DELIVERY ORDER 2. DELIVERY ORDER NO. ORIG 07/01/2005 MOD 05/02/ SHIP TO 12. PAYMENT WILL BE MADE BY CODE HQ0338

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1 DELIVERY ORDER FINAL 1. CONTRACT NO EFFECTIVE DATE 4. PURCHASE REQUEST NO. ORIG 07/01/2005 MOD 05/02/2007 N MR ISSUED BY CODE N ADMINISTERED BY CODE N69316 SUPSHIP GULF COAST Steven M East Code LITTON ACCESS ROAD, P.O. BOX 7003 PASCAGOULA, MS eastsm@supship.navy.mil Ext. SUPSHIP GULF COAST 1000 LITTON ACCESS ROAD, P.O. BOX 7003 PASCAGOULA, MS CONTRACTOR CODE 1V4X9 FACILITY 8. DELIVERY DATE Northrop Grumman Defense Mission Systems, Inc Sunrise Valley Drive Reston, VA See Section F 9. CLOSING DATE/TIME SET ASIDE TYPE 10. MAIL INVOICES TO See Section G 11. SHIP TO 12. PAYMENT WILL BE MADE BY CODE HQ0338 See Section D 13. TYPE OF ORDER DFAS Columbus Center,South Entitlement Operations P.O. Box Columbus, OH D X This delivery order/call is issued on another Government agency or in accordance with and subject to terms and conditions of above-numbered contract. ACCEPTANCE. THE CONTRACTOR HEREBY ACCEPTS THE OFFER REPRESENTED BY THE NUMBERED PURCHASE ORDER AS IT MAY PREVIOUSLY HAVE BEEN OR IS NOW MODIFIED, SUBJECT TO ALL OF THE TERMS AND CONDITIONS SET FORTH, AND AGREES TO PERFORM THE SAME. Northrop Grumman Defense Mission Systems, Inc Sharon Voeltz, Sr Contracts Adminis NAME OF CONTRACTOR SIGNATURE TYPED NAME AND TITLE DATE SIGNED 14. ACCOUNTING AND APPROPRIATION DATA See Section G 15. ITEM NO. 16. SCHEDULE OF SUPPLIES/SERVICES 17. QUANTITY ORDERED/ ACCEPTED* *If quantity accepted by the Government is same as quantity ordered, indicate by X. If different, enter actual quantity accepted below quantity ordered and encircle. See the Following Pages 18. UNIT 19. UNIT PRICE 20. AMOUNT 21. UNITED STATES OF AMERICA 22. TOTAL By: Steven M East 05/02/2007 $ CONTRACTING/ORDERING OFFICER SECTION DESCRIPTION B SUPPLIES OR SERVICES AND PRICES/COSTS C DESCRIPTION/SPECS/WORK STATEMENT D PACKAGING AND MARKING E INSPECTION AND ACCEPTANCE F DELIVERIES OR PERFORMANCE G CONTRACT ADMINISTRATION DATA SECTION DESCRIPTION H SPECIAL CONTRACT REQUIREMENTS I CONTRACT CLAUSES J LIST OF ATTACHMENTS

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3 1of16 SECTION B SUPPLIES OR SERVICES AND PRICES CLIN 0001 of this contract is cost-plus-fixed-fee type. CLIN 0003 of this contract is fixed price and subject to an equitable adjustment for effort not performed. PAYMENTS OF FEE (S) (COMPLETION) (NAVSEA) (MAY 1993) (a) For purposes of this contract, "fee" means "target fee" in cost-plus-incentive-fee type contracts, "base fee" in cost-plus-award-fee type contracts, "fixed fee" in cost-plus-fixed-fee type contracts for completion and phase type contracts. (b) The Government shall make payments to the Contractor, subject to and in accordance with the clause in this contract entitled "FIXED FEE" (FAR ) or "INCENTIVE FEE", (FAR ), as applicable.

