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

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1 1. CONTRACT ID CODE OF S AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT U EFFECTIVE DATE 4. REQUISITION/PURCHASE REQ. NO. 5. PROJECT NO. (If applicable) 14-Mar N/A 6. ISSUED BY CODE N ADMINISTERED BY (If other than Item 6) CODE S2404A NAVAIR Weapons Division China Lake 429 E Bowen Road - Stop 4015 China Lake CA DCMA Manassas BATTLEVIEW PARKWAY, SUITE 200 MANASSAS VA NAME AND ADDRESS OF CONTRACTOR (No., street, county, State, and Zip Code) 9A. AMENDMENT OF SOLICITATION NO. Northrop Grumman Space & Mission Systems Corp Dulles Corner Boulevard Herndon VA B. DATED (SEE ITEM 11) CAGE CODE [X] 10A. MODIFICATION OF CONTRACT/ORDER NO. - 10B. DATED (SEE ITEM 13) 1V4X9 FACILITY CODE 13-May THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS [ ]The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of Offers [ ] is extended, [ ] is not extended. Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing Items 8 and 15, and returning one (1) copy of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified. 12. ACCOUNTING AND APPROPRIATION DATA (If required) SEE SECTION G 13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS, IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14. (*) A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM 10A. [ ] [ ] B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying office, appropriation date, etc )SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR (b). [ ] C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF: [X] D. OTHER (Specify type of modification and authority) FAR 'Limitation of funds' E. IMPORTANT: Contractor [ X ] is not, [ ] is required to sign this document and return copies to the issuing office. 14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible ) SEE 2 15A. NAME AND TITLE OF SIGNER (Type or print) 16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print) 15B. CONTRACTOR/OFFEROR 15C. DATE SIGNED 16B. UNITED STATES OF AMERICA 16C. DATE SIGNED (Signature of person authorized to sign) (Signature of Contracting Officer) NSN PREVIOUS EDITION UNUSABLE BY 20-Mar STANDARD FORM 30 (Rev ) Prescribed by GSA FAR (48 CFR)

2 2 of 2 GENERAL INFORMATION The purpose of this modification is to add incremental funding. The Line of Accounting information is hereby changed as follows: The total amount of funds obligated to the task is hereby increased from $6,212, by $64, to $6,276, CLIN/SLIN Type Of Fund From ($) By ($) To ($) FMS , , The total value of the order is hereby increased from $11,428, by $0.00 to $11,428,

3 1 of 52 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 The contractor $1,985, shall provide Engineering Support Services for the Naval Air Systems Command (NAVAIRSYSCOM) Tactical Aircraft (TACAIR) Electronic Combat/Electronic Warfare (EC/EW) Integrated Product Team (IPT) in accordance with Section C. (OTHER) PR# $44, ACRN AA (OTHER) PR# $40, ACRN AB (OTHER) PR# $, ACRN AC (OTHER) PR# $100, ACRN AE (OTHER) PR# $122, ACRN AF (OTHER) PR# $100, ACRN AG (OTHER) PR# $12, ACRN AH (OTHER) PR#

4 2 of 52 $48, ACRN AJ (OTHER) PR# $145, ACRN AK (OTHER) PR# $12, ACRN AL (OTHER) PR# $12, ACRN AM (OTHER) PR# $75, ACRN AN (OTHER) PR# $100, ACRN AN (OTHER) PR# $32, ACRN AP (OTHER) PR# $30, ACRN AQ (OTHER) PR# $31, ACRN AR (OTHER) PR# $48, ACRN AS (OTHER) PR# $75, ACRN AT (OTHER) PR# $70, ACRN AU (OTHER) PR# $50, ACRN AT (RDT&E) PR# $18,3.00 ACRN AV (OTHER) PR#

5 3 of 52 $12, ACRN AW (FMS Case #AT-P-S AF) PR # $52, ACRN AX (RDT&E) PR # $30, ACRN AY (RDT&E) PR # $45, ACRN AZ (OTHER) PR # $50, ACRN BA (OTHER) For ODC Items: Item Supplies/Services Qty Unit Est. Cost Other Direct 1.0 LO $115, Costs. (TBD) PR# $2, ACRN AD (TBD) PR# $5, ACRN AK (TBD) PR# $2, ACRN AN (TBD) PR# $10, ACRN AZ (OTHER) For Cost Type Items: Item Supplies/Services Qty Unit Est. Cost Fixed Fee CPFF The contractor $2,082, shall provide Engineering Support Services

6 4 of 52 for the Naval Air Systems Command (NAVAIRSYSCOM) Tactical Aircraft (TACAIR) Electronic Combat/Electronic Warfare (EC/EW) Integrated Product Team (IPT) in accordance with Section C. (OTHER) PR# $15, ACRN BB (OTHER) PR# $10, ACRN BC (OTHER) PR# $20, ACRN BD (OTHER) PR# $34, ACRN BE (OTHER) PR# $75, ACRN BF (OTHER) PR# $50, ACRN BG (OTHER) PR# $10, ACRN BE (OTHER) PR# $12, ACRN BG (OTHER) PR# $5, ACRN BH (RDT&E) PR# $9, ACRN AY (RDT&E)

