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) 17-Jan-2013 N/A N/A 6. ISSUED BY CODE N ADMINISTERED BY (If other than Item 6) CODE S2404A Naval Sea Systems Command (NAVSEA) BUILDING 197, ROOM 5w ISAAC HULL AVENUE SE WASHINGTON NAVY YARD DC stacy.crisman@navy.mil 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. Paradigm Technologies Inc Crystal Drive, Suite 807 Arlington VA B. DATED (SEE ITEM 11) CAGE CODE [X] 10A. MODIFICATION OF CONTRACT/ORDER NO. - 10B. DATED (SEE ITEM 13) 0ZB23 FACILITY CODE 03-Dec THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS [ ]The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of Offers [ ] is extended, [ ] is not extended. Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing Items 8 and 15, and returning one (1) copy of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified. 12. ACCOUNTING AND APPROPRIATION DATA (If required) 13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS, IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14. (*) A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM 10A. [ ] [X] B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying office, appropriation date, etc.)set FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR (b). [ ] C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF: [ ] D. OTHER (Specify type of modification and authority) E. IMPORTANT: Contractor [ ] is not, [ X ] is required to sign this document and return 1 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) Nichole McMenamin Stacy M McQuage, Contracting Officer 15B. CONTRACTOR/OFFEROR 15C. DATE SIGNED 16B. UNITED STATES OF AMERICA 16C. DATE SIGNED /s/nichole McMenamin 15-Jan-2013 BY /s/stacy M McQuage 17-Jan-2013 (Signature of person authorized to sign) (Signature of Contracting Officer) NSN PREVIOUS EDITION UNUSABLE -105 STANDARD FORM (Rev ) Prescribed by GSA FAR (48 CFR)

2 2 of 2 GENERAL INFORMATION The purpose of this Modification to - is to, under SECTION F PERFORMANCE OR DELIVERIES, update the Period of Performance for CLINs 45, 46, 64, and 65 as follows: FROM: CLIN Start Date End Date December December December December December December December December 2013 TO: CLIN Start Date End Date August August August August August August August August 2013 A conformed copy of this Task Order is attached to this modification for informational purposes only. The Line of Accounting information is hereby changed as follows: The total amount of funds obligated to the task is hereby increased from $20,732, by $0.00 to $20,732, The total value of the order is hereby increased from $20,732, by $0.00 to $20,732,

3 1 of 65 SECTION B SUPPLIES OR SERVICES AND PRICES CLIN - SUPPLIES OR SERVICES For Cost Type Items: Item Supplies/Services Qty Unit Est. Cost Fixed Fee CPFF Base Year: Task LH $604, $39, $644, Analytical Support FY Incremental Funding for Base Year Incremental Funding for Base Year Incremental Funding for Base Year 1002 Base Year: Task LH $452, $29, $481, Program Planning Support FY Incremental Funding for Base Year Incremental Funding for Base Year Incremental Funding for Base Year 1003 Base Year: Task LH $366, $23, $390, Acquisition/Fin ancial Management Support FY Incremental Funding for Base Year 1002 Incremental Funding for Base Year

4 2 of Incremental Funding for Base Year 1004 Base Year: Task LH $289, $10, $299, Acquisition/Fin ancial Management for FMS Programs (TBD) Incremental Funding for Base Year (FMS) (FMS Case #AT-P-L CY) Incremental Funding for Base Year (FMS) (FMS Case #CN-P-M IB) Incremental Funding for Base Year (FMS) (FMS Case #JA-P-A NW) Incremental Funding for Base Year (FMS) (FMS Case #KS-P-A JA) Incremental Funding for Base Year (FMS) (FMS Case #TW-P-L GQ) 1005 Base Year: Task LH $110, $7, $118, Special Studies FY Incremental Funding for Base Year 1006 Base Year- Surge LH $429, $27, $457, CLIN FY Base Year- Surge CLIN Base Year- Surge CLIN

5 3 of 65 For ODC Items: Item Supplies/Services Qty Unit Est. Cost NATO Seasparrow 1.0 LO $25, Base Year. ODC's in support of CLIN 1001 FY Incremental Funding for Base Year 0102 Incremental Funding for Base Year 0103 Incremental Funding for Base Year 02 Base Year. ODC's 1.0 LO $25, in support of CLIN 1002 FY Incremental Funding for Base Year 0202 Incremental Funding for Base Year 0203 Incremental Funding for Base Year 03 Base Year. ODC's 1.0 LO $, in support of CLIN 1003 FY Incremental Funding for Base Year 02 Incremental Funding for Base Year 03 Incremental Funding for Base Year 04 Base Year. ODCs 1.0 LO $15,000.00

6 4 of 65 in support of CLIN 1004 (TBD) 0401 Incremental Funding for Base Year (FMS) (FMS Case #AT-P-L CY) 0402 Incremental Funding for Base Year (FMS) (FMS Case #CN-P-M IB) 0403 Incremental Funding for Base Year (FMS) (FMS Case #JA-P-A NW) 0404 Incremental Funding for Base Year (FMS) (FMS Case #KS-P-A JA) 0405 Incremental Funding for Base Year (FMS) (FMS Case #TW-P-L GQ) 05 Base Year. ODC's 1.0 LO $5, in support of CLIN 1005 FY Incremental Funding for Base Year For Cost Type Items: Item Supplies/Services Qty Unit Est. Cost Fixed Fee CPFF Option I - Task LH $1,261, $81, $1,343, Analytical Support (TBD) Option I - Task 1- Analytical Support (RDT&E) Option I - Task 1- Analytical