4 2of16 Such payments shall be equal to of the allowable cost of each invoice submitted by and payable to the Contractor pursuant to the clause of this contract entitled "ALLOWABLE COST AND PAYMENT" (FAR ), subject to the withholding terms and conditions of the "FIXED FEE" or "INCENTIVE FEE" clause, as applicable (percentage of fee is based on fee dollars divided by estimated cost dollars, including facilities capital cost of money). Total fee(s) paid to the Contractor shall not exceed the fee amount(s) set forth in this contract. (c) In the event of discontinuance of the work under this contract, or any specified phase of the contract, in accordance with the clause of this contract entitled "LIMITATION OF FUNDS" (FAR ) or "LIMITATION OF COST" (FAR ), as applicable, the fee shall be equitably adjusted by mutual agreement to reflect the diminution of work. If the adjusted fee is less than the sum of all fee payments made to the Contractor under this contract, the Contractor shall repay the excess amount to the Government. If the adjusted fee exceeds all payments made to the Contractor under this contract, the Contractor shall be paid the additional amount, subject to the availability of funds. In no event shall the Government be required to pay the Contractor any amount in excess of the funds obligated under this contract at the time of the discontinuance of work. (d) Fee(s) withheld pursuant to the terms and conditions of this contract shall not be paid until the contract has been modified to reduce the fee(s) in accordance with paragraph (c) above, or until the Procuring Contracting Officer has advised the paying office in writing that no fee adjustment is required.

5 3of16 SECTION C DESCRIPTIONS AND SPECIFICATIONS 1. SCOPE OF CONTRACT 1.1. The Contractor shall provide managerial and technical support services to the LHD 8 Precommissioning Unit (PRECOMUNITS). NAVSEA PMS 377, and the Supervisor of Shipbuilding's LHD Project Office, Code 154,for the long lead planning and in support of LHD Class Precommissioning units in Pascagoula and other locations where newly constructed ships may be assigned for training and transitioning to the Fleet. 2. STATEMENT OF WORK 2.1. Contractor personnel shall develop a framework of administration, logistics, training and planning to support the ship's organization prior to, during and after the arrival of the Prospective Commanding Officer (PCO) and ship s company personnel Contractor shall provide highly specialized administrative, personnel, aviation, engineering, logistics and technical support to the PCO and departmental officers to facilitate successful fleet introduction. (0002) 3. WORK REQUIREMENTS 3.1. The Contractor shall provide a complement of personnel to perform the tasks cited below: 3.2. Provide administrative and technical services in the areas of supply, aviation, operations, administration, engineering, personnel and training Contractor shall assist the PCO/ Prospective Executive Officer (PXO) in establishing the PRECOMUNIT's facility requirements and crew phasing schedules for supporting ship construction and testing Contractor shall assist the ship in all major milestone evolutions, organize office space, and provide administrative assistance in all departmental areas including officer and enlisted service record management Based on the shipbuilder s construction and test schedules the contractor shall make recommendations for refinements of the arrival times of ship's nucleus and balance crews Contractor shall establish liaison with SUPSHIP and Personnel Support Activity (PSA), personnel in transit, at school, and at the shipyard Contractor shall support SUPSHIP/PCO objectives by assisting the Departmental officers in monitoring quality assurance and outfitting of shipboard spaces Contractor shall use their prior experience from previous ships to indoctrinate personnel in "lessons learned." During ship load out, assistance shall be provided in reviewing load plans and ensuring placement of materials in correct stowage locations After ship delivery, Contractor shall continue to assist with preparations for the Light Off Assessment (LOA) and Crew Certification Contractor shall assist in updating lesson plans, sample Propulsion Examining Board (PEB) questions, and assist with Mobile Training Team (MTT) and Damage Control (DC) drills. Provide administrative services to include organizing a fully functioning ship's office maintaining serialized files, training records maintenance, and Naval correspondence files Contractor shall provide direct administrative support to the PCO/PXO while at the PRECOMUNlT, during commissioning preparation and until completion of commissioning Administrative services, record/file maintenance, report development, and other related clerical functions will be transferred to the ship in an efficient and orderly fashion to enhance the ship's overall readiness Contractor shall prepare a draft ship s Precommissioning Plan of Action and Milestones (POA&M), establish administrative points of contact within SUPSHIP, draft required correspondence and establish command files required by Navy regulations and instructions Contractor shall assist in establishing the baseline administrative organization and drafting of