7 5 of PR# $50, ACRN BJ (OTHER) PR# $65, ACRN BK (OTHER) PR# $, ACRN BL (OTHER) PR# $100, ACRN BM (FMS Case #SZ-P-L AL) PR# $40, ACRN AZ (OTHER) PR# $26, ACRN BF (OTHER) PR # $12, ACRN BN (FMS Case #KU-P-G FZ) PR # $100, ACRN BP (OTHER) PR # $12, ACRN BQ (FMS Case #CN-P-L IE) PR # $1, ACRN BR (FMS) PR# $20, ACRN BS (OTHER) PR # $65, ACRN BT (OTHER)

8 6 of PR # $55, ACRN BU (OTHER) PR # $42, ACRN BV (OTHER) PR # $, ACRN BW (OTHER) PR # $40, ACRN BX (OTHER) PR # $66, ACRN BY (OTHER) PR # $28, ACRN BZ (OTHER) 4001 The contractor $2,170, shall provide Engineering Support Services for the Naval Air Systems Command (NAVAIRSYSCOM) Tactical Aircraft (TACAIR) Electronic Combat/Electronic Warfare (EC/EW) Integrated Product Team (IPT) in accordance with Section C. (TBD) PR # $37, ACRN BZ (OTHER) PR # $30, ACRN CA (OTHER) PR # $125, ACRN CB (O&MN,N) PR # $30, ACRN CC (O&MN,N)

9 7 of PR # $129, ACRN BX (OTHER) PR # $20, ACRN CD (RDT&E) PR # $39, ACRN CF (OTHER) PR # $30, ACRN CK WCD: 12/31/2010 (FMS Case #CN-P-L IE) PR # $40, ACRN CL WCD: 05/13/2011 (FMS Case #SZ-P-L AL) PR # $30, ACRN CJ WCD: 05/13/2011 (FMS Case #FI-P-L BD) PR # $39, ACRN CN WCD: 11/30/2010 (OTHER) PR # $69, ACRN CQ WCD: 11/30/2010 (OTHER) PR # $30, ACRN CP WCD: 11/30/2010 (OTHER) PR# $30, ACRN CR (APN) PR# $40,000.00

10 8 of 52 ACRN CS (O&MN,N) PR# $35, ACRN CT (APN) PR # $36, ACRN CU (O&MN,N) PR # $0.00 ACRN CV (FMS) PR # $65, ACRN CW (APN) PR # $52,0.00 ACRN CX (APN) PR # $1, ACRN CZ (O&MN,N) PR # $92, ACRN DA (APN) PR # $45, ACRN DB (APN) PR # $36, ACRN DC (RDT&E) PR # $29, ACRN DD (O&MN,N) PR # $14, ACRN DE (O&MN,N) 4002 The contractor $2,262, shall provide Engineering Support Services for the Naval Air Systems Command (NAVAIRSYSCOM) Tactical Aircraft (TACAIR) Electronic Combat/Electronic Warfare (EC/EW)

11 9 of 52 Integrated Product Team (IPT) in accordance with Section C. (APN) PR # $80, ACRN DF (O&MN,N) PR # $19, ACRN DG (RDT&E) PR # $40, ACRN DH (APN) PR # $96, ACRN DJ (RDT&E) PR # $115, ACRN DK (APN) PR # $1, ACRN DL (APN) PR # $9, ACRN DM (FMS) PR # $50, ACRN DN (FMS) PR # $170, ACRN DP (APN) PR # $35, ACRN CV (FMS) PR # $25, ACRN DQ (FMS) PR # $62, ACRN DR (APN) PR # $2, ACRN DS (O&MN,N)

12 10 of PR # $57, ACRN DT (APN) PR # $46, ACRN DU (RDT&E) PR # $1, ACRN DV (APN) PR # $18, ACRN DW (APN) PR # $16, ACRN DX (APN) PR # $15, ACRN DY (O&MN,N) PR $30, (APN) PR $21, (APN) PR $34,0.00 (RDT&E) PR $80, (OTHER) PR $58, ACRN ED (APN) PR $, ACRN EE (FMS) 4003 The contractor $2,352, shall provide Engineering Support Services for the Naval Air Systems Command (NAVAIRSYSCOM) Tactical Aircraft (TACAIR) Electronic Combat/Electronic Warfare (EC/EW)

13 11 of 52 Integrated Product Team (IPT) in accordance with Section C. (TBD) PR $51, (APN) PR $51, (RDT&E) PR $15, (OTHER) PR $47, (O&MN,N) PR $12, (RDT&E) PR $7, (APN) PR $88, (APN) PR $30, (FMS) PR $34, (APN) PR $24, (RDT&E) PR $41, (APN) PR $20, (APN) PR $20, (O&MN,N) PR $40, (O&MN,N) PR $33, (APN)

14 12 of PR $3, (APN) PR $350, (FMS) PR $30, (FMS) PR $57, (FMS) PR $14, (O&MN,N) PR $69, (APN) PR $84, (RDT&E) PR $66, (APN) PR $64, (FMS) For ODC Items: Item Supplies/Services Qty Unit Est. Cost Other Direct 1.0 LO $125, Costs. (TBD) 0001 PR # $20, ACRN BW (OTHER) 01 Other Direct 1.0 LO $125, Costs. (TBD) 0101 PR # $20, ACRN CE (OTHER) 0102 PR # $3, ACRN CM WCD: 11/30/2010 (OTHER) 0103 PR # $0.00 ACRN CP WCD:

15 13 of 52 11/30/2010 (OTHER) 0104 PR # $3, ACRN CT (APN) 0105 PR # $4, ACRN CY (APN) 02 Other Direct 1.0 LO $110, Costs. (TBD) 0201 PR # $10, ACRN DK (APN) 03 Other Direct 1.0 LO $100, Costs. (TBD) 0301 PR $6, (APN) Additional Informational SubCLINs (SLINs) will be created as incremental funding is added to fund this effort. CLINs 1000, 4000, 4001, 4002, and 4003 on this task order are Cost Plus Fixed Fee. CLINs 3000, 00, 01, 02, and 03 on this task order are Cost Reimbursable only and Non-Fee Bearing CLINs. The exercise of option CLINs 4000, 4001, 4002, 4003 and the associated Other Direct Cost CLINs (00, 01, 02, and 03) are contingent upon the award term option period at the basic contract level being exercised. The level of effort for the performance of this order is based upon an anticipated total estimated level of effort of man-hours of direct labor. This total is comprised of approximately for the base period and a total of for the option periods. The contractor is encouraged to provide innovative solutions and labor mixes for fulfilling the requirement as defined in the Performance Work Statement (PWS). This is provided as a sample personnel/labor mix only: Labor Category Program Manager, Lead Integration Electronic Engineer Senior Systems Engineer (SME) Hours-Base Hours- Hours- Hours- Hours- Option Option Option Option Period Period 1 Period 2 Period 3 Period 4

16 14 of 52 Senior Software Systems Engineer (SME) Software Systems Engineer (EW) Systems Engineer Engineering Technician (SME) Engineer Test Data Analyst Engineer Analyst Technical Writer Total Estimated Level of Effort SEA LEVEL OF EFFORT (DEC 2000) (a) The Contractor agrees to provide the total level of effort specified in the next sentence in performance of the work described in Sections B and C of this contract. The total level of effort for the performance of this contract shall be total man-hours of direct labor, including subcontractor direct labor for those subcontractors specifically identified in the Contractor's proposal as having hours included in the proposed level of effort. (b) Of the total man-hours of direct labor set forth above, it is estimated that 0 man-hours are uncompensated effort. Uncompensated effort is defined as hours provided by personnel in excess of 40 hours per week without additional compensation for such excess work. All other effort is defined as compensated effort. If no effort is indicated in the first sentence of this paragraph, uncompensated effort performed by the Contractor shall not be counted in fulfillment of the level of effort obligations under this contract. (c) Effort performed in fulfilling the total level of effort obligations specified above shall only include effort performed in direct support of this contract and shall not include time and effort expended on such things as (local travel to and from an employee's usual work location), uncompensated effort while on travel status, truncated lunch periods, work (actual or inferred) at an employee's residence or other non-work locations (except as provided in paragraph (j) below), or other time and effort which does not have a specific and direct contribution to the tasks described in Sections B and C. (d) The level of effort for this contract shall be expended at an average rate of approximately hours per week. It is understood and agreed that the rate of man-hours per month may fluctuate in pursuit of the technical objective, provided such fluctuation does not result in the use of the total man-hours of effort prior to the expiration of the term hereof, except as provided in the following paragraph. (e) If, during the term hereof, the Contractor finds it necessary to accelerate the expenditure of direct labor to such an extent that the total man hours of effort specified above would be used prior to the expiration of the term, the Contractor shall notify the Task Order Contracting Officer in writing setting forth the acceleration required, the probable benefits which would result, and an offer to undertake the acceleration at no increase in the estimated cost or fee together with an offer, setting forth a proposed level of effort, cost breakdown, and proposed fee, for continuation of the work until expiration of the term hereof. The offer shall provide that the work proposed will be subject to the terms and conditions of this contract and any additions or changes required by then current law, regulations, or directives, and that the offer, with a written notice of acceptance by the Task Order Contracting Officer, shall constitute a binding contract. The Contractor shall not accelerate any effort until receipt of such written approval by the Task Order Contracting Officer. Any agreement to accelerate will be formalized by contract modification. (f) The Task Order Contracting Officer may, by written order, direct the Contractor to accelerate the expenditure of direct labor such that the total man hours of effort specified in paragraph (a) above would be used prior to the expiration of the term. This order shall specify the acceleration required and the resulting revised term. The Contractor shall acknowledge this order within five days of receipt.

17 15 of 52 (g) If the total level of effort specified in paragraph (a) above is not provided by the Contractor during the period of this contract, the Task Order Contracting Officer, at its sole discretion, shall either (i) reduce the fee of this contract as follows: Fee Reduction = Fee (Required LOE - Expended LOE)/Required LOE or (ii) subject to the provisions of the clause of this contract entitled "LIMITATION OF COST" (FAR ) or "LIMITATION OF COST (FACILITIES)" (FAR ), as applicable, require the Contractor to continue to perform the work until the total number of man hours of direct labor specified in paragraph (a) above shall have been expended, at no increase in the fee of this contract. (h) The Contractor shall provide and maintain an accounting system, acceptable to the Administrative Contracting Officer and the Defense Contract Audit Agency (DCAA), which collects costs incurred and effort (compensated and uncompensated, if any) provided in fulfillment of the level of effort obligations of this contract. The Contractor shall indicate on each invoice the total level of effort claimed during the period covered by the invoice, separately identifying compensated effort and uncompensated effort, if any. (i) Within 45 days after completion of the work under each separately identified period of performance hereunder, the Contractor shall submit the following information in writing to the Task Order Contracting Officer with copies to the cognizant Contract Administration Office and to the DCAA office to which vouchers are submitted: (1) the total number of man hours of direct labor expended during the applicable period; (2) a breakdown of this total showing the number of man hours expended in each direct labor classification and associated direct and indirect costs; (3) a breakdown of other costs incurred; and (4) the Contractor's estimate of the total allowable cost incurred under the contract for the period. Within 45 days after completion of the work under the contract, the Contractor shall submit, in addition, in the case of a cost under run; (5) the amount by which the estimated cost of this contract may be reduced to recover excess funds and, in the case of an under run in hours specified as the total level of effort; and (6) a calculation of the appropriate fee reduction in accordance with this clause. All submissions shall include subcontractor information. (j) Notwithstanding any of the provisions in the above paragraphs, the Contractor may furnish man hours up to five percent in excess of the total man hours specified in paragraph (a) above, provided that the additional effort is furnished within the term hereof, and provided further that no increase in the estimated cost or fee is required.

