program documentation, briefs, and presentations shall draft, review, and update Business Strategies and Plans shall monitor, review, draft, and update Acquisition Strategies and Plans shall review, draft, and update the PMMI risk management program, risk registries, risk migration plans, and documentation shall draft, update, and review technology development strategies shall draft, maintain, and update program Security Classification Guide shall draft, maintain, and update Post Implementation Review plans shall draft, maintain, and update the Program Protection Plans shall draft, maintain, and update Acquisition Program Baselines shall draft, maintain, and update Cost Analysis Requirements Documents shall draft, maintain, and update the Naval Probability of Program Success (PoPS) briefs shall develop and maintain the Integrated Master Schedules and Integrated Master Plans for each program and competency within the PMMI portfolio using Microsoft Project shall draft, maintain, and update the Acquisition Decision Memoranda tracking shall monitor, maintain, and update the Spend Plans shall develop and draft Program Management correspondence shall develop, monitor, and draft the Work Breakdown Structure (WBS) shall update and maintain the PMM Intel TOPIC site shall update and maintain the PM Fact Book shall develop, update, and maintain the contents of the PMMI MCEITS Sharepoint sites for each program and competency area. 3.2 Logistics Support shall draft and update deployment/fielding plans shall monitor and execute the warranty program shall recommend, review, and draft Logistics Support plans shall monitor Post Deployment Software Support plans shall develop and monitor spares programs shall develop, monitor, and update the Item Unique Identification (IUID) plans shall recommend, review, and draft Performance Based Logistics activities shall draft and review Life Cycle Logistics Planning shall draft Reliability Centered Maintenance (RCM) shall draft and review maintenance strategies.

13 11 of shall execute, review, and draft Independent Logistics Assessments shall draft and review Levels of Repair Analysis (LORA) shall draft and review Supportability Strategies shall draft and review In-Service Management Plans shall draft and review In-Service Management Agreements shall maintain and update the Total Force Structure Management System (TFSMS) shall maintain, update, and perform corrective action on the Cataloging Action Requests shall maintain and update the Technical Manuals, Supply Instructions, and Modification Instructions shall analyze and report on support equipment requirements shall analyze and report on Diminishing Manufacturing Sources and Material Shortages shall analyze and report on reliability, availability and maintainability approaches shall analyze and report business case analyses, Facilities Plans, and Maintenance Plans shall review and provide recommendations on Original Equipment Manufacturer (OEM) Contract Data Requirement List (CDRL) deliverables, once the proper non-disclosure agreements have been obtained and delivered to the Government in accordance with FAR Engineering Support. shall update and maintain a schedule that identifies all System Engineering (SE) Technical review events within PMMI to include Milestone Assessment Team (MAT) events, Independent Logistics Assessments (ILAs) events, Technical Readiness Assessments (TRA) events, and Operational Test Readiness Review (OTRR) events shall draft and review engineering documentation in support of the acquisition milestone cycle for both systems and software. All documentation shall be in compliance with the DoD 5000 and MCSC processes to include the System Engineering Plan (SEP), Programmatic Environment Safety Health Evaluation (PESHE), IA, and Information Support Plan (ISP shall draft, analyze, review, and update system and software performance specifications for compliance with the requirement shall review, maintain, and update the Requirements Traceability Matrices (RTM) in support of both systems and software shall monitor the RTM process for validation and verification in support of both systems and software shall monitor the requirements development and analyses and shall draft recommendations for the user interface design, training, and support infrastructure shall conduct, analyze, report, and provide recommendations on market research and assemble and present technical data to support engineering and design shall monitor and recommend updates to the Configuration Management process shall analyze, report, and provide recommendations on Original Equipment Manufacturer s (OEM s) or government conducted engineering modeling and simulations shall track, review, and comment on Engineering Change Proposals (ECP s).