7 5 of 65 Support Option I - Task 1- Analytical Support Option I - Task 1- Analytical Support (OPN) Option I - Task 1- Analytical Support (OPN) Option I - Task 1- Analytical Support (OPN) Option I - Task 1- Analytical Support (OPN) 4002 Option I - Task LH $1,025, $66, $1,092, Program Planning Support (TBD) Option I - Task 2- Program Planning Support Option I - Task 2- Program Planning Support Option I - Task 2- Program Planning Support (RDT&E) 4003 Option I- Task LH $919, $59, $979, Acquisition/Fin ancial Management Support (TBD) 4001 Option I- Task 3-Acquisition/Fin ancial Management Support 4002 Option I- Task 3-Acquisition/Fin ancial Management Support 4003 Option I- Task

8 6 of 65 3-Acquisition/Fin ancial Management Support (RDT&E) 4004 Option I-Task LO $442, $15, $458, Acquisition/Finan cial Management FMS (FMS Case #PA-T-L CY) Option I-Task 4 - Acquisition/Finan cial Management FMS. (FMS Case #AT-P-L CY) Option I-Task 4 - Acquisition/Finan cial Management FMS-#PATE S161-0LDA (FMS Case #AT-P-L DA) Option I-Task 4 - Acquisition/Finan cial Management FMS #PCIQ S035-0LCA (FMS Case #CI-P-L CA) Option I-Task 4 - Acquisition/Finan cial Management FMS (FMS Case #CN-P-M IB) Option I-Task 4 - Acquisition/Finan cial Management FMS # PNEC S141-0GKI (FMS Case #NE-P-G KI) Option I-Task 4 - Acquisition/Finan cial Management FMS #PFRX S015-0AEC (FMS Case #FR-P-A

9 7 of 65 EC) Option I-Task 4 - Acquisition/Finan cial Management FMS #PJA S971-0AQE (FMS Case #JA-P-A QE) Option I-Task 4 - Acquisition/Finan cial Management FMS #PJA S851-0AQF (FMS Case #JA-P-A QF) Option I-Task 4 - Acquisition/Finan cial Management FMS (FMS Case #KS-P-A JA) Option I-Task 4 - Acquisition/Finan cial Management FMS#PPLC44/9278/S 065/0GAN. (FMS Case #PL-P-G AN) Option I-Task 4 - Acquisition/Finan cial Management FMS #PSPF S165-0ANF (FMS Case #SP-P-A NF) Option I-Task 4 - Acquisition/Finan cial Management FMS #PSPF S713-0ANI (FMS Case #SP-P-A NI) Option I-Task 4 - Acquisition/Finan cial Management FMS #PTKB S457-0BJF

10 8 of 65 (FMS Case #TK-P-B JF) Option I-Task 4 - Acquisition/Finan cial Management FMS #PTWB S481-0LGM (FMS Case #TW-P-L GM) Option I-Task 4 - Acquisition/Finan cial Management FMS.#PTWA LGQ (FMS Case #TW-P-L GQ) 4005 Option I Task LH $171, $11, $182, Special Studies (TBD) Option I Task 5- Special Studies (RDT&E) 4006 Option I- Surge LH $442, $28, $470, CLIN (OPN) In support of Task 1,2,3 OPN. (OPN) In support of Task 1,2,3 PANMC. (PANMC) In support of Task 1,2,3 PANMC. (PANMC) In support of Task 1,2,3 PANMC. (PANMC) 4101 Award Term I LH $1,176, $76, $1,252, Task 1- Analytical Support (TBD) Task 1 - Analytical Support Task 1 - Analytical

11 9 of 65 Support (RDT&E) Task 1 Analytical Support Task 1 Analytical Support (O&MN,N) Task 1 Analytical Support (O&MN,N) Task 1 Analytical Support (APN) Task 1 Analytical Support (OPN) Task 1 Analytical Support (OPN) Task 1 Analytical Support (OPN) Task 1 - Analytical Support (O&MN,N) 4102 Award Term I-Task LH $879, $57, $936, Program Planning Support (TBD) Task 2 - Program Planning Support Task 2 - Program Planning Support (RDT&E) Task 2 Program Planning Support Task 2 Program Planning Support (APN) Task 2 Program Planning Support

12 10 of Task 2 Program Planning Support Task 2 Program Planning Support Task 2 - Program Planning Support (O&MN,N) 4103 Award Term I LH $733, $47, $780, Task 3 - Acquisition/Finan cial Management Support (TBD) 4101 Task 3 - Acquisition/Finan cial Management Support 4102 Task 3 - Acquisition/Finan cial Management Support (RDT&E) 4103 Task 3 Acquisition/Finan cial Management Support 4104 Task 3 Acquisition/Finan cial (APN) 4105 Task 3 Acquisition/Finan cial (APN) 4106 Task 3 Acquisition/Finan cial (APN) 4107 Task 3 - Acquisition/Finan cial (O&MN,N) 4108 Task 3 - Acquisition/Finan cial (RDT&E) 4104 Award Term I-Task LH $324, $11, $336, Acquisition/Finan cial Management

13 11 of 65 FMS (TBD) ITEM FMS Case AT-P-LCY (FMS) ITEM FMS Case JA-P-ANW (FMS) Funding 4105 Award Term I LH $258, $16, $275, Task 5 - Special Studies (TBD) Task 5 - Special Studies Task 5 Special Studies Task 5 Special Studies (RDT&E) Task 5 - Special Studies 4106 Award Term I LH $455, $29, $484, Surge CLIN (TBD) Task - Surge Task - Surge Task - Surge (RDT&E) Task - Surge 4201 Award Term II LH $1,376, $89, $1,466, Task 1 Analytical Support (TBD) Award Term II - Task 1 Analytical Support (RDT&E) Award Term II - Task 1 Analytical Support Award Term II - Task 1 Analytical