18 16 of 52 SECTION C DESCRIPTIONS AND SPECIFICATIONS SEAPORT-E Task Order Performance Work Statement for Tactical Aircraft (TACAIR) Electronic Warfare (EW) Integrated Product Team (IPT) Naval Air Warfare Center Weapons Division Point Mugu, California APPLICABLE BASIC CONTRACT SOW PARAGRAPHS: 3.2, 3.4, 3.18, SCOPE This Task Order (TO) will provide engineering support services to the Naval Air Systems Command (NAVAIRSYSCOM) Tactical Aircraft (TACAIR) Electronic Combat/ Electronic Warfare (EC/EW) Integrated Product Team (IPT). Services will also include engineering support for Foreign Military Sales (FMS) customers at the Naval Air Warfare Center Weapons Division (NAWCWD). 1.1 INTRODUCTION The objective of this task order (TO) is to provide engineering services that support the design, development, evaluation, and deployment of TACAIR strike and assault EW Systems/Suites. The TACAIR EW Systems/Suites are deployed on FMS, Navy and Marine Corps tactical aircrafts such as F-16, F/A-18, AV-8B, P-3, EA-6B, and various types/models/series of helicopters. This task order shall also provide engineering services in support of maintenance of Electro Optical (EO) targets, User Data File Generators (UDFGs), Mission Data File Generators (MDFGs), and Electronic Warfare Software Support Facilities (EWSSFs). 1.2 BACKGROUND Major Support Areas: NAWCWD Point Mugu serves as the NAVAIRSYSCOM Center of Technical Excellence for the Electronic Combat, Electronic Warfare, Aircraft Survivability Equipment (ASE), and Electro Optical (EO) Systems that provide the Warfighter with the full spectrum of EW support including in-service engineering and support tools for existing and emerging EW avionics and related support systems. Services include analysis, software design, development, test, evaluation, EW/ASE Suite/System integration, acquisition, fleet product distribution and EC/EW laboratory and support equipment. Support under this Performance Work Statement (PWS) also involves EW and ASE systems/suites performance aboard F/A-18, AV-8B, P-3, EA-6B, various types/models/series of helicopters, as well as integration with the High Speed Anti-Radiation Missile (HARM). Some

19 17 of 52 of the products that are developed and integrated into the above platforms are software updates and EW/ASE Suites with Radar Warning Receivers (RWRs) ALR-67(V)2, ALR-67(V)2 HOL, ALR-67(V)3, ALR-56C, ALR-56M, and APR-39A/B(V)2; Deceptive Electronic Countermeasures (DECM) (Jammers) ALQ-126B, ALQ-162, ALQ-164, ALQ-165, ALQ-211, ALQ-214, and the emergent Directed Infrared Countermeasures (DIRCM) for assault platforms; Digital Jammer; Countermeasures Dispensable System (CMDS) ALE-47; Decoys and Expendables ALE-50/55 and Missile Warning Set (MWS) AAR-47 for legacy and advanced designs. In addition, TACAIR supports Laser Systems hardware and software design, development test & evaluation (DT&E) and maintenance of Electro Optical (EO) targets, User Data File Generators (UDFGs), Mission Data File Generators (MDFGs), and Electronic Warfare Software Support Facilities (EWSSFs). Software products are developed and distributed to the Fleet through the secure network maintained by TACAIR. Services also include support for the Navy, Foreign Military Sales (FMS), and joint service EC/EW integrated programs managed and/or supported by the TACAIR EW IPT. The support to be provided is primarily software development and updates, hardware engineering, systems engineering, system integration and related technical services. The specific support requirements include software and hardware engineering, technical project analysis and documentation, engineering analysis, Quality Assurance (QA), Configuration Management (CM) Data Management (DM), process improvement and project technical/financial management including project planning, tracking, reporting and documentation. 2.0 APPLICABLE DOCUMENTS EW-GEN TACAIR EW Process Guide, dated 30 October CMU/SEI-2006-TR-008 CMMI for Development, Version 1.2, dated August After task order award, the Government will provide relevant standards, functional statements, technical manuals, computer system guides, regulations, instructions, and operational procedures that are not otherwise available to the contractor. 3.0 REQUIREMENTS PERFORMANCE OBJECTIVE: Provide engineering and technical support services for the TACAIR EW IPT at NAWCWD and their domestic and FMS customers. 3.1 GENERAL REQUIREMENTS. The Contractor shall identify a Program/Project Manager to provide overall direction and coordination of multiple engineering and technical tasks and serve as the primary liaison with the Government technical representative under this contract.