6 4of16 approximately 250 request letters required for services such as placement on the Navy Standard Distribution List (SNDL) The Contractor shall initiate required letters associated with the establishment of shipboard Post Office, and a series of requests for allowance items not ordered by other processes Provide ship's officers with word processing support in the preparation of the standard Ship Organization and Regulation Manual (SORM) and each Department organization and regulations manual Contractor shall assist in obtaining or creating standard Engineering Management manuals, Repair Party manuals, and Damage Control handbooks Contractor shall provide administrative support in the preparation of Zone, Physical Security, and Battle Bills for each ship in accordance with Navy Regulations, SORM and Type Commander (TYCOM) direction. All ship-generated documentation will be maintained on the PRECOMUNIT computer systems to facilitate load out both on electronic media and hardcopy Contractor shall assist in the planning and execution of the ship documentation load out to ensure that all material is stowed in proper locations, inventories are conducted and discrepancies are expeditiously resolved Provide support to ship's technical manual outfitting requirements by liaison with the ship, the Technical Manual Outfitting activity and the warehouse, as necessary Provide administrative support to the ship's Security Manager and Personnel Officer with records review, security clearance processing, documentation and related clerical functions Contractor shall assist in review, validation, calculation, resolution and documentation functions for travel claims processing and liquidation Provide logistical, technical, and administrative support to SUPSHIP and the Prospective Supply Officer (PSO) Contractor shall participate in documentation reviews, discrepancy identification, and initiation of corrective actions where required Contractor shall review and analyze the ship's stock number sequence lists (SNSLs), General Usage Consumable List (GUCL) and coordinated shipboard allowance list (COSAL), identifying and reporting actual and potential problems and/or non-support areas Evaluate the SPETERL and GPETE Summaries for accuracy and safety of the ship s portable electronic test equipment; track all SPETE requirements and recommend changes to the S&TE Stowage Guide Utilizing "lessons learned" from previous load outs, the Contractor shall make recommendations to correct deficiencies and assist the ship's crew in preparing COSAL Feedback Reports and Allowance Change Requests During load out inventory, the Contractor shall assist in: Sighting Operating Space Item (OSI) and Storeroom Item (SRI) materials; Sight-validating Maintenance Assist Modules (MAM) and bulkhead mounted spares; Loading special material, including ship's store merchandise, and custody controlled equipage; and assisting in developing material shortage lists Contractor shall assist ship's crew in ordering, receiving and stowing of ship store merchandise, and initial provisions for the crew's mess During load out, assistance shall be provided to the Supply Officer to ensure a safe and orderly transfer of these Materials from stowage to planned shipboard locations The Contractor's logistician shall attend the weekly LHD Integrated Logistics Support (ILS)/Supply meetings. Provide engraving training and support for ship s company at the PCUs Provide technical support to the Prospective Air Department (AIR Boss) and Aircraft Intermediate Maintenance Department (AIMD) Officer for engineering, logistical, and administrative matters commensurate with the initial organization, outfitting, and facilities certification of LHD aviation units.