14 12 of 65 Support Award Term II - Task 1 Analytical Support Award Term II - Task 1 Analytical Support Award Term II - Task 1 Analytical Support Award Term II - Task 1 Analytical Support Award Term II - Task 1 Analytical Support 4202 Award Term II LH $1,029, $66, $1,096, Task 2 Program Planning Support (TBD) Task 2 Program Planning Support Task 2 Program Planning Support (O&MN,N) Task 2 Program Planning Support Task 2 Program Planning Support Task 2 Program Planning Support (O&MN,N) Task 2 Program Planning Support Task 2 Program Planning Support Task 2 Program Planning Support

15 13 of Award Term II LH $858, $55, $913, Task 3- Acquisition/Finan cial Management Support (SCN) 4201 Award II - Task 3 - Acquisition/Finan cial (SCN) 4202 Task 3 Acquisition/Finan cial Management Support (O&MN,N) 4203 Task 3 Acquisition/Finan cial 4204 Task 3 Acquisition/ Financial Support 4205 Task 3 Acquisition/ Financial Support (O&MN,N) 4206 Task 3 Acquisition/ Financial Support (RDT&E) 4204 Award Term II LH $355, $12, $367, Task 4 - Acquisition/Finan cial Management FMS (OTHER) Admin (FMS) Admin (FMS) Labor (PJA F PE) (FMS) Labor (PJA A RH) (FMS) Labor (PATE L CY) (FMS)

16 14 of Labor (PCN F CJ) (FMS) Labor (PEGC4N G FC) (FMS) Labor ( PFRF GV Z) (FMS) 4205 Award Term II LH $2, $19, $322, Task 5- Special Studies Task 5 - Special Studies 4206 Award Term II LH $468, $, $499, Surge CLIN (TBD) Award Term II- Surge CLIN 41 Award Term III LH $2,282, $148, $2,431, Task 1 - Analytical Support (TBD) 4101 Award Term III- Task 1 - Analytical Support 4102 Award Term III- Task 1 - Analytical Support 4103 Award Term III- Task 1 - Analytical Support (RDT&E) 4104 Award Term III- Task 1 - Analytical Support (RDT&E) 4105 Award Term III- Task 1 - Analytical Support (O&MN,N) 4106 Award Term III- Task 1 - Analytical

17 15 of 65 Support (RDT&E) 4107 Award Term III- Task 1 - Analytical Support (RDT&E) 4108 Funding for Services of Award Term III - Analytical Support 4109 Funding for services of Award Term III - MDA-OCF (OTHER) 4110 Funding for services of Award Term III - MDA-OCF (OTHER) 42 Award Term III LH $681, $44,2.05 $725, Task 2- Program Planning Support (SCN) 4201 Award Term III- Task 1 - Analytical Support 4202 Award Term III- Task 1 - Analytical Support (RDT&E) 4203 Award Term III- Task 1 - Analytical Support (O&MN,N) 4204 Award Term III- Task 1 - Analytical Support (O&MN,N) 43 Award Term LH $418, $27, $445, III-Task 3 Acquisition/Finan cial Management Support (TBD) 41 Award Term III-Task 3 Acquisition/Finan cial Management

18 16 of 65 Support 44 Award Term III LH $0.00 $0.00 $0.00 Task 4-Acquisition/Fia ncial Management FMS (TBD) Option 45 Award Term III LH $129, $8, $137, Task 5 Special Studies (TBD) 4501 Award Term III - Task 5 Special Studies (O&MN,N) 46 Award Term III LH $574, $37, $611, Surge CLIN (TBD) 4601 Award Term III - Surge CLIN 4602 Award Term III - Surge CLIN For ODC Items: Item Supplies/Services Qty Unit Est. Cost Option I. ODC's 1.0 LO $33, in support of CLIN 4001 (TBD) Option I. ODC's in support of CLIN 4001 (RDT&E) Option I. ODC's in support of CLIN Option I. ODC's in support of CLIN Option I- ODC's 1.0 LO $33, in support of CLIN 4002 (TBD) Option I- ODC's in support of CLIN Option I- ODC's in support of

19 17 of 65 CLIN Option I- ODC's in support of CLIN 4002 (RDT&E) 6003 Option I - ODCs 1.0 LO $, in support of CLIN 4003 (TBD) 6001 Option I - ODCs in support of CLIN Option I - ODCs in support of CLIN Option I - ODCs in support of CLIN 4003 (RDT&E) 6004 Option I- ODC's 1.0 LO $15, in support of CLIN 4004 (TBD) Option I- ODC's in support of CLIN 4004 FMS. (FMS Case #AT-P-L CY) Option I- ODC's in support of CLIN 4004 FMS.# PJA S852-0AQF (FMS Case #JA-P-A QF)

20 18 of Option I- ODC's in support of CLIN 4004 FMS.#PTWA LGQ (FMS Case #TW-P-L GQ) 6005 Option I - ODC's 1.0 LO $5, in support of CLIN 4005 (TBD) Option I - ODC's in support of CLIN 4005 (RDT&E) 6101 Award Term I- 1.0 LO $25, ODC's in support of CLIN 4101 (TBD) ODC s in support of CLIN ODC s in support of CLIN 4101 (RDT&E) ODC s in support of CLIN ODC s in support of CLIN 4101 (O&MN,N) 6102 Award Term I LO $25, ODC's in support of CLIN 4102 (TBD) ODC's in support of CLIN ODC's in support of CLIN 4102 (RDT&E) ODC's in support of CLIN 4102

21 19 of ODC's in support of CLIN 4102 (O&MN,N) 6103 Award Term I- 1.0 LO $, ODC's in support of CLIN 4103 (TBD) 6101 ODC's in support of CLIN ODC's in support of CLIN 4103 (RDT&E) 6103 ODC's in support of CLIN ODC's in support of CLIN 4103 (O&MN,N) 6104 Award Term I LO $246, ODC's in support of CLIN 4104 (TBD) ITEM ODC in support of FMS Case AT-P-LCY (FMS) ITEM ODC in support of FMS Case JA-P-ANW (FMS) ITEM ODC in support of FMS Case JA-P-ANW (APN) ITEM ODC in support of ODC in support of CLIN Award Term I LO $5, ODC's in support of CLIN 4105 (TBD)