20 18 of DETAILED REQUIREMENTS. The Contractor shall provide the following engineering and technical support services, incidental to this procurement. In order to support the requirements, a diverse staff with specific in-depth knowledge and experience in legacy and leading edge technologies is required. Specific tasks will be assigned at weekly meetings between the TACAIR EW Project Office and contractor. Close coordination and interaction with TACAIR planning and requirement groups is required, and quarterly meetings are anticipated. Contractor shall provide progress reports in accordance with CDRL A The Contractor shall support the development, modification, update and maintenance of EC/EW/ASE/EO integrated systems IAW TACAIR EW Process Guide and CMMI for Development, Version 1.2. The primary effort will be software development, engineering analysis, system engineering support, life cycle tracking and integration applicable to EW, ASE, DIRCM Systems and Suites. In addition, the contractor shall support the planning for and development of the infrastructure to support emergent technology/programs (e.g. Assault DIRCM). The Contractor shall develop programs, update and/or modify existing programs as necessary to support new or modified hardware configurations and/or interface requirements, and develop application software for analyzing the systems and suites. The Contractor shall support the Government in the design and development of EWSSFs. This may include the design and development of electronic components (primarily electronic enclosures, printed circuit boards, and wiring harnesses) for control systems and laboratory support equipment used for analyzing system data to support the integration of systems and suites. The effort will include fabrication, installation, and testing of developed components. The Contractor shall provide installation and integration of EC/EW/ASE system/suite or EO equipment into Government laboratories and aircraft including prototype equipment, wiring or other Government Furnished Equipment (GFE). (IAW CDRL A003, A004, A005, A006, A007, and A008) The Contractor shall support the development and testing of User Data Files (UDFs), Mission Data Files (MDFs), and Emitter Identification Data (EID) threat libraries, Operational Flight Programs (OFPs), Organizational Electronic Warfare Test Program Sets (OEWTPS), Joint Service Electronic Combat System Tester (JSECST), and related support programs for variant integrated EC/EW/ASE/EO system and suites. The Contractor shall provide threat analysis, UDF/MDF library build, ambiguity analysis, technique development, stand-alone system testing, integrated suite testing, data reduction and simulation object code. The Contractor will provide updated related technical documentation to services performed. Documentation includes, but is not limited to: Functional Requirements Documents, Software Product Specifications, Version Description Documents, Software Design documentation, delivered in a Government approved format. Subject Matter Experts on legacy EW systems, (i.e., ALQ-165, ALQ-126(B) and ALQ-162) will be requested to provide support for ambiguity analysis and make recommendations for interfaces to current EW systems. (IAW CDRL A002, A003, A004, A005, A006, A007, A008, A009, and A00A) The Contractor shall support modifications or updates of EWSS facilities and data reduction software utilities/tools utilized for the development and assessment of EC/EW/ASE

21 19 of 52 system performance aboard test beds and platforms. The Contractor shall provide engineering support for upgrade of EW components and software for the facilities which may include procurement of specialized equipment to meet facility requirements. The contractor shall develop, modify, or maintain the User Data File Generator (UDFG) and Mission Data File Generator (MDFG) and all the associated software utilities for the EW/ASE Suites in compatible updated formats. (IAW CDRL A005, A006, A007, and A008) The Contractor shall support the development and maintenance of Electro Optical Systems. The primary effort will be software and hardware design, development, repair, maintenance, fabrication, and integration applicable to the Laser Target Sensor Systems. The Contractor shall support the Government in data uplink and downlink between satellites and ground central sites, including instrumentation and data reduction The Contractor shall provide support to existing and future capabilities to service our EW systems with direct connectivity to ForceNet (Navy s Network Centric Warfare Infrastructure). Existing connectivity includes the web based Naval Data Distribution System (NDDS) hosted on the Secret Internet Router Protocol Network (SIPRNET) and/or Unclassified but Sensitive Internet Router Protocol Network (NIPRNET) The Contractor shall provide support to the TACAIR EW IPT office. The contractor shall prepare, develop, and update master support plans; process improvement and EW process documentation, project plans and schedules, program data, cost projection data, life cycle tracking and overall program coordination of the TACAIR EW IPT project plans. The contractor shall assist the IPT office with implementation and data conversion to a web-based repository of TACAIR EW program data. The Contractor shall participate in Team Building and coordination meetings three (3) times a year at Point Mugu. The Contractor shall develop presentations prior to meetings, and prepare minutes/actions resulting from technical meetings and/or program reviews. (IAW CDRL A002, A003, and A004) The Contractor shall prepare lectures and training aids to familiarize external Government personnel, in-house transfers, new Government hires, and Foreign Military Sales Customers with Electronic Warfare Systems. The Contractor shall provide training support for existing and newly developed EC/EW products and concepts for the EW systems at NAWCWD and or in-country with FMS customers. Training material developed may also be used to train FMS personnel. Documentation and formats will require Government approval prior to implementation and release. The Government will reimburse the contractor with any foreign travel expenses if required. (IAW CDRL A002) The Contractor shall support the TACAIR EW IPT in their effort to achieve Capability Maturity Model Integration (CMMI) to achieve Maturity Level 3. The support to include active participation within assigned Process Area Teams to document existing processes and practices which comply with the model and to support the identification of gaps between the model and existing TACAIR EW processes. A thorough knowledge of TACAIR EW processes