7 5of Contractor shall perform on-site Individual Material Readiness List (IMRL) management functions for NAVAIR PMA 260 and the AIMD Officer by maintaining an up-to-date IMRL items listing Contractor shall act as the on-site representative for the delivery of the appropriate IMRL aviation support equipment required by the LHD contract for installation or to support aviation facilities certification Contractor shall also maintain continuous liaison with the Type Commander (COMNAVAIRLANT/PAC) to ensure that authorized quantities of fleet controlled equipment are available and delivered to the shipyard to support Aviation Certification events Contractor shall provide technical assistance to the LHD Project ILS Manager (Code 530) and the Prospective AIMD Officer by identifying, tracking and coordinating the delivery of IMRL equipment to the Prime Contractor as Schedule A Government Furnished Equipment (GFE) Contractor shall maintain liaison with NAVAIR PMA 260 to stay abreast of emergent IMRL changes which could affect the installation of contract designated support equipment Contractor shall assist the AIMD Officer in planning and executing the installation and verification of avionics test bench support equipment, maintenance assist modules, and initial start up of the calibration laboratories Contractor shall assist the AIMD Officer in planning the turnover of Support Equipment controlling authority (SECA) support from NAVAIR to the Air Type Commander when the ship reports to active service Contractor's AIMD Representative shall assist the SUPSHIP ILS Manager in functions associated with requisitioning, expediting, receiving, inventory control and load out of NAVAIR sponsored aeronautical equipage, stock and logistics support items Contractor shall actively track the requisitioning, expediting, receipt, and configuration of NAVAIR sponsored load out equipage and aviation technical manuals Provide technical assistance to the PCOs and Chief Engineers during the construction and testing phases leading up to custody transfer During trials, Contractor shall assist in identifying discrepancies in preparation for INSURV Board Inspection and will also provide technical information to the crew on selected issues while incorporating lessons learned from previous ships Contractor shall research individual issues, provide reference documentation and propose workable resolutions as required Contractor shall assist the PCHENG in planning his department training program Contractor shall assist in the implementation of management programs for electrical safety, hearing conservation and heat stress Contractor shall provide the PCHENG technical assistance in preparation for Light-Off Assessment (LOA), Propulsion Examining Board (PEB), and the Crew Certification Contractor shall maintain a current database for governing directives, participate in Type Commander's annual Fleet Engineers Workshop, maintain a turnover Personnel Qualification Standard (PQS) file, and lesson plans for systems operation and maintenance Contractor shall organize Hull, Mechanical and Electrical (HM&E) training and key engineering events into a draft Plan of Action and Milestones (POA&M) to include an on-the-job training (OJT) schedule for equipment location and ship familiarization, usage of ship's specifications and master drawing index and schedule of events leading to sea trials and the crew certification examination Contractor shall provide HAZMAT Support to include Installation and training support for HICS-WIN (shipboard HAZMAT tracking program) Contractor shall coordinate the allocation of space, telephone communication, furniture and storage requirements of the Precommissioning (PRECOM) facility Contractor shall coordinate the resolution of all building complaints, requests and housekeeping items for the PRECOMUNIT.

8 6of Contractor shall provide Department Heads a current directive library for PRECOMUNIT day to day use Department of the Navy required documentation will be requested by Contractor at the appropriate time Requests for material and equipment to perform day to day operations will be identified as required LHD PRECOM inventory control will be performed and kept current by the Contractor At custody transfer, SUPSHIP Code 500 and the ship PSO will be provided a report of the status and location of all materials and equipment procured by LHD PRECOM funds Directives shall be placed on board ship as a master file for the ship's office, and as departmental files. Personal Qualification Standards (PQS) materials will be inventoried at receipt and immediately delivered to the ship's PQS Coordinator Contractor shall provide management and technical support to the PCO, SUPSHIP Gulf Coast and PEO Ships HQ in planning and execution of the ship's commissioning and other events Contractor shall establish a Commissioning Committee whose charter is to raise funds for commissioning activities via community involvement Contractor shall develop and maintain the commissioning invitation address database including invitation generation, monitoring, RSVP, and processing Establish and maintain military, political and civilian liaison Draft PCO Welcome aboard Letters for signature by the CAPTAIN and ADMIRAL Coordinate and deliver event status briefs to PCO/PXO and Program Office Prepare Commissioning/Christening event books and update milestone tracking data Validate, distribute and track PMS 377 Christening and Commissioning invitations/tickets Prepare draft correspondence packages pertaining to ship commissioning sites, dates, and speakers. Track the routing of commissioning-related correspondence and maintain status reports of historical documentation on ship events Draft appropriate post-commissioning corresondence for signature Prepare and submit any recommendations for improving future ceremonies, based upon lessons learned Provide support to the PCU Commissioning Coordinator, as requested Provide additional logistics and coordination support, as requested Provide recommendations to the PCO and commissioning committee regarding logistics, transportation, protocol, social events, and ceremonial events. Assist the PCO in adhering to the schedule and movement control of guests and platform personnel Assist in the planning and execution of each assigned ship's commissioning ceremony Contractor shall draft letters for the PCO's signature requesting commissioning support items and funding to be provided by the Navy Contractor shall assist in site selection and planning the Commissioning Ceremony by providing draft program schedules, scripts, coordination of guest speakers requests and assistance in determining transportation requirements Two weeks prior to the Commissioning Ceremony the Contractor shall establish, staff and operate a Commissioning Command Center to coordinate pre-ceremony events, provide information, conduct protocol operations for Flag Officers, Members of Congress and other VIP guests. Reproduce and distribute Commissioning videotapes Contractor shall provide administrative support to the LHD PRECOMDET at the FTC training site (Norfolk and/or San Diego) Contractor shall assist in obtaining training quotas, and track training accomplished providing the