22 20 of ODC's in support of CLIN ODC's in support of CLIN ODC's in support of CLIN Award Term II LO $25, ODC's in support of CLIN 4201 (TBD) ODC's in support of CLIN 4201 (RDT&E) ODC s in support of CLIN 4201 (O&MN,N) ODC s in support of CLIN Award Term II LO $25, ODC's in support of CLIN 4202 (TBD) ODC s in support of CLIN 4202 (O&MN,N) ODC s in support of CLIN ODC s in support of CLIN Reserved (TBD) Reserved (TBD) ODC s in support of CLIN 4202 (TBD) 6203 Award Term II LO $, ODC's in support of CLIN 4203

23 21 of 65 (SCN) 6201 Award Term II - ODC's in support of CLIN 4203 (SCN) 6202 Award Term II - ODC's in support of CLIN Award Term II - ODC's in support of CLIN 4203 (RDT&E) 6204 Award Term II LO $15, OCD's in support of CLIN 4204 (TBD) Award Term II - OCD's in support of CLIN 4204 (O&MN,N) 6205 Award Term II LO $5, ODC's in support of CLIN 4205 (TBD) ODC's in support of CLIN Award Term III LO $16, ODC's in support of CLIN 41 (TBD) 6101 Award Term III - ODC's in support of CLIN Award Term III - ODC's in support of CLIN 41 (RDT&E) 6103 Award Term III - ODC's in support of CLIN 41 (O&MN,N) 62 Award Term III- 1.0 LO $16, ODC's in support

24 22 of 65 of CLIN 42 (TBD) 6201 Award Term III- ODC's in support of CLIN Award Term III- ODC's in support of CLIN 42 (O&MN,N) 6203 Award Term III- ODC's in support of CLIN 42 (O&MN,N) 63 Award Term III LO $, ODCs in support of CLIN 43 (TBD) 61 Award Term III - ODCs in support of CLIN 43 (TBD) 62 Award Term III - ODCs in support of CLIN 43 (O&MN,N) 64 Award Term III LO $15, ODCs in support of CLIN 44 (TBD) 6401 Award Term III - ODCs in support of CLIN 44 (O&MN,N) 65 Award Term III LO $5, ODC's in support of CLIN 45 (TBD) 6501 Award Term III - ODC's in support of CLIN 45 (O&MN,N) 6502 Award Term III - ODC's in support of CLIN 45 (O&MN,N)

25 23 of 65 NOTES: Note A: LEVEL OF EFFORT For Labor Items, Awardee shall perform man-hours for the level of effort required to perform the requirements of the Statement of Work provided for the period of performance specified in SECTION F. The PAYMENT OF FEE (S) (LEVEL OF EFFORT) clause applies to these items. NOTE B: OPTION Option Item to which the OPTION clause in SECTION I applies and which is to be supplied only if and to the extent said Option is exercised. NOTE C: AWARD TERM Award Term Item to which the AWARD TERM clause in SECTION H applies and which is to be supplied only if and to the extent said Item is earned, retained and awarded in accordance with the AWARD TERM PLAN provided in SECTION H. Notwithstanding the word "Option" which appears NOTE D: SURGE If the Government determines that an increased level of effort Analytical Support, Program Planning Support, Acquisition/Financial Management, Acquisition/Financial Management for FMS and Special Studies support is required, the Government reserves the right to exercise a "surge" Option CLIN in additional work in accordance with the Statement of Work. The Contracting Officer will provide written notice to the Contractor at least 60 calendar days prior to exercise of the Surge Option Item. In the event the Government does elect to exercise the Surge Option Item, the appropriate ceiling and level of effort (man-hours) may be realigned under the Labor CLIN for each Task identified in the Statement of Work. Award of an Award Term does not include award of the Surge Option Item unless the Surge Option is exercised for that Award Term period. The Government estimate is approximately 5,000 man-hours per year for surge Option Items. NOTE E: ODC The Government estimates Other Direct Costs for this task Order to be no more than $100, per year. This ODC estimate must be included in Section B of the offer for CLIN 01, Option CLIN 6001, Award Term CLINs 6101,6201,61. Surge ODC is estimated at 5% of the above ODC estimates. No other ODC amounts proposed by an Offeror shall be included in said CLINs. These non-fee bearing CLINs and shall be priced as cost only. CLAUSES INCORPORATED IN FULL TEXT: CONTRACT TYPE SUMMARY FOR PAYMENT OFFICE (COST TYPE) (NAVSEA) (FEB 1997) This entire Task Order is cost type. EXPEDITING CONTRACT CLOSEOUT (NAVSEA) (DEC 1995) (a) As part of the negotiated fixed price or total estimated amount of this contract, both the Government and the Contractor have agreed to waive any entitlement that otherwise might accrue to either party in any residual dollar amount of $500 or less at the time of final contract closeout. The term "residual dollar amount" shall include all money that would otherwise be owed to either party at the end of contract, except that. amounts connected in any way with taxation, allegations of fraud and/or antitrust violations shall be excluded. For purposes of determining residual dollars amounts, offsets of money owed by one party against money that would otherwise be paid by that party may be considered to the extent permitted by law. (b) This agreement to waive entitlement to residual dollar amounts has been considered by both parties. It is agreed that the administrative costs for either party associated with collecting such small dollar amount could exceed the amount to be recovered. LIMITATION OF COST OR LIMITATION OF FUNDS LANGUAGE The clause entitled "LIMITATION OF COST" (FAR ) or "LIMITATION OF FUNDS" (FAR ), as appropriate, shall apply separately and independently to each separately identified estimated cost.