22 20 of 52 and the CMMI (as released by the Software Engineering Institute) is required. The Contractor shall also support TACAIR EW Process Improvement Leads with tasks such as process improvement, project planning, tracking, and the generation of project documentation The contractor shall also attend meetings, conduct technical studies, and develop and produce training materials and conference displays for TACAIR EW IPT supported products. 3.3 Quality Specifications: All tasks shall be performed within the guidelines of the applicable team standards, processes as delineated in the EW Process Manual, TACAIR EW Process Guide, EW-GEN-001.4, dated 30 October 2000 or newer. 4.0 REPORTS, DATA, AND OTHER DELIVERABLES 4.1 In performance of the support identified in this PWS, the contractor shall deliver reports, data, and other documentation in accordance with the applicable Contract Data Requirements List (CDRL). All software and documentation developed and delivered under this task order shall remain the property of the U.S. Government. 4.2 CONTRACT DATA REQUIREMENTS LIST (CDRL) CDRL ITEM A001 A002 A003 A004 A005 A006 A007 A008 A009 A00A A00B DESCRIPTION Contractor s Progress, Status and Management Report Technical Report - Conference Minutes/Trip Report Technical Report Study/Services Revision to Existing Government Documents Software Test Plan Software Test Plan and Description Test Plan and Procedures - Acceptance Test Plan and Procedures Software Test Report Software Product Specification (SPS) Software Version Description (SVD) Computer Program End Item Documentation Funds & Labor Hour Expenditure Report 5.0 GOVERNMENT FURNISHED ITEMS AND SERVICES 5.1 Any GFM/I acquired during the period of performance shall be tracked by the Contractor, excluding material consumed during the course of work, and shall be returned to the Government upon completion of the Contract or when no longer required by the Contractor. The tracking of the GFM/I shall be performed utilizing DD The Government will provide access to all available documentation applicable to the Domestic, FMS and EC/EW system project support addressed in this task order. Any applicable technical documentation required by the contractor will be provided upon receipt of written request to the Government manager

23 21 of 52 responsible for custody of the documentation. 5.2 The Government will furnish access to TACAIR EW laboratories in building 3008 and spaces on an as-need-to know and non-interference basis. The Government reserves the right to control the laboratory schedule and use of documentation required for the performance of this contract. 5.3 One Government space will be furnished. 6.0 OTHER INFORMATION 6.1 The place of performance will be at Point Mugu, CA. If required for the work performed, the Government will furnish badges and/or CAC cards for the duration of the effort. 6.2 TRAVEL. Travel will be required in support of this contract. All requests for travel shall be submitted in writing to the Task Order Manager for approval at least two weeks prior to occurrence. The following travel is estimated to support this task. Trips Persons Days From To NAWC WD Point Mugu, CA NAWC WD Point Mugu, CA NAWC WD Point Mugu, CA NAWC WD Point Mugu, CA NAWC WD Point Mugu, CA NAWC WD Point Mugu, CA NAWC WD Point Mugu, CA NAWC WD Point Mugu, CA NAWC WD Point Mugu, CA Korea Finland Switzerland Canada Italy Patuxent River, Maryland Australia Egypt NAWC WD, China Lake, CA

24 22 of NAWC WD, CA Goleta, CA 6.3 SECURITY Contractor personnel will require access to classified facilities and Government documents, and must have appropriate clearances on file with the Naval Base Ventura County Security Office. The Contractor shall provide a list of personnel with need-to-know access to the Engineering Data Accountability Center (EDAC) controlled data NLT 14 days after the award of the task order. Upon completion of the contract requirements, the Contractor shall return all documents to the Government The Contractor shall staff this task order with personnel cleared at the SECRET level or higher. The Contractor shall comply with the provisions of DD Form 254, Contract Security Classification Specification. 6.4 ACRONYMS AND DEFINITIONS ASE CDRL CM CMDS CMMI CPAR CSSR DECM DIRCM DM DT&E ECSEL EC/EW EDAC EID EO EPM EWSSF FMS ForceNet FTD GFE GFP GFM/I HARM Aircraft Survivability Equipment Contract Data Requirements List Configuration Management Countermeasures Dispensable System Capability Maturity Model Integration Contractor Performance Assessment Rating Cost Status Schedule Report Deceptive Electronic Countermeasures Directed Infrared Countermeasures Data Management Development Test & Evaluation Electronic Combat Simulation and Evaluation Laboratory Electronic Combat/Electronic Warfare Engineering Data Accountability Center Emitter Identification Data Electro Optical Effective Performance Measurement Electronic Warfare Software Support Facilities Foreign Military Sales Navy s Network Centric Warfare Infrastructure Full Threat Database Government Furnished Equipment Government Furnished Property Government Furnished Material/Information High Speed Anti-Radiation Missile

25 23 of 52 IAW ICR IPT ITAR JSECST MDF MDFG MWS NAVAIRSYSCOM NAWCWD NDDS NIPRNET OEWTPS OFP OPSEC QA RWR SIPRNET SME SOW TACAIR TIM TOM TRB TRR UDF UDFG UPC WBS In Accordance With In-Country Reprogramming Integrated Product Team International, Traffic in Arms Regulations Joint Service Electronic Combat System Tester Mission Data Files Mission Data File Generators Missile Warning Set Naval Air Systems Command Naval Air Warfare Center Weapons Division Naval Data Distribution System Unclassified Internet Protocol Router Network Organizational Electronic Warfare Test Program Sets Operational Flight Programs Operations Security Quality Assurance Radar Warning Receivers Secret Internet Protocol Router Network Subject Matter Expert Statement of Work Tactical Aircraft Technical Interface Meeting Task Order Manager Technical Review Board Test Readiness Review User Data Files User Data File Generators Unique Planning Component Work Breakdown Structure 7.0 PERFORMANCE ASSESSMENT METRICS Performance of services/deliverables shall be assessed by the Task Order Manager (TOM) in accordance with the performance objectives and standards (expectations) established in the attached Quality Assurance Surveillance Plan (QASP). The TOM shall deliver performance evaluations to the Contracts Department, indicating the quality level of performance, no later than two (2) weeks following the established inspection frequency. For this task order, the contractor s performance will be assessed every six months during the task orders period of performance.