14 12 of shall develop and draft test and evaluation plans shall draft and review developmental and operational testing (DT and OT) results relating to verification and validation requirements. shall analyze and report on the integrator s developmental testing shall draft and review safety, hazard, and environmental analyses, assessments, and documentation. All documentation shall be in compliance with MCSC Order B and MIL-STD-882D shall maintain, update, and perform corrective action on the Configuration Management Information Systems (CMIS), Interactive Electronic Technical Manuals, and other electronic data and media shall draft and update the PMMI Human Systems Integration (HIS) Plan, PMMI Manpower, Personnel, and Training plans, and HSI input for engineering and test documentation shall draft user-centered design tasks and metrics, measures of performance, and measures of effectiveness shall review and analyze workflow data and draft Operational Sequence diagrams shall analyze, report, review, and update Manpower, Personnel, and Training information to support manpower estimates, training strategies and media, user centered support and support infrastructures such as training pipelines, MOS roadmaps, Personnel, Maintenance, and support structures shall analyze, update, and maintain functional flow block diagrams, failure analysis reports, performance data, and interface control requirements and documentation shall analyze, recommend and report trend analyses of new and emerging technologies; emerging engineering concepts and requirements; rapid technology insertion opportunities; and interface implications and functional enhancements required due to technology insertion shall recommend and draft Small Business Innovation Research topics shall review, recommend, and draft Technology Transition Agreements shall draft, review, analyze, and recommend Functional and Physical Configuration Audits (FCA/PCA) shall draft, review, and validate PMMI Information Support Plans (ISPs). ISPs shall be compliant with the CJCSI series, DODI 4630, and the Joint and DODAF architectural requirements shall review and update the baseline controls based on Mission Assurance Category (MAC) and classification for tactical systems. shall make recommendations on applicability and implementation The Contractor shall review, recommend, and draft information assurance (IA) controls within systems in the early stages of development per attachment (3) The Contractor shall maintain and update the enterprise Certification and Accreditation Tracking tool within DoD and the USMC, which is MCCAST/Xacta, and security scanning tools for Windows, Linux, and Unix mapped to the DoD 8500, DCID 6/3, and NIST regulations to augment the available security scanning tools that streamline testing of systems throughout the DoD The Contractor shall maintain, develop, and draft IA certification documentation in accordance with DoD Instruction Resource Management Support shall develop and draft reports, documents and briefs with program inputs per programmatic requirement using Program Budget Documentation Database (PBDD), Program Budgeting Information System (PBIS), Standard Accounting Budgeting Reporting System (SABRS), and Navy Headquarters System (NHS).

15 13 of shall develop and draft Funding Action Requests (FARs), Procurement Request (PR) Packages, and funding documents shall reconcile travel order vouchers using SABRS and DTS shall monitor and report abnormal financial conditions in SABRS shall develop and draft status of funds reports shall maintain baseline budget execution information shall provide recommendations based on program input in response to Military Intelligence Program (MIP) reporting requirements, funding taskers, Command taskers, and PM reviews shall research, review, and analyze program financial information such as funding document status, funding streams, appropriation usage, and execution delays shall upload, monitor, and input data into PR Builder for the program shall review and monitor Program Objective Memorandum (POM) initiatives and shall maintain and update POM documentation shall review and recommend on the Planning, Programming, Budget, and Execution (PPBE) process and the tri-annual research and closeout process shall draft supplemental funding actions in coordination with the program office shall draft supplemental execution reports in support of weekly Command reporting requirements shall review, analyze, and update spreadsheets, and databases in the Financial Integrated Database System (FIDS) database shall recommend, update, and draft variance explanations for phasing plans shall maintain, update, and perform corrective action on funding documents in support of tri-annual reviews and for audit readiness shall maintain and update triannual review information and Unliquidated Obligation records shall maintain and update the FIDS configuration control board, FIDS system administration, training material, and documentation shall design and maintain Graphic User Interface (GUI) enhancements in support of FIDS shall provide FIDS help desk support for thirty (30) users. 3.5 Logistics Support (Albany, GA). shall provide sustainment logistics support for PMM Intel materiel and equipment. shall draft technical supply support instructions; support the development of inventory and repair stock listings; and maintain and update automated systems, PDREP, TFSMS, MERIT, and MICAPS. shall assess Intelligence Systems to mitigate supply and maintenance shortfalls shall develop documentation for depot level planning and engineering change proposals shall support Technical Management Publication reviews and validation/verification to ensure the system is properly documented for the Marine Corps Operators and Maintainers shall maintain and update the Cataloging Action Requests shall maintain and update Total Force Structure Management System data.