26 24 of 65 PAYMENT OF FEE(S) (LEVEL OF EFFORT) (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, or "fixed fee" in cost-plus-fixed-fee type contracts for level of effort type contracts. (b) The Government shall make payments to the Contractor, subject to an in accordance with the clause in this contract entitled " FIXED FEE" (FAR ) or "INCENTIVE FEE", (FAR ), as applicable. Such payments shall be equal to percent (6.50%) 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) The fee(s) specified in SECTION B, and payment thereof, is subject to adjustment pursuant to paragraph (g) of the special contract requirement entitled "LEVEL OF EFFORT." If the fee(s) is reduced and the reduced fee(s) is less than the sum of all fee payments made to the Contractor under this contract, the Contract shall repay the excess amount to the Government. If the final adjusted fee exceeds all fee 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 the "LEVEl OF EFFORT" special contract requiremnet, or until the Procuring Contracting Officer has been advised the paying office in writing that no fee adjustment is required. TRAVEL COSTS - ALTERNATE I (NAVSEA) (DEC 2005) (APPLICABLE TO ODC CLIN SERIES 00 AND 6000) (a) Except as otherwise provided herein, the Contractor shall be reimbursed for its reasonable actual travel costs in accordance with FAR The costs to be reimbursed shall be those costs accepted by the cognizant DCAA. (b) Reimbursable travel costs include only that travel performed from Contractor's facility to the worksite, in and around the worksite, and from the worksite to the Contractor's facility.

27 25 of 65 SECTION C DESCRIPTIONS AND SPECIFICATIONS A. GENERAL INFORMATION 1. BACKGROUND The Major Program Manager (MPM), Surface Ship Weapons reports to the Program Executive Officer for Integrated Warfare Systems (PEO) and has acquisition responsibility and life-cycle management accountability, to include Foreign Military Sales for missiles, launchers and gun systems, except TRIDENT and TOMAHAWK, as well as responsibility for integration of STANDARD Missile-3. This solicitation is for Business and Acquisition Planning, Management and Execution support to the Office of the MPM, Surface Ship Weapons (IWS 3.0). 2. PURPOSE This solicitation seeks a Contractor capable of providing quality support to IWS 3.0 with Professional Support Services to the Major Program Manager, Deputy Major Program Manager, Technical Director, Director, Business Management Operations and Project Directors with (1) Analytical Support, (2) Program Planning Support, (3) Acquisition/Financial Management Support, (4) Acquisition/Financial Management support for FMS, and (5) Special Studies Support. 3. GENERAL The Performance Standards and Assessment Plan described below are applicable to the total scope of services being performed under this task order. a. Performance Standards. The following performance standards serve as a basis for determining whether performance outcomes have been satisfactorily achieved and the delivery of service is considered acceptable performance. Performance Standards: The delivery requirements shall be consistent with needs of the mission as identified by the Contracting Officer Representative (COR). Technical and status reports shall be factually accurate and complete, reflect high quality and adhere to due dates and deadlines. Deliverables including studies and analyses, acquisition support, presentations and other knowledge management functions shall be measured through customer feedback. Services shall reflect innovative, technological, and management techniques employed to increase efficiencies and control cost. b. Performance Assessment Plan. The following performance assessment plan serves as a basis for assessing Contractor performance. Performance Assessment Plan: Contractor shall provide monthly reports of accomplishments, including cost execution data and shall indicate whether sponsor was satisfied or not satisfied based upon customer feedback. Random and periodic sampling of monthly report data by division heads, or higher shall be performed. c. General Requirements. The Contractor shall ramp up immediately upon award or exercise of a contract option and have its support team in place and fully functioning within four weeks. During this period if necessary, the Contractor shall support transition of the program office from the incumbent s support, including data/records/files. The contractor is required to functions as a repository for the Government librarian all historical files (previously stored by the incumbent). These files must be maintained within a 10 mile radius of the Washington Navy Yard. The storage unit dimension for the historical files should be 10 X 15 (LxW). The Contractor s team shall align itself to support the program with an efficient mix of personnel utilizing an

28 26 of 65 effective combination of experience. The Contractor shall provide an adaptable, flexible team structure that is best suited to accomplishing both planned and emergent tasks. Emphasis shall be placed on a team structure that also maximizes productivity, efficiency, and accountability. The Contractor must execute the scope of work that provides for high quality, timely and well-integrated support services while incorporating the proper mix and demonstrate the most effective use of personnel. -The Contractor shall provide capability to archive and store historical documentation. -The Contractor shall receive, log, and track classified documents. The Contractor shall have an electronic mail capability and have the necessary connectivity to communicate with PEO IWS 3.0 team members. Microsoft Outlook Office Tools mail is preferred, but not required in order to communicate and coordinate meetings and schedules. The contractor must have the capacity to interface via electronic mail and provide addresses for all employees supporting this task. The contractor will maintain an electronic database of actions/taskings to be included with their monthly report. The Contractor shall have the capacity to interface and access the NAVSEASYSCOM Corporate Document Management System (LiveLink). LiveLink access is required for all employees supporting this task to access project workspaces and document archives that are germane to the performance of this task. The Contractor shall be responsible for procurement, installation, and maintenance of a PKI Certificate required for accessing DoD Websites. -All data/deliverables produced under this Multiple Award Contract (MAC) shall become property of the Government. 4. SECURITY REQUIREMENTS: Most of the work under this contract shall be UNCLASSIFIED. A portion may be classified up to the TOP SECRET level and will be performed on site at the Program Office. Additionally, all Automatic Data Processing (ADP) positions required for database support must conform to Personnel Security Program Requirements as outlined in DoD R requirements (especially those currently defined in Appendix C and K, Change 3, dated February 23, 1996), which identify National Agency Check guidance and ADP Position Categories. Security Requirements pertaining to Facility and Personnel are as follows: 5. FACILITY: a. Capability to store up to SECRET in secure container. b. Ability to hold discussions and process information up to the Secret level. c. Does not require classified open storage. d. Requirement for receptionist to control access to site. PERSONNEL: a. Personnel to be U.S. citizens b. At least four (4) must have Top Secret clearances upon contract award; two (2) additional personnel must have Top Secret eligibility. (see attach 6 for DD 254 format) c. Administrative Staff to have CONFIDENTIAL (C) clearances. 6. OVERVIEW OF SUPPORT TASKS FOR IWS 3.0 This Statement of Work is applicable to USN and FMS efforts to provide Business Operations and Special Studies support to the Major Program Manager, Deputy Major Program Manager, Technical Director, Director, Business Management Operations and Project Directors with (1) Analytical Support (25%), (2) Program Planning Support