26 24 of 52 SECTION D PACKAGING AND MARKING PACKAGING AND MARKING OF REPORTS (NAVAIR) (OCT 2005) (a) All unclassified data shall be prepared for shipment in accordance with best commercial practice. Classified reports, data and documentation, if any, shall be prepared for shipment in accordance with the National Industry Security Program Operating Manual, DoD M. (b) The contractor shall prominently display on the cover of each report the following information: (1) Name and business address of contractor. (2) Contract Number/Delivery/Task order number. (3) Contract/Delivery/Task order dollar amount. (4) Whether the contract was competitively or non-competitively awarded. (5) Name of sponsoring individual. (6) Name and address of requiring activity. All Deliverables shall be packaged and marked IAW Best Commercial Practice.

27 25 of 52 SECTION E INSPECTION AND ACCEPTANCE E-303 INSPECTION AND ACCEPTANCE- - DESTINATION (JAN 2002) Inspection and acceptance of the services to be furnished hereunder shall be made at destination by the Task Order Manager or his duly authorized representative.

28 26 of 52 SECTION F DELIVERABLES OR PERFORMANCE The periods of performance for the following Items are as follows: /13/2008-5/12/ /13/2008-5/12/ /13/2009-5/12/ /13/2010-5/12/ /13/2011-5/12/ /13/2012-5/12/ /13/2009-5/12/ /13/2010-5/12/ /13/2011-5/12/ /13/2012-5/12/2013 CLIN - DELIVERIES OR PERFORMANCE The periods of performance for the following Items are as follows: /13/2008-5/12/ /13/2008-5/12/ /13/2009-5/12/ /13/2010-5/12/ /13/2011-5/12/ /13/2012-5/12/ /13/2009-5/12/ /13/2010-5/12/ /13/2011-5/12/ /13/2012-5/12/2013 Services to be performed hereunder will be provided at NAWCWD Pt. Mugu, CA.

29 27 of 52 SECTION G CONTRACT ADMINISTRATION DATA PAYMENT OF FIXED FEE (NAVAIR) (OCT 2005) (a) The fixed fee, as specified in Section B of this contract, subject to any adjustment required by other provisions of this contract, will be paid in installments. The fixed fee will be paid not more frequently than once every two weeks based on the allowable cost. The amount of each such installment shall be determined by multiplying the number of hours incurred times the fixed fee hourly rate for Satisfactory performance. The fixed fee hourly rate for Satisfactory performance for the base period is per direct labor hours. The fixed fee hourly rate for Satisfactory performance for option period one is per direct labor hour. The fixed fee hourly rate for Satisfactory performance for option period two is per direct labor hour. The fixed fee hourly rate for Satisfactory performance for option period three is per direct labor hour. (b) Evaluation of the contractor's performance will be made in accordance with the Quality Assurance Surveillance Plan (QASP). In the event that the contractor's performance is determined to be Marginal or Unsatisfactory, excess payments previously made on account of fee during the evaluation period shall be repaid by the contractor. The fixed fee hourly rate for Marginal performance for the base period is The fixed fee hourly rate for Marginal performance for option period one is The fixed fee hourly rate for Marginal performance for option period two is The fixed feee hourly rate for Marginal performance for option period three is Unsatisfactory performance shall earn no fixed fee. (c) The contractor shall submit written notification to the Contracting Officer at the conclusion of each evaluation period. Notification may coincide with the end of the contractor's nearest accounting period. Notification shall include a one-page self-assessment and the number of hours incurred during the evaluation period. (d) Payment shall be made in accordance with FAR Clauses , Allowable Cost and Payment, and , Fixed Fee. (e) Fixed fee related to any hours from the base period that are rolled over into the option, if exercised, shall be combined with the fixed fee for the option to determine a new fixed fee hourly rate. (f) In the event of termination of the work in accordance with the FAR Clause , Limitation of Funds, the fixed fee shall be redetermined by mutual agreement equitably to reflect the reduction of the work performed. The amount by which such fixed fee is less than or exceeds payments previously made on account of fee, shall be paid to (or repaid by) the contractor. (g) The balance of the fixed fee shall be payable in accordance with other clauses of this contract. (h) For indefinite delivery type contracts the terms of this clause apply to each delivery/task order there under. Note: The fixed fee hourly rate will be updated upon exercising the option periods INVOICING AND PAYMENT (WAWF) INSTRUCTIONS (DEC 2007) (a) Invoices for goods received or services rendered under this contract shall be submitted electronically through Wide Area Work Flow -- Receipt and Acceptance (WAWF): (1) The vendor shall have their cage code activated by calling Once activated, the vendor shall self-register at the web site Vendor training is available on the Internet at Additional support can be obtained by calling the NAVY WAWF Assistance Line: WAWF (9293). (2) WAWF Vendor Quick Reference Guides are located at the following web site: navy mil/navyaos/content/view/full/3521. (3) Select the invoice type within WAWF as specified below. Back up documentation (such as timesheets, etc.) can be included and attached to the invoice in WAWF. Attachments created in any Microsoft Office product are attachable to the invoice in WAWF. Total limit for the size of files per invoice is 5 megabytes.