9 7of16 required documentation and status reports Contractor shall ensure that crew certification requirements and required SURFTRAMAN certifications are identified and planned for training Contractor shall use the Crew Scheduling and Phasing Plan (CSPP) when developing training and personnel databases maintained at the PRECOMDETs and PRECOMUNIT The Personnel and Training Databases shall be maintained on a daily basis to reflect training completed Periodic training status reports shall be provided to the PCO and Contracting Officer s Representative (COR) At ship delivery, a formal training report shall be provided by the Contractor to the PCO, SUPSHIP (Code 154), NAVSEA (PMS 377) and the Type Commander Training Officer Contractor shall assist the ship and SUPSHIP in preparation of documentation of training for the Training Readiness Evaluation checklist and for the Board of Inspection and Survey (INSURV) Contractor shall also assist the ship's training officer in scheduling formal orientation and schooling of the ship training conducted by Northrup Grumman Ship Systems at the Precommissioning units in Pascagoula. KEY PERSONNEL: PRECOM DIRECTOR Full time. Provide overall managerial control and technical services as directed by PMS 377 s Contracting Officer or Task Order Manager to the LHD Prospective Commanding Officers, Executive Officers and Department Heads in support of Pre-commissioning Administrative, Documentation, Personnel, Engineering, Logistical and Commissioning evolutions. Provide training support to the LHD Prospective Training Officer for planning and implementing the ship s training program including coordination of familiarization and operator/maintenance training for all Pre-commissioning crewmembers. ADMINISTRATIVE MANAGER Full time. Provide the required coordination, advice and technical assistance to the LHD PRECOMUNIT Ship s Office and Personnel Office. Provide advice and assistance in preparing the appropriate administrative products required to support crew certification, readiness examinations incidental to commissioning/initial fleet service. Provide guidance and support to the ship s Security Officer/Manager in the development of the Physical Security plan. ENGINEERING MANAGER Full time. Provide the required coordination, advice and technical assistance to the LHD Prospective Engineering Officer and Engineering Department with the development of the department instructions/bills/notices, establish and monitor the training effort, prepare/develop required logs, monitor testing and installation, Damage Control initialization and preparations for LOA. LOGISTICS MANAGER Full time. Provide logistical, technical and administrative support to the LHD Prospective Supply Officer for planning and managing ship s loadout including COSAL/GUCL review, Lock and key Plan development, ACR/AEL review, Postal Plan development, ship s store management, HAZMAT load plan, and coordination of SUPSHIP/Contractor/ ship s force logistical efforts. Provide training support to the LHD Prospective Training Officer for planning and implementing the ship s training program including coordination of familiarization and operator/maintenance training for all Pre-commissioning crewmembers. AVIATION MANAGER Full time. Provide engineering, logistical and administrative support to the LHD Prospective AIMD Officer and AIR Boss for planning and managing ships avionics test equipment, maintenance assist modules, Aviation Certification, IMRL support (identifying tracking, and coordinating delivery) and load out, maintain liaison constant communication with NAVAIR, and the start up of the calibration laboratories The contractor shall provide qualified, experienced, capable and committed personnel to support PRECOMUNIT, SSGC and PMS377 and perform the tasks listed in the Scope of Work/Requirements. 4. TRAVEL All travel whether within the Continental United States or outside the Continental United States shall be accomplished by commercial carrier, privately owned automobile, or auto rental and authorized by the Client Representative. Any travel costs not paid by the contractor and reimbursed by the Government will be made

10 8of16 in accordance with the Joint Travel Regulations (JTR). Submit a trip report in accordance with CDRL (0006) 5. SECURITY REQUIREMENTS Professional staff shall have or be able to obtain at least a secret security clearance or at the level required to perform the tasks assigned.

11 9of16 SECTION D PACKAGING AND MARKING All reports, deliverables, packaging and markings shall be in accordance with Section D of the MAC IDIQ Contract. Unless otherwise stated, the following items shall be placed prominently on all reports, deliverables, packaging: (1) Name and Address of the Contractor (2) Contract Number (3) Sponsor (4) Deliverable Number and Title

12 10 of 16 SECTION E INSPECTION AND ACCEPTANCE Inspection and acceptance shall be performed at the destination by the Government.

13 11 of 16 SECTION F DELIVERIES OR PERFORMANCE CLIN - DELIVERIES OR PERFORMANCE The period of performance for CLIN 0001AA and CLIN 0003AA firm items are from date of task order award through 12 months thereafter. The period of performance for the following option items are from date of option exercise through 12 months thereafter, estimated at: 0001AB 12/01/ /30/ AB ODC Cost

14 12 of 16 SECTION G CONTRACT ADMINISTRATION DATA Accounting Data The Government points of contact are: Program Manager SSGC Deputy Project Officer 154B Fred Hoffmeyer (228) Logistics Dir. SSGC Code Eric Williams Acq. Log. Mgr. PMS Patricia Spencer SUPSHIP Contracting Officer point of contact is: Contracting Officer Code 410 Mr. Steve East (228) G.2 Funding, Invoices and Payments (a) The Contractor shall notify the Contracting Officer and the Task Order Manager (TOM), in writing, whenever it has reason to believe that the costs it expects to incur under this delivery order in the next sixty (60) days, when all costs previously incurred, will exceed 75% of the total amount so far allotted to the delivery order by the Government. The notice shall state the estimated amount of additional funds required to continue performance for the period specified in the delivery order. (b) The Government is not obligated to reimburse the Contractor for costs incurred in excess of the total amount awarded on this delivery order by the Government; and the Contractor is not obligated to continue performance under this delivery order or otherwise incur costs in excess of the total amount awarded under this delivery order. Invoices shall be submitted in accordance with the schedule for services. (c) Billing can be accomplished on a monthly basis, periodic payments are allowed. Invoices for recurring services will include COR acceptance from the authorized COR or Alternate that costs billed during the billing period are acceptable. G.3 DESIGNATION OF TASK ORDER MANAGER (TOM) (a) The below individual is appointed the TOM for this task order: (1) Task Order Manager Steven M East, Code Jerry ST'PE Pascagoula MS,39567

15 13 of (b) It is emphasized that only the Contracting Officer has the authority to modify the terms or the delivery order. Therefore, in no event will any understanding, agreement, modification, change order, or other matter deviating from the terms of the basic delivery order 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 delivery order is requested, the Contractor shall promptly notify the TOM and Contracting Officer in writing. The Contractor shall take no action unless the Contracting Officer has as issued a contractual change. (c) In the absence of the TOM named above, all responsibilities and functions assigned to the TOM shall be the responsibility of the Alternate TOM acting in behalf of the TOM. The following individual is assigned as the Alternate TOM: (2) Jeff Lynde 1000 Jerry ST'PE Pascagoula MS, lyndeaj@supship.navy.mil G.4 DESIGNATION OF CONTRACTING OFFICER REPRESENTATIVE (a) The below individual is appointed the Contracting Officer Representative (COR) for this task order: Primary COR Robert "Bob" F. Harrison 1000 Jerry ST'PE Pascagoula MS, harrisonrf@supship.navy.mil (b) In the absence of the above Primary COR the below individual is desiganted as the Alternate COR. Alternate COR Tim Hughes 1000 Jerry ST'PE Pascagoula MS, hughesta@supship.navy.mil SECTION H SPECIAL CONTRACT REQUIREMENTS SPECIAL PROVISION REGARDING INVOICE PAYMENTS The Government will pay the Contractor as follows upon submission of invoices or vouchers approved by the Contracting Officer: (a) Weekly Rate. The Contractor shall be reimbursed in the amount of $TBD per week, provided the Contractor furnishes not less than 52 manweeks of labor per year $ TBD per manweek. The weekly rate includes all labor, indirect costs, general and administrative expense, material, subcontracts, travel and other direct costs, and profit. Fractional parts of a manweek shall be payable on a prorated basis. The weekly rate

16 14 of 16 shall not be varied by virtue of the Contractor having performed work on an overtime basis. (Note: Time records for the Contractor's on-site Representative and Project Manager shall be submitted in conjunction with the period being invoiced.) (b) Total Firm Fixed Price (Level of Effort). It is estimated that the total price to the Government for the performance of this contract shall not exceed the ceiling price set forth herein for the number of manweeks authorized and funded by the Government, and the Contractor agrees to use its best efforts to perform the work set forth in the Statement of Work within such ceiling price. If at any time during the performance of this contract the Contractor has reason to believe that the total price to the Government for performing this contract will be substantially greater or less than the then stated ceiling price, the Contractor shall so notify the Contracting Officer, giving a revised estimate of the total price for performing this contract, with supporting reasons and documentation. If at any time during the performance of this contract the Government has reason to believe that the work to be required in performing this contract will be substantially greater or less than the stated ceiling price, the Contracting Officer will so advise the Contractor, giving the then revised estimate of the total amount of effort to be required under the contract. (c) Ceiling price. The Government shall not be obligated to pay the Contractor any amount in excess of the ceiling price set forth herein for the number of manweeks then authorized and funded by the Government, and the Contractor shall not be obligated to continue performance if to do so would exceed the ceiling price set forth in the Schedule, unless and until the Contracting Officer shall have notified the Contractor in writing that the ceiling price has been increased and shall have specified in the notice a revised ceiling that shall constitute the ceiling price for performance under this contract. When and to the extent that said ceiling price set forth herein has been increased, any effort expended by the Contractor in excess of the ceiling price before the increase shall be allowable to the same extent as if the effort expended had been incurred after the increase in the ceiling price. (d) Security for Financing The Contracting Officer has determined that at the time of award, the Contractor s financial condition is adequate to serve as security for commercial financing, pursuant to FAR (a)(2). In the event that the Contractor s financial condition changes and fails to provide adequate security, as required in this contract, no financing payment shall be made under this contract. Upon receipt of adequate security, financing payments shall be made, including all previous payments to which the Contractor is entitled, in accordance with the terms of the provisions for contract financing. If at any time the Contracting Officer determines that the security provided by the Contractor is insufficient, the Contractor shall promptly provide such additional security as the Contracting Officer determines necessary. In the event he Contractor fails to provide such additional security, the Contracting Officer may collect or liquidate such security that has been provided and suspend further payments to the Contractor; and the Contractor shall repay to the Government the amount of unliquidated financing payments as the Contracting Officer at his sole discretion deems repayable. (e) Interim payments (1) Interim payments made prior to the final payment under the contract are contract financing payments. Contract financing payments are not subject to the interest penalty provisions of the Prompt Payment Act. (2) Public vouchers (SF 1034) or contractor equivalent shall be submitted to the Procuring Contracting Officer (PCO) identified in Standard Form 1449 Block 3 lb. prior to payment by the Defense Finance and Accounting Service (DFAS) specified in Block 1 8a.. When requested by the Contracting Officer, the Contractor shall provide substantiation in support of submitted invoices. The PCO will approve and forward the approved voucher to the DFAS Paying Office. (3) In addition to the information required by FAR paragraph (g), the Contractor shall identify on each invoice the accounting classification reference number (ACRN) assigned to the charges billed; e.g., ACRN: AA. (4) The designated payment office will make interim payments for contract financing on the 14th day after the designated billing office receives a proper payment request. The paying office shall ensure that the voucher is disbursed for each ACRN as indicated on the voucher (or as specified herein). (5) Upon receipt and approval of the voucher or invoice designated by the Contractor as the completion voucher or completion invoice, the Government shall promptly pay any balance due the Contractor. Entitlement to full payment shall be based on the determination by the Government that the required level of effort and reports have been provided and are acceptable.

17 15 of 16 SECTION I CONTRACT CLAUSES Section I clauses are in accordance with Section I of the basic IDIQ contract Option to Extend Services. (Nov 1999) The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 30 Days Option to Extend the Term of the Contract (MAR 2000) (a) The Government may extend the term of this contract by written notice to the Contractor within 30 days after the previous period of performance; provided, that the Government gives the Contractor a preliminary written notice of its intent to extend at least 25 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 29 months Service Contract Act (1965) Service Contract Act (1965)

18 16 of 16 SECTION J LIST OF ATTACHMENTS Attachment 3 Attachment 2 LHD Contract Data Requirements List (CDRL) The purpose of this attachment is to include Amendment 0002 which was inadvertently not released