29 27 of 65 (25%), (3) Acquisition/Financial Management Support for US programs (%), (4)Acquisition/Financial Management support for FMS (15%), and (5) Special Studies Support (5%). BUSINESS OPERATIONS SUPPORT SERVICES (CAAS CODED) BUSINESS OPERATIONS GENERAL REQUIREMENTS Operate and maintain a computerized central library system to catalogue, update, retain, and recall both classified and unclassified information. Attend periodic meetings as directed. Travel to prime contractor sites, Government facilities, field activities, ranges and laboratories as directed. Prepare briefings and associated materials as required by the Major Program Manager or his designee. Provide assistance and coordination in gathering information and in making recommendations to respond to Congressional, DOD, other Government agency, media or industry inquiries, and audits and for Congressional Testimony. Provide recommendations and initiatives to business case analysis and cost benefit analysis. SPECIFIC REQUIREMENTS 1.0 ANALYTICAL SUPPORT (25%) Funding anticipated for this effort includes RDT&E, WPN, FMS, O&M,N, SCN The offeror shall provide analytical support and any related graphics support as needed: (a) Assist with Program Objectives Memorandum (POM) issue preparation efforts within IWS 3.0 (b) Provide program Cost Estimation and analytical support. (c) Support budget preparation, defense and execution efforts. (d) Assist with preparation of flag level/congressional staff briefings and issue papers as required by the government. (e) Coordinate administrative aspects of senior level meetings/conferences. (f) Participate in IWS 3.0 program reviews. (g) Prepare IWS 3.0 funding documents. (h) Prepare presentation materials in support of IWS 3.0 meetings and briefings as requested. (i) Provide frequent on-site interaction concerning program execution with Major Program Manager, Deputy Major Program Manager, Technical Director, Director, Business Management Operations and other senior and non-senior level IWS 3.0 personnel and managers within and outside IWS 3.0 such as PEO IWS, SEA 02, Navy International Program Office (NIPO), Office of the Secretary of Defense (OSD), Cost Analysis Improvement Group (CAIG), Missile Defense Agency (MDA), Acquisition Technology and Logistics (AT&L), Office of the Chief of Naval Operations (OPNAV), other Navy field activities and other sources. (l) Review, distribute and track program-related messages and documents specifically identified for IWS 3.0 action/information. (j) Assist the Major Program Manager with preparation and staffing of official correspondence and awards. (k) Assist in development and monitoring of programmatic metrics and support regular financial execution reviews to include Earned Value Management System reporting

30 28 of PROGRAM PLANNING SUPPORT (25%) Funding anticipated for this effort includes RDT&E, WPN, FMS, O&M, SCN The offeror shall develop and deliver program planning and business planning support as needed: (a) Review and analyze Navy provided documents related to Surface Ship Weapon Systems. Provide and assist in developing technical and business assessments and recommendations for changes to program and business plans. (b) Assist in the preparation of documents for formal briefings, program reviews and presentations for Surface Ship Weapons Systems. Provide analysis, with appropriate documentation (including detailed graphic representations) to support Navy produced major program presentations. (c) Maintain acquisition program documentation in accordance with DoD 5000 series. This will include but is not limited to Program Protection Plans, Technology Assessment/Control Plans, Cost Analysis Requirements documents and environmental analyses. (d) Assist in preparing and updating Acquisition Documentation. (e) Using Navy provided planning documentation and schedules, identify and track key milestone events that pace the Surface Ship Weapon Systems product improvement process. Report potential deviations from schedule, recommend alternate courses of action and assess programmatic impacts. (f) Assist in coordinating and administering the field activity business plan effort (Task Planning Sheets). (g) Support program office Strategy Development which captures current state of production and production support and identifies key areas which present opportunities for production efficiencies, reduced cycle time, reduced infrastructure, reduced unit cost and increased quality. (h) Support Acquisition Reporting Requirements - DAMIR, SSPIM (etc.) 3.0 ACQUISITION/FINANCIAL MANAGEMENT SUPPORT FOR US PROGRAMS SUPPORT (%) Funding anticipated for this effort includes RDT&E, WPN, O&M,N, SCN (a) Assist with financial and contract support for Surface Ship Weapon Systems Programs. (b) Provide assistance to Surface Ship Weapons Systems Production Support managers in planning for procurement actions. (c) Assist in reconciliation of different accounting systems. (d) Provide assistance in the Surface Ship Weapons Systems contractual award fee process. (e) Assist the program office in acquisition requirement manager functions and program reviews. (f) Asist in development and monitoring of programmatic metrics and support regular financial execution reviews to include Earned Value Management System reporting. (g) Assist in the preparation of acquisition/procurement plans and documentation to support R&D, production and maintenance contracting efforts. 4.0 ACQUISITION/FINANCIAL MANAGEMENT FOR FMS PROGRAMS (15%) Funding anticipated for this effort includes FMS