30 28 of 52 (b) The following information, regarding invoice routing DODAAC s, must be entered for completion of the invoice in WAWF: WAWF Invoice Type: Cost Voucher If the Paying Office (see below) is N50120: -- Select Combo for Fixed Price Supplies and Services. -- Select Cost Voucher for all Cost or T&M contracts or CLINs. For ALL OTHER Paying Offices: -- Select 2-in-1 for FFP Services Only. -- Select Combo for Supplies, or Supplies AND FFP Services. -- Select Cost Voucher for all Cost or T&M contracts or CLINs. Issuing Office DODAAC: N68936 Admin Office DODAAC: S2404A Inspector DODAAC (usually only used when Inspector & Acceptor are different people): N68936 Ship To DODAAC (for Combo), Questions? Call WAWF (9293). Enter DODAAC of the activity issuing the contract. Enter Admin Office DODAAC Enter Inspector DODAAC, or leave blank Enter DODAAC Service Acceptor DODAAC (for 2 in 1), Service Approver DODAAC (Cost Voucher): N68936 DCAA Office DODAAC (Used on Cost Voucher s only): HAA031 Paying Office DODAAC: HQ0338 Enter DCAA Office DODAAC Enter Paying Office DODAAC Located on Contract (c) Contractors approved by DCAA for direct billing will not process vouchers through DCAA, but may submit directly to DFAS. Final voucher submission will be approved by the ACO. (d) For each invoice / cost voucher submitted for payment, the contractor shall also the WAWF automated invoice notice directly to the following points of contact: Name Phone Role Contract Specialist

31 29 of 52 TOM SEA ALLOTMENT OF FUNDS (MAY 1993) (a) This contract is incrementally funded with respect to both cost and fee. The amount(s) presently available and allotted to this contract for payment of fee for incrementally funded contract line item number/contract subline item number (CLIN/SLIN), subject to the clause entitled "FIXED FEE" (FAR ) or "INCENTIVE FEE" (FAR ), as appropriate, is specified below. The amount(s) presently available and allotted to this contract for payment of cost for incrementally funded CLINs/SLINs is set forth below. As provided in the clause of this contract entitled "LIMITATION OF FUNDS" (FAR ), the CLINs/SLINs covered thereby, and the period of performance for which it is estimated the allotted amount(s) will cover are as follows: Estimated Items Allotted to Cost Allotted to Fee Total Estimated Period of Performance (Months) for Which Allotted Amount Covers 1000 $1,416, $1,085, $1,127, $1,305, $1,255, (b) The parties contemplate that the Government will allot additional amounts to this contract from time to time for the incrementally funded CLINs/SLINs by unilateral contract modification, and any such modification shall state separately the amount(s) allotted for cost, the amount(s) allotted for fee, the CLINs/SLINs covered thereby, and the period of performance which the amount(s) are expected to cover. (c) CLINs/SLINs [ ] are fully funded and performance under these CLINs/SLINs is subject to the clause of this contract entitled "LIMITATION OF COST" (FAR ) or "LIMITATION OF COST (FACILITIES)" (FAR ), as applicable. (d) The Contractor shall segregate costs for the performance of incrementally funded CLINs/SLINs from the costs of performance of fully funded CLINs/SLINs.

32 30 of 52 FUNDING PROFILE The following details funding to date: CLIN ESTIMATED CEILING FUNDS THIS ACTION PREVIOUS FUNDING TOTAL FUNDING TO DATE BALANCE UNFUNDED 1000 $1,985, $0.00 $1,416, $1,416, $569, $115, $0.00 $19, $19, $95, $2,082, $0.00 $1,085, $1,085, $996, $125, $0.00 $20, $20, $105, $2,170, $0.00 $1,127, $1,127, $1,043, $2,262, $0.00 $1,305, $1,305, $956, $2,352, $64, $1,191, $1,255, $1,097, $125, $0.00 $30, $30, $94, $110, $0.00 $10, $10, $99, $100, $0.00 $6, $6, $94, TOTALS $11,428, $64, $6,212, $6,276, $5,151, TASK ORDER MANAGER (TOM) APPOINTMENT (JUL 2005) (a) The Task Order Contracting Officer hereby appoints the following individual as the Task Order Manger (TOM) for this task order: Name: Code: Mailing Address: Telephone: Commercial: DSN: (b) The TOM is responsible for those specific functions assigned in the Task Order Manager appointment letter. (c) Only the Task Order Contracting Officer has the authority to modify the terms of the task order. Therefore, in no event will any understanding, agreement, modification, change order, or other matter deviating from the terms of the basic contract or this task order between the contractor and any other person be effective or binding on the Government. If, in the opinion of the contractor, an effort outside the existing scope of this task order is requested, the contractor shall promptly notify the Task Order Contracting Officer in writing. No action shall be taken by the contractor unless the Task Order Contracting Officer, PCO or ACO has issued a formal modification CONTRACT ADMINISTRATION DATA (NAVAIR)(MAR 2007) (a) Contract Administration Office.