16 14 of shall maintain and update provisioning efforts for all programs shall participate in the planning IPTs for fielding shall recommend and draft maintenance plans shall recommend and draft supportability plans and concepts shall review and research Engineering Change Proposals and Modification Work Orders shall update the baseline for configuration of Principal End Items (PEIs) and major components shall maintain and update the databases: Marine Interactive Computer-Aided Provisioning System, Subsystem 10, and Item Application File. 3.6 Optional Task: Tier II SIGINT EW Team (Classified Programs). will require a Top Secret Facility Clearance in order to exercise Optional Task 1. This option supports the TPCS and RREP programs. All requirements in paragraphs 2.0, 3.0, 3.1, 3.2, 3.3 and 3.4 apply to this optional task. The Contractor will not be required to maintain or operate a Sensitive Compartmented Information Facility (SCIF) at their location. Initially, the contractor will be required to provide employees with the ability to obtain and maintain Secret clearance eligibility. Once Optional Task 1 is exercised, certain employees will be required to perform at the Top Secret/Sensitive Compartmented Information (TS/SCI) level. The prime Contractor and all sub-contractors (through the prime) shall certify in writing to the Government that personnel supporting this contract are "Qualified U.S. Contractors" per DoD Directive M Chapter 2 Section 2. Qualified U.S. Contractors are restricted to U.S. citizens, persons admitted lawfully into the United States for permanent residence, and are located in the United States. All personnel identified on the certification and/or supporting this contract shall be in compliance with Department of Defense, Department of the Navy, and Marine Corps Information and Personnel Security Policy to include completed background investigations (as required) prior to start. TS/SCI Clearance/Access Requirement. Contractors assigned to support the TPCS and RREP programs will be required to obtain and maintain access to TS/SCI. Individuals will be indoctrinated in order to perform their work on a periodic basis (less than 15% of the workweek) inside the Marine Corps System Command (MCSC) SCIF as well as attend meetings at other government sites (Space and Naval Warfare System Command (SPAWAR)/Marine Corps Intelligence Agency (MCIA)). SCI involvement entails unescorted access into SCI spaces, and access to SCI materials and/or systems (Joint Worldwide Intelligence Communication System, JWICS). There will be electronic SCI products created, used, and stored under this contract at Government locations. The MCSC Special Security Officer provides SCI contract support (Joint Personnel Adjudication System - SCI Security Management Office) for required Contractor employees. The Contractors requiring access to SCI will require Director of Central Intelligence Directive (DCID) 6/4 eligibility determination made by the Department of the Navy Central Adjudication Facility (DONCAF). Copies of SF-86s will be required for all employees requiring TS/SCI access. 4.0 Facilities, Other Direct Charges (ODCs), and Travel Requirements. Work efforts in support of this task effort will be accomplished primarily at the Contractor s facilities. This task will require the Contractor to provide facilities for meetings and IPTs (e.g., personnel), throughout the course of performance to support the scope of activities. Such facilities are not reimbursed as ODCs. Laptops, cellular equipment/services, and other items of convenience are not reimbursable as ODCs. All Government printing requirements MUST be done by or through the local Document Automation and Production Service (DAPS, now called DLA Document Services) CONUS and OCONUS travel must be reimbursed in accordance with the JTR. Locations for the majority of meetings will occur at Marine Corps Systems Command or local vicinity. Per Diem shall be in accordance with

17 15 of 32 LOCATION NUMBER OF TRIPS ANTICIPATED IN BASE NUMBER OF TRIPS ANTICIPATED IN OPTION 1 NUMBER OF TRIPS ANTICIPATED IN OPTION 2 ESTIMATED DURATION Camp Pendleton, CA Days Camp Lejeune, NC Days Okinawa Days SPAWAR CHS Days Warfare Center CRANE, IN Days Hawaii Days Reserve Stations (various) Days Various (market research) Days U.S. Citizens Accompanying the Forces - OCONUS X APO/FPO/MPO/Postal Services DFACs Mil Issue Equip Authorized Weapon Excess Baggage MILAIR X Billeting Fuel Authorized X MWR CAAF Govt Furnished Meals X Resuscitative Care X Controlled Access Card (CAC)/ID Card Military Banking Transportation X Commissary Military Clothing All Dependents Authorized Military Exchange None 4.0 Security. All Contractor personnel must have a Secret Clearance except where Top Secret is required. The prime Contractor and all sub-contractors (though the prime Contractor) shall certify in writing to the Government that personnel supporting this contract are "Qualified U.S. Contractors" per DoD Directive M Chapter 2 Section 2. Qualified U.S. Contractors are restricted to U.S. citizens, persons admitted lawfully into the United States for permanent residence, and are located in the United States. All personnel identified on the certification and/or supporting this contract shall be in compliance with Department of Defense, Department of the Navy, and Marine Corps Information and Personnel Security Policy to include completed background investigations (as required) prior to start. The Contractor shall have a valid Top Secret Facility Clearance. This contract shall include a DoD

18 16 of 32 Contract Security Classification Specification (DD Form 254) as an attachment. The Government shall assist the Contractor in gaining access to Government agencies and installations related to the systems in question. 5.0 Exhibits/Attachments/Enclosures. Exhibit B CDRL(s) 1423 Attachment 1: PMM Intel Project s Status Attachment 2: PMM Intel Organizational Chart Attachment 3: PMM Intel Information Assurance Program s Status Attachment 4: CAO CONOPs Attachment 5: Performance Requirements Survey (PRS)

19 17 of 32 SECTION D PACKAGING AND MARKING All Deliverables shall be packaged and marked IAW Best Commercial Practice.

20 18 of 32 SECTION E INSPECTION AND ACCEPTANCE Inspection and Acceptance for this task order shall be conducted by the Government at Destination. The following FAR clauses are hereby incorporated by reference into this task order: FAR , "Inspection of Supplies -- Fixed Price" (AUG 1996). FAR , "Inspection of Services -- Fixed Price" (AUG 1996).

21 19 of 32 SECTION F DELIVERABLES OR PERFORMANCE The periods of performance for the following Items are as follows: 5000AA 9/30/2012-3/14/ AB 9/30/2012-3/14/ AC 9/30/2012-3/14/ AA 3/15/2013-3/14/ AB 3/15/2013-3/14/ AC 3/15/2013-3/14/ AD 3/15/2013-3/14/ AE 3/15/2013-3/14/ AF 3/15/2013-3/14/ AG 3/15/2013-3/14/ AH 3/15/2013-3/14/ AJ 3/15/2013-3/14/ AK 3/15/2013-3/14/ AL 3/15/2013-3/14/ AM 3/15/2013-3/14/ AN 4/15/2013-3/14/ AP 4/15/2013-3/14/ AA 3/15/2014-3/14/ AB 3/15/2014-3/14/ AC 3/15/2014-3/14/ AD 3/15/2014-3/14/ AE 3/15/2014-3/14/ AF 3/15/2014-3/14/ AG 3/15/2014-3/14/ AH 3/15/2014-3/14/ AJ 3/15/2014-3/14/ AK 3/15/2014-3/14/ AL 3/15/2014-3/14/ AM 3/15/2014-3/14/ AN 3/15/2014-3/14/ AP 3/15/2014-3/14/ /30/2012-3/14/ /15/2013-3/14/ /15/2014-3/14/ /15/2013-3/14/ /15/2013-3/14/2014 CLIN - DELIVERIES OR PERFORMANCE The periods of performance for the following Items are as follows:

22 20 of AA 9/30/2012-3/14/ AB 9/30/2012-3/14/ AC 9/30/2012-3/14/ AA 3/15/2013-3/14/ AB 3/15/2013-3/14/ AC 3/15/2013-3/14/ AD 3/15/2013-3/14/ AE 3/15/2013-3/14/ AF 3/15/2013-3/14/ AG 3/15/2013-3/14/ AH 3/15/2013-3/14/ AJ 3/15/2013-3/14/ AK 3/15/2013-3/14/ AL 3/15/2013-3/14/ AM 3/15/2013-3/14/ AN 4/15/2013-3/14/ AP 4/15/2013-3/14/ AA 3/15/2014-3/14/ AB 3/15/2014-3/14/ AC 3/15/2014-3/14/ AD 3/15/2014-3/14/ AE 3/15/2014-3/14/ AF 3/15/2014-3/14/ AG 3/15/2014-3/14/ AH 3/15/2014-3/14/ AJ 3/15/2014-3/14/ AK 3/15/2014-3/14/ AL 3/15/2014-3/14/ AM 3/15/2014-3/14/ AN 3/15/2014-3/14/ AP 3/15/2014-3/14/ /30/2012-3/14/ /15/2013-3/14/ /15/2014-3/14/ /15/2013-3/14/ /15/2013-3/14/2014 Services to be performed hereunder will be provided at the Marine Corps Systems Command, Quantico, VA or the contractor's local facility.

23 21 of 32 SECTION G CONTRACT ADMINISTRATION DATA MARCORSYSCOM WAWF INSTRUCTIONS TO CONTRACTORS WIDE AREA WORKFLOW PAYMENT INSTRUCTIONS (JUN 2012) (a) Definitions. As used in this clause-- Department of Defense Activity Address Code (DoDAAC) is a six position code that uniquely identifies a unit, activity, or organization. Document type means the type of payment request or receiving report available for creation in Wide Area WorkFlow (WAWF). Local processing office (LPO) is the office responsible for payment certification when payment certification is done external to the entitlement system. (b) Electronic invoicing. The WAWF system is the method to electronically process vendor payment requests and receiving reports, as authorized by DFARS , Electronic Submission of Payment Requests and Receiving Reports. (c) WAWF access. To access WAWF, the Contractor shall-- (1) Have a designated electronic business point of contact in the Central Contractor Registration at (2) Be registered to use WAWF at following the step-by-step procedures for self-registration available at this Web site. (d) WAWF training. The Contractor should follow the training instructions of the WAWF Web-Based Training Course and use the Practice Training Site before submitting payment requests through WAWF. Both can be accessed by selecting the ``Web Based Training'' link on the WAWF home page at (e) WAWF methods of document submission. Document submissions may be via Web entry, Electronic Data Interchange, or File Transfer Protocol. (f) WAWF payment instructions. The Contractor must use the following information when submitting payment requests and receiving reports in WAWF for this contract/order: (1) Document type. The Contractor shall use the following document type(s). (Contracting Officer: Insert applicable document type(s). Note: If a ``Combo'' document type is identified but not supportable by the Contractor's business systems, an ``Invoice'' (stand-alone) and ``Receiving Report'' (stand-alone) document type may be used instead.) (2) Inspection/acceptance location. The Contractor shall select the following inspection/acceptance location(s) in WAWF, as specified by the contracting officer. (Contracting Officer: Insert inspection and acceptance locations or ``Not applicable.'') (3) Document routing. The Contractor shall use the information in the Routing Data Table below only to fill in applicable fields in WAWF when creating payment requests and receiving reports in the system. Routing Data Table* Field Name in WAWF Data to be entered in WAWF

24 22 of 32 Pay Official DoDAAC M67443 Issue By DoDAAC M67854 Admin DoDAAC M67854 Inspect By DoDAAC M67854 Ship To Code Not Applicable Ship From Code Not Applicable Mark For Code Not Applicable Service Approver (DoDAAC) M67854 Service Acceptor (DoDAAC) M67854 Accept at Other DoDAAC Not Applicable LPO DoDAAC Not Applicable DCAA Auditor DoDAAC Not Applicable Other DoDAAC(s) Not Applicable Contract Number - (4) Payment request and supporting documentation. The Contractor shall ensure a payment request includes appropriate contract line item and subline item descriptions of the work performed or supplies delivered, unit price/cost per unit, fee (if applicable), and all relevant back-up documentation, as defined in DFARS Appendix F, (e.g. timesheets) in support of each payment request. (5) WAWF notifications. The Contractor shall enter the address identified below in the ``Send Additional Notifications'' field of WAWF once a document is submitted in the system. COR name and WAWF backup name (g) WAWF point of contact. (1) The Contractor may obtain clarification regarding invoicing in WAWF from the following contracting activity's WAWF point of contact. Not Applicable (2) For technical WAWF help, contact the WAWF helpdesk at (End of clause) NOTE: The POCs identified above are for WAWF issues only. Any other contracting questions/problems should be addressed to the POC identified in Section A of the contract. Accounting Data SLINID PR Number Amount AA M RCSRJ82 AA A2A D M RCSRJ8262QH

25 23 of AB M RC04Y68 AB D 4747BS 2RC04Y68125W 5000AC M RCSNR47 AC A2A D M RCSNR4762QH 5003 M RC04Y68 AB D 4747BS 2RC04Y68125W BASE Funding Cumulative Funding MOD 01 Funding 0.00 Cumulative Funding MOD 02 Funding 0.00 Cumulative Funding MOD AA M RCR3CA3 AD M7BV D C RCR3CA3123K 5001AB M RCR3CA4 AE M7BV D C RCR3CA4123K 5001AC M RCBG749 AF A2A D M RCBG74912QH 5001AD M RCR3BJ3 AG M7AA D C RCR3BJ3123I 5001AE M RCR3BJ3 AG M7AA D C RCR3BJ3123I 5001AF M RC24H06 AH D 4747B1 3RC24H06124U 5001AG M RC24H06 AH D 4747B1 3RC24H06124U 5001AH M RCBC775 AJ A2A D M RCBC77512OL 5001AJ M RC24G69 AK D RC24G6912ZQ 5001AK M RC24G69 AK D RC24G6912ZQ 5001AL M RC24G81 AL D RC24G81126T 5001AM M RCAN778 AM A2A D M RCAN77812QH

26 24 of AP M RC24H52 AN D RC24H52123S 5004 M RCAR771 AP A2A D M RCAR77112QH MOD 03 Funding Cumulative Funding MOD AA M RCR3CA3 AD M7BV D C RCR3CA3123K 5001AB M RCR3CA4 AE M7BV D C RCR3CA4123K 5001AC M RCBG749 AF A2A D M RCBG74912QH 5001AD M RCR3BJ3 AG M7AA D C RCR3BJ3123I 5001AE M RCR3BJ3 AG M7AA D C RCR3BJ3123I 5001AH M RCBC775 AJ A2A D M RCBC77512OL 5001AM M RCAN778 AM A2A D M RCAN77812QH 5001AN M RCZJ899 AQ A2A D M RCZJ89912QH 5007 M RCDZC30 AR A2A D M RCDZC3012QH 50 M RCAR595 AS A2A D M RCAR59512QH MOD 04 Funding Cumulative Funding MOD 05 Funding 0.00 Cumulative Funding MOD 06 Funding 0.00 Cumulative Funding MOD AA M RCR4BY9 AT M7BV D C RCR4BY9123K Standard Number: M RCR4BY9

27 25 of AB M RCBC907 AU A2A D M RCBC90712OL Standard Number: M RCBC AC M RCBG900 BE A2A D M RCBG90012QH Standard Number: M RCBG AD M RCDZ915 AV A2A D M RCDZ91512QH Standard Number: M RCDZ AE M RCDZ915 AV A2A D M RCDZ91512QH Standard Number: M RCDZ AF M RCR4BZ2 BG M7AA D C RCR4BZ2123I Standard Number: M RCR4BZ2 5002AG M RCAN903 AW A2A D M RCAN90312QH Standard Number: M RCAN AH M RCBC906 AX A2A D M RCBC90612OL Standard Number: M RCBC AJ M RCBH921 AY A2A D M RCBH92112QH Standard Number: M RCBH AK M RCAQ920 AZ A2A D M RCAQ92012QH Standard Number: M RCAQ AL M RC44305 BC D RC Standard Number: M RC AM M RC44366 BF D RCBG Standard Number: M RC AN M RCR4BZ0 BA M7AA D C RCR4BZ0123I Standard Number: M RCR4BZ0 5002AP M RCBB913 BB A2A D M RCBB91312QH Standard Number: M RCBB M RCAM185 BD A2A D M RCAM18512QH Standard Number: M RCAM185 MOD 07 Funding

28 26 of 32 Cumulative Funding MOD 5002AJ M RCBH921 AY A2A D M RCBH92112QH Standard Number: M RCBH AK M RCAQ920 AZ A2A D M RCAQ92012QH Standard Number: M RCAQ920 MOD Funding Cumulative Funding

29 27 of 32 SECTION H SPECIAL CONTRACT REQUIREMENTS SECTION H. SPECIAL CONTRACT PROVISIONS. H.1 Contracting Officer s Representative (COR) The Contracting Officer has designated a Contracting Officer s Representative in accordance with DFARS (2). The COR is not authorized to negotiate changes, direct the contractor, or obligate the Government. The COR for this task order is: All Contract Data Requirements List (CDRL) deliverables are to be submitted to the COR, and the COR is responsible for tracking and acceptance. H. 2 Identification of Contractor Employees Contractor employees shall identify themselves as contractor personnel by introducing themselves or being introduced as contractor personnel and displaying distinguishing badges or other visible identification for meetings with Government personnel. In addition contractor personnel shall appropriately identify themselves as contractor employees in telephone conversations and in formal and informal written correspondence. H.3 Organizational Conflict of Interest (OCI) Limitation of Future Contracting. The Contracting Officer has determined that this acquisition may give rise to a potential conflict of interest. Prospective Offerors should read FAR Subpart Organizational and Consultant Conflicts of Interest. This task may involve systems engineering and technical direction for the PMM Intel program that will preclude Contractor involvement in future efforts. The restrictions upon future contracting are as follows: If the Contractor, under the terms of this task order, or through the performance of tasks pursuant to this task order, is required to provide systems engineering and technical direction for a system or helps to develop specifications or statements of work to be used in a competitive acquisition, the Contractor shall be ineligible to supply the system or major components of the system as a prime Contractor and shall be precluded from being a Subcontractor or consultant to a supplier of the system or any of its major components under an ensuing Government contract. This restriction shall remain in effect for a reasonable time, sufficient to avoid unfair competitive advantage or potential bias (this time shall in no case be less than the duration of the initial production contract). To the extent that the work under this contract requires access to proprietary, business confidential, or financial data of other companies, and as long as these data remain proprietary or confidential, the Contractor shall protect the data from unauthorized use and disclosure and agrees not to use it to compete with those other companies. (a) "Organizational Conflict of Interest" means that because of other activities or relationships with other persons, a person is unable or potentially unable to render impartial assistance or advice to the government, or the person s objectivity in performing the contract work is or might be otherwise impaired, or a person has an unfair competitive advantage. "Person" as used herein includes corporations, partnerships, joint ventures, and other business enterprises. (b) warrants that to the best of its knowledge and belief, and except as otherwise set forth in the contract, the contractor does not have any organizational conflict of interest(s) as defined in paragraph (a). (c) It is recognized that the effort to be performed by the Contractor under this contract may create a potential organizational conflict of interest on the instant contract or on a future acquisition. In order to avoid potential conflict of interest, and at the same time to avoid prejudicing the best interest of the government, the right of the contractor to participate in future procurement of equipment and/or services that are the subject of any work under this contract shall be limited as described below in accordance with the requirements of FAR 9.5.

30 28 of 32 (d) (1) agrees that it shall not release, disclose, or use in any way that would permit or result in disclosure to any party outside the government any information provided to the contract by the government during or as a result of performance of this contract. Such information includes, but is not limited to, information submitted to the government on confidential basis by other persons. Further, the prohibition against release of government provided information extends to cover such information whether or not in its original form, e.g., where the information has been included in contractor generated work or where it is discernible from materials incorporating or based upon such information. This prohibition shall not expire after a given period of time. (2) agrees that it shall not release, disclose, or use in any way that would permit or result in disclosure or any party outside the government any information generated or derived during or as a result of performance of this contract. This prohibition shall expire after a period of three years after completion of performance of this contract. (3) The prohibitions contained in subparagraphs (d)(1) and (d)(2) shall apply with equal force to any affiliate of the contractor, any subcontractor, consultant, or employee of the contractor, any joint venture involving the contractor, any entity into or with which it may merge or affiliate, or any successor or assign of the contractor. The terms of paragraph (f) of the Special Contractor Requirement relating to notification shall apply to any release of information in contravention of this paragraph (d). (e) further agrees that during the performance of this contract and for a period of three years after completion of performance of this contract, the contractor, any affiliate of the contractor, any subcontractor, consultant, or employee of the contractor, any joint venture involving the contractor, any entity into or with which it may subsequently merge or affiliate or any other successor or assign of the contractor, shall not furnish to the United States Government, either as a prime contractor or as a subcontractor, or as a consultant to a prime contractor or as a subcontractor, any system, component or services which is the subject of the work to be performed under this contract. This exclusion does not apply to any re-competition for those systems, components, or services on the basis of work statements growing out of the effort performed under this contract, from a source other than the contractor, subcontractor affiliate, or assign of either, during the course of performance of this contract or before the three year period following completion of this contract has lapsed, the contractor may, with the authorization of the cognizant contracting officer, participate in a subsequent procurement for the same system, component, or service. In other words, the contractor may be authorized to compete for procurement(s) for systems, components or services subsequent to an intervening procurement. (f) agrees that, if after award, it discovers an actual or potential organizational conflict of interest; it shall make immediate and full disclosure in writing to the contracting officer. The notification shall include a description of the actual or potential organizational conflict of interest, a description of the action, which the contractor has taken or proposes to take to avoid, mitigate, or neutralize the conflict, and any other relevant information that would assist the contracting officer in making a determination on this matter. Notwithstanding this notification, the government may terminate the contract for the convenience of the government if determined to be in the best interest of the government. (g) Notwithstanding paragraph (f) above, if the contractor was aware, or should have been aware, of an organizational conflict of interest prior to the award of this contract or becomes, or should become aware of an organizational conflict or interest after award of this contract and does not make an immediate and full disclosure in writing to the contracting officer, the government may terminate this contract for default. (h) If the contactor takes any action prohibited by this requirement or fails to take action required by this requirement, the government may terminate this contract by default. (i) The contracting officer's decision as to the existence or nonexistence of the actual or potential organization conflict of interest shall be final and is not subject to the clause of this contract entitled "DISPUTES" (FAR ). (j) Nothing in this requirement is intended to prohibit or preclude the contractor from marketing or selling to the United States Government its product lines in existence on the effective date of this contract; nor, shall this requirement preclude the contractor from participating in any research and development. Additionally, sale of catalog or standard commercial items are exempt from this requirement. (k) shall promptly notify the contracting officer, in writing, if it has been tasked to evaluate or advise the government concerning its own products or activities or those of a competitor in order to ensure proper