31 29 of 65 (a) Assist with financial and contract execution of FMS cases. (b) Assist Production Support managers in the planning of procurement activities. (c) Assist in the reconciliation of different accounting systems. (e) Provide assistance in the adminstration of the contractual award fee process. 5.0 SPECIAL STUDIES SUPPORT (5%) Funding for this effort is anticipated to be RDT&E Senior Acquisition Programmatic & Engineering Support (Special Studies) Provide Senior Acquisition Programmatic and Engineering support to the Major Surface Ship Weapon Systems (IWS 3.0), as directed by the Major Program Manager, Deputy Major Program Manager, Technical Director or Director, Business Management Operations as required. The assigned tasks will require interfacing with the senior managers within the Surface Ship Weapons Directorate (IWS 3.0) and supporting laboratories, field activities and prime contractors. Subjects for Special Studies include: Support to the Fleet Acquisition Strategies Technology Insertion Systems Engineering Support Process Improvement Life Cycle Management Business Process Improvement Industrial Base Assessments For Special Studies, contractor shall provide: Study Methodology Progress reports as required Study adjustments if necessary Issues identified during the study that are recommended for future special studies Preliminary findings Final report Internal and external briefings of Study Results

32 of 65 SECTION D PACKAGING AND MARKING APPLICABLE TO ALL ITEMS-There re no packaging or marking requirements for the services ordered under this Task Order. All requirements for packaging and marking of supplies or documents associated with rhe services shall be packaged, packed and marked in accordance with the provision set forth below or as specified in the Technical Instructions. DATA PACKAGING LANGUAGE: UNCLASSIFIED DATA All unclassified data shall be prepared for shipment in accordance with best commercial practice. CLASSIFIED DATA Classified reports, data, and documentation shall be prepared for shipment in accordance with the National Industrial Security Program Operating Manual (NISPOM), DOD M dated 28 February MARKING OF REPORTS (NAVSEA) (SEP 1990) All reports delivered by the Contractor to the Government under this contract shall prominently show on the cover of the report: (1) name and business address of the Contractor (2) contract number (3) contract dollar amount (4) task order (5) whether the contract was competitively or non-competitively awarded (6) sponsor: (Name of Individual Sponsor) (Name of Requiring Activity (City and State)

33 31 of 65 SECTION E INSPECTION AND ACCEPTANCE Supplies/Services will be inspected/accepted as follows: ITEMS(s) INSPECT AT INSPECT BY ACCEPT AT ACCEPT BY All Destination Government Destination Government *Note that Inspection and Acceptance will be performed by the Contracting Officer's Representative (COR) identified as the Task Order Manager (TOM) in Section G unless otherwise specified in the Technical Instructions issued under this Task Order. CLAUSES INCORPORATED BY REFERENCE Inspection Of Supplies Cost-Reimbursement MAY Inspection Of Services Cost-Reimbursement APR 1984 CLAUSES INCORPORATED IN FULL TEXT INSPECTION AND ACCEPTANCE LANGUAGE FOR DATA Inspection and acceptance of all data shall be as specified on the attached Contract Data Requirements List (s), DD Form * Note that not all Data deliverables will be specified by or on CDRL DD Form Inspection and Acceptance for all data will be specified at the Technical Instruction level. INSPECTION AND ACCEPTANCE LANGUAGE FOR LOE SERVICES Item (s) 1000 and 4000 SERIES-Inspection shall be made by the Contracting Officer's Representative (COR) or a designated representative of the Government. * Note that the COR is the TOM identified in the Section G of this Task Order.

34 32 of 65 SECTION F DELIVERABLES OR PERFORMANCE The periods of performance for the following Items are as follows: /3/ // /3/ // /3/ // /3/ // /3/ // /3/ // /3/ // /3/ // /3/ // /3/ // /3/ // /1/ /2/ /1/ /2/ /1/ /2/ /1/ /2/ /1/ /2/ /1/ /2/ /22/ /31/ /22/ /31/ /22/ /31/ /3/ /2/ /22/ /21/ /3/ /2/ /26/2011-8// /26/2011-8// /1/2011-8/31/ /3/ /2/ /17/ /2/ /1/2012-5/2/ /1/2012-5/2/ /1/2012-5/2/ /1/2012-5/2/ /23/2012-8/22/ /23/2012-8/22/ /1/ /2/ /1/ /2/ /1/ /2/ /1/ /2/ /1/ /2/ /22/ /31/ /22/ /31/2011

35 33 of /22/ /31/ /3/ /2/ /22/ /21/ /26/2011-9/25/ /29/2011-9/28/ /1/2011-8/31/ /3/ /2/ /17/ /2/ /1/2012-5/2/ /1/2012-5/2/ /1/2012-5/2/ /23/2012-8/22/ /23/2012-8/22/2013 CLIN - DELIVERIES OR PERFORMANCE PERFORMANCE LANGUAGE FOR LOE SERVICES The Contractor shall perform the work described in SECTION C, at the level of effort specified in SECTION B as follows: ITEM(S) FROM TO The periods of performance for the following Items are as follows: /3/ // /3/ // /3/ // /3/ // /3/ // /3/ // /3/ // /3/ // /3/ // /3/ // /3/ // /1/ /2/ /1/ /2/ /1/ /2/ /1/ /2/ /1/ /2/ /1/ /2/ /22/ /31/ /22/ /31/ /22/ /31/2011

36 34 of /3/ /2/ /22/ /21/ /3/ /2/ /26/2011-8// /26/2011-8// /1/2011-8/31/ /3/ /2/ /17/ /2/ /1/2012-5/2/ /1/2012-5/2/ /1/2012-5/2/ /1/2012-5/2/ /23/2012-8/22/ /23/2012-8/22/ /1/ /2/ /1/ /2/ /1/ /2/ /1/ /2/ /1/ /2/ /22/ /31/ /22/ /31/ /22/ /31/ /3/ /2/ /22/ /21/ /26/2011-9/25/ /29/2011-9/28/ /1/2011-8/31/ /3/ /2/ /17/ /2/ /1/2012-5/2/ /1/2012-5/2/ /1/2012-5/2/ /23/2012-8/22/ /23/2012-8/22/2013 The periods of performance for the Award Term Items are as follows: 44 12/3/ /2/2013 The Contractor shall maintain a local office within walking distance of IWS 3.0 locations.

37 35 of 65 CLAUSES INCORPORATED BY REFERENCE Stop-Work Order AUG Alt I Stop-Work Order (Aug 1989) - Alternate I APR F.O.B. Destination NOV 1991 CLAUSES INCORPORATED IN FULL TEXT CONTRACTOR NOTICE REGARDING LATE DELIVERY In event the contractor anticipates or encounters difficulty in complying with the contract delivery schedule or date he or she shall immediately notifiy, in writing, the Task Order Contracting Officer and the cognizant Contract Administration Services, if assigned. The notice shall give the pertinent details; however such notice shall not be construed as a waiver by the Government of any contract delivery schedule, or of any rights or remedies provided by law or under this contract. DATA DELIVERY LANGUAGE FOR SERVICES ONLY PROCUREMENTS All data to be furnished under this contract shall be delivered prepaid to the destination(s) and at the time(s) specified on the Contract Data Requirements List(s), DD Form *Note that not all Data deliverable will be specified by or on CDRL DD Form Inpection and Acceptance for all data will be specified at the Technical Instruction level.

38 36 of 65 SECTION G CONTRACT ADMINISTRATION DATA CONTRACTOR CENTRAL REGISTRATION (CCR) - The contractor must be registered with the Contractor Central Registration (CCR) in order to be eligible for award. The Contractor must maintain registration throughout the period of performance. PAYMENT will not be made to the contractor if the Contractor's registration lapses. INVOICE INSTRUCTIONS (NAVSEA) (JAN 2008) (a) In accordance with the clause of this contract entitled ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (DFARS ), the Naval Sea Systems Command (NAVSEA) will utilize the DoD Wide Area Workflow Receipt and Acceptance (WAWF) system to accept supplies/services delivered under this contract. This web-based system located at provides the technology for government contractors and authorized Department of Defense (DoD) personnel to generate, capture and process receipt and paymentrelated documentation in a paperless environment. Invoices for supplies/services rendered under this contract shall be submitted electronically through WAWF. Submission of hard copy DD250/invoices may no longer be accepted for payment. (b) It is recommended that the person in your company designated as the Central Contractor Registration (CCR) Electronic Business (EB) Point of Contact and anyone responsible for the submission of invoices, use the online training system for WAWF at The Vendor, Group Administrator (GAM), and sections marked with an asterisk in the training system should be reviewed. Vendor Quick Reference Guides also are available at The most useful guides are Getting Started for Vendors and WAWF Vendor Guide. (c) The designated CCR EB point of contact is responsible for activating the company s CAGE code on WAWF by calling Once the company is activated, the CCR EB point of contact will self-register under the company s CAGE code on WAWF and follow the instructions for a group administrator. After the company is set-up on WAWF, any additional persons responsible for submitting invoices must self-register under the company s CAGE code at (d) The contractor shall use the following document types, DODAAC codes and inspection and acceptance locations when submitting invoices in WAWF: Type of Document (contracting officer check all that apply) X Invoice (FFP Supply & Service) Invoice and Receiving Report Combo (FFP Supply) Invoice as 2-in-1 (FFP Service Only) Cost Voucher (Cost Reimbursable, T&M, LH, or FPI)

39 37 of 65 Receiving Report (FFP, DD250 Only) DODAAC Codes and Inspection and Acceptance Locations (contracting officer complete appropriate information as applicable) Issue DODAAC N00024 Admin DODAAC N00024 Pay Office DODAAC HQ0338 Inspector DODAAC N00024 Service Acceptor DODAAC N00024 Service Approver DODAAC N00024 Ship To DODAAC N00024 DCAA Auditor DODAAC S2404A LPO DODAAC N/A Inspection Location N00024 Acceptance Location N00024 Attachments created in any Microsoft Office product may be attached to the WAWF invoice, e.g., backup documentation, timesheets, etc. Maximum limit for size of each file is 2 megabytes. Maximum limit for size of files per invoice is 5 megabytes. (e) Before closing out of an invoice session in WAWF, but after submitting the document(s), you will be prompted to send additional notifications. Click on Send More Notification and add the acceptor/receiver addresses noted below in the first address block, and add any other additional addresses desired in the following blocks. This additional notification to the government is important to ensure that the acceptor/receiver is aware that the invoice documents have been submitted into WAWF. Send Additional Notification To: SAMUEL.W.LEWIS@NAVY.MIL christian.e.johnson@navy.mil (f) The contractor shall submit invoices/cost vouchers for payment per contract terms and the government shall process invoices/cost vouchers for payment per contract terms. Contractors approved by DCAA for direct billing will submit cost vouchers directly to DFAS via WAWF. Final voucher submission will be approved by the ACO. (g) The WAWF system has not yet been implemented on some Navy programs; therefore, upon written concurrence from the cognizant Procuring Contracting Officer, the Contractor is authorized to use DFAS s WInS for electronic end to end invoicing until the functionality of WInS has been incorporated into WAWF. (h) If you have any questions regarding WAWF, please contact the WAWF helpdesk at the above number or the NAVSEA WAWF point of contact Margaret Morgan at (